nymt-20240630

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to ____________

Commission file number 001-32216

NEW YORK MORTGAGE TRUST, INC.

(Exact Name of Registrant as Specified in Its Charter)


Maryland			47-0934168
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

90 Park Avenue, New York, New York 10016

(Address of Principal Executive Office) (Zip Code)

(212) 792-0107

(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbols

Name of Each Exchange on Which Registered

Common Stock, par value $0.01 per share

NYMT

NASDAQ

Stock Market

8.000% Series D Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share, $25.00 Liquidation Preference

NYMTN

NASDAQ

Stock Market

7.875% Series E Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share, $25.00 Liquidation Preference

NYMTM

NASDAQ

Stock Market

6.875% Series F Fixed-to-Floating Rate Cumulative Redeemable Preferred Stock, par value $0.01 per share, $25.00 Liquidation Preference

NYMTL

NASDAQ

Stock Market

7.000% Series G Cumulative Redeemable Preferred Stock, par value $0.01 per share, $25.00 Liquidation Preference

NYMTZ

NASDAQ

Stock Market

9.125% Senior Notes due 2029

NYMTI

NASDAQ

Stock Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

☒

Accelerated Filer

☐

Non-Accelerated Filer

☐

Smaller Reporting Company

☐

Emerging Growth Company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

The number of shares of the registrant’s common stock, par value $0.01 per share, outstanding on July 31, 2024 was 90,579,449.

NEW YORK MORTGAGE TRUST, INC.

FORM 10-Q


PART I. Financial Information
	Item 1. Condensed Consolidated Financial Statements
	Condensed Consolidated Balance Sheets as of June 3 0 , 2024 (Unaudited) and December 31, 2023	4
	Unaudited Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30 , 2024 and 2023	5
	Unaudited Condensed Consolidated Statements of Comprehensive Loss for the Three and Six Months Ended June 30 , 2024 and 2023	6
	Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended June 30 , 2024 and 2023	7
	Unaudited Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30 , 2024 and 2023	10
	Unaudited Notes to the Condensed Consolidated Financial Statements	12
	Note 1. Organization	12
	Note 2. Summary of Significant Accounting Policies	13
	Note 3. Residential Loans, at Fair Value	17
	Note 4. Investment Securities Available For Sale, at Fair Value	19
	Note 5. Multi-family Loans, at Fair Value	22
	Note 6. Equity Investments, at Fair Value	23
	Note 7. Use of Special Purpose Entities (SPE) and Variable Interest Entities (VIE)	26
	Note 8. Real Estate, Net	33
	Note 9. Assets and Liabilities of Disposal Group Held for Sale	35
	Note 10. Derivative Instruments and Hedging Activities	37
	Note 11. Other Assets and Other Liabilities	44
	Note 12. Repurchase Agreements	45
	Note 13. Collateralized Debt Obligations	48
	Note 14. Debt	50
	Note 15. Commitments and Contingencies	53
	Note 16. Fair Value of Financial Instruments	54
	Note 17. Stockholders' Equity	65
	Note 18. Loss Per Common Share	69
	Note 19. Stock Based Compensation	70
	Note 20. Income Taxes	73
	Note 21. Net Interest Income	75
	Note 22. Other Income (Loss)	76

	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	77
	Item 3. Quantitative and Qualitative Disclosures about Market Risk	136
	Item 4. Controls and Procedures	142
PART II. OTHER INFORMATION
	Item 1A. Risk Factors	143
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	144
	Item 6. Exhibits	145

SIGNATURES		148

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PART I. FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

The accompanying notes are an integral part of the condensed consolidated financial statements.

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NEW YORK MORTGAGE TRUST, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollar amounts in thousands, except share data)


	June 30, 2024		December 31, 2023
	(unaudited)
ASSETS
Residential loans, at fair value	$	3,503,191	$	3,084,303
Investment securities available for sale, at fair value	2,672,079		2,013,817
Multi-family loans, at fair value	92,997		95,792
Equity investments, at fair value	142,915		147,116


Cash and cash equivalents	235,514		187,107
Real estate, net	879,931		1,131,819
Assets of disposal group held for sale	373,538		426,017
Other assets	328,718		315,357
Total Assets (1)	$	8,228,883	$	7,401,328
LIABILITIES AND EQUITY
Liabilities:
Repurchase agreements	$	2,952,289	$	2,471,113
Collateralized debt obligations ($1,577,111 at fair value and $972,389 at amortized cost, net as of June 30, 2024 and $593,737 at fair value and $1,276,780 at amortized cost, net as of December 31, 2023)	2,549,500		1,870,517
Senior unsecured notes ($60,000 at fair value and $98,492 at amortized cost, net as of June 30, 2024 and $98,111 at amortized cost, net as of December 31, 2023)	158,492		98,111
Subordinated debentures	45,000		45,000
Mortgages payable on real estate, net	592,919		784,421

Liabilities of disposal group held for sale	340,138		386,024
Other liabilities	125,794		118,016
Total liabilities (1)	6,764,132		5,773,202

Commitments and Contingencies (See Note 15)

Redeemable Non-Controlling Interest in Consolidated Variable Interest Entities	23,088		28,061

Stockholders' Equity:
Preferred stock, par value $0.01 per share, 31,500,000 shares authorized, 22,164,414 shares issued and outstanding ($554,110 aggregate liquidation preference)	535,445		535,445
Common stock, par value $0.01 per share, 200,000,000 shares authorized, 90,592,065 and 90,675,403 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively	906		907
Additional paid-in capital	2,280,664		2,297,081
Accumulated other comprehensive loss	—		(4)
Accumulated deficit	(1,385,105)		(1,253,817)
Company's stockholders' equity	1,431,910		1,579,612
Non-controlling interests	9,753		20,453
Total equity	1,441,663		1,600,065
Total Liabilities and Equity	$	8,228,883	$	7,401,328

(1)Our condensed consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs") as the Company is the primary beneficiary of these VIEs. As of June 30, 2024 and December 31, 2023, assets of consolidated VIEs totaled $4,131,681 and $3,816,777, respectively, and the liabilities of consolidated VIEs totaled $3,518,769 and $3,076,818, respectively. See Note 7 for further discussion.

The accompanying notes are an integral part of the condensed consolidated financial statements.

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NEW YORK MORTGAGE TRUST, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except per share data)

(unaudited)


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2024		2023		2024		2023
NET INTEREST INCOME:
Interest income	$	90,775	$	57,540	$	174,666	$	114,676
Interest expense	71,731		42,404		137,759		81,739
Total net interest income	19,044		15,136		36,907		32,937

NET LOSS FROM REAL ESTATE:
Rental income	30,817		36,970		63,971		73,251
Other real estate income	5,649		7,806		10,572		13,270
Total income from real estate	36,466		44,776		74,543		86,521
Interest expense, mortgages payable on real estate	16,551		24,075		37,320		46,554
Depreciation and amortization	12,235		6,128		24,811		12,167
Other real estate expenses	20,786		22,328		41,885		44,508
Total expenses related to real estate	49,572		52,531		104,016		103,229
Total net loss from real estate	(13,106)		(7,755)		(29,473)		(16,708)

OTHER (LOSS) INCOME:
Realized (losses) gains, net	(7,491)		378		(18,024)		1,459
Unrealized (losses) gains, net	(16,512)		(27,294)		(55,902)		5,557
Gains on derivative instruments, net	15,471		21,573		64,682		17,211
Income from equity investments	6,108		2,656		3,973		7,168
Impairment of real estate	(4,071)		(16,864)		(40,319)		(27,139)
Loss on reclassification of disposal group	—		—		(14,636)		—
Other income (loss)	415		297		(3,175)		1,574
Total other (loss) income	(6,080)		(19,254)		(63,401)		5,830

GENERAL, ADMINISTRATIVE AND OPERATING EXPENSES:
General and administrative expenses	11,648		13,316		24,703		25,999
Portfolio operating expenses	7,399		5,649		15,141		12,721
Debt issuance costs	4,552		—		8,098		—
Total general, administrative and operating expenses	23,599		18,965		47,942		38,720

LOSS FROM OPERATIONS BEFORE INCOME TAXES	(23,741)		(30,838)		(103,909)		(16,661)
Income tax expense (benefit)	342		(18)		232		(3)

NET LOSS	(24,083)		(30,820)		(104,141)		(16,658)
Net loss attributable to non-controlling interests	8,494		3,892		30,652		10,593
NET LOSS ATTRIBUTABLE TO COMPANY	(15,589)		(26,928)		(73,489)		(6,065)
Preferred stock dividends	(10,439)		(10,474)		(20,878)		(20,958)
Gain on repurchase of preferred stock	—		200		—		342
NET LOSS ATTRIBUTABLE TO COMPANY'S COMMON STOCKHOLDERS	$	(26,028)	$	(37,202)	$	(94,367)	$	(26,681)

Basic loss per common share	$	(0.29)	$	(0.41)	$	(1.04)	$	(0.29)
Diluted loss per common share	$	(0.29)	$	(0.41)	$	(1.04)	$	(0.29)
Weighted average shares outstanding-basic	90,989		91,193		91,053		91,254
Weighted average shares outstanding-diluted	90,989		91,193		91,053		91,254

The accompanying notes are an integral part of the condensed consolidated financial statements.

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NEW YORK MORTGAGE TRUST, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Dollar amounts in thousands)

(unaudited)


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2024		2023		2024		2023
NET LOSS ATTRIBUTABLE TO COMPANY'S COMMON STOCKHOLDERS	$	(26,028)	$	(37,202)	$	(94,367)	$	(26,681)
OTHER COMPREHENSIVE (LOSS) INCOME
(Decrease) increase in fair value of available for sale securities	—		(383)		—		208
Reclassification adjustment for net loss included in net loss	—		—		4		—

TOTAL OTHER COMPREHENSIVE (LOSS) INCOME	—		(383)		4		208
COMPREHENSIVE LOSS ATTRIBUTABLE TO COMPANY'S COMMON STOCKHOLDERS	$	(26,028)	$	(37,585)	$	(94,363)	$	(26,473)

The accompanying notes are an integral part of the condensed consolidated financial statements.

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NEW YORK MORTGAGE TRUST, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(Dollar amounts in thousands)

(unaudited)


For the Three Months Ended
	Common Stock		Preferred Stock		Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Company's Stockholders' Equity		Non-Controlling Interest in Consolidated VIEs		Total
Balance, March 31, 2024	$	912	$	535,445	$	2,289,452	$	(1,340,553)	$	—	$	1,485,256	$	13,950	$	1,499,206
Net loss ($(4,578) allocated to redeemable non-controlling interest)	—		—		—		(15,589)		—		(15,589)		(3,916)		(19,505)


Common stock repurchases	(6)		—		(3,487)		—		—		(3,493)		—		(3,493)

Stock based compensation expense, net	—		—		2,262		—		—		2,262		—		2,262
Dividends declared on common stock	—		—		—		(18,118)		—		(18,118)		—		(18,118)
Dividends declared on preferred stock	—		—		—		(10,439)		—		(10,439)		—		(10,439)
Dividends attributable to dividend equivalents	—		—		—		(406)		—		(406)		—		(406)




Decrease in non-controlling interest related to de-consolidation of VIEs	—		—		—		—		—		—		(73)		(73)
Contributions of non-controlling interest in Consolidated VIEs	—		—		—		—		—		—		26		26
Decrease in non-controlling interest related to distributions from Consolidated VIEs	—		—		—		—		—		—		(234)		(234)
Adjustment of redeemable non-controlling interest to estimated redemption value	—		—		(7,563)		—		—		(7,563)		—		(7,563)
Balance, June 30, 2024	$	906	$	535,445	$	2,280,664	$	(1,385,105)	$	—	$	1,431,910	$	9,753	$	1,441,663




Balance, March 31, 2023	$	912	$	537,889	$	2,279,131	$	(1,079,047)	$	(1,379)	$	1,737,506	$	31,434	$	1,768,940
Net loss ($(3,184) allocated to redeemable non-controlling interest)	—		—		—		(26,928)		—		(26,928)		(708)		(27,636)



Preferred stock repurchases	—		(906)		—		200		—		(706)		—		(706)
Stock based compensation expense, net	1		—		2,941		—		—		2,942		—		2,942
Dividends declared on common stock	—		—		—		(27,375)		—		(27,375)		—		(27,375)
Dividends declared on preferred stock	—		—		—		(10,474)		—		(10,474)		—		(10,474)
Dividends attributable to dividend equivalents	—		—		—		(467)		—		(467)		—		(467)

Decrease in fair value of available for sale securities	—		—		—		—		(383)		(383)		—		(383)

Contributions of non-controlling interest in Consolidated VIEs	—		—		—		—		—		—		240		240
Decrease in non-controlling interest related to distributions from Consolidated VIEs	—		—		—		—		—		—		(2,561)		(2,561)
Adjustment of redeemable non-controlling interest to estimated redemption value	—		—		16,597		—		—		16,597		—		16,597
Balance, June 30, 2023	$	913	$	536,983	$	2,298,669	$	(1,144,091)	$	(1,762)	$	1,690,712	$	28,405	$	1,719,117

The accompanying notes are an integral part of the condensed consolidated financial statements.

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NEW YORK MORTGAGE TRUST, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(Dollar amounts in thousands)

(unaudited)


For the Six Months Ended
	Common Stock		Preferred Stock		Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Company's Stockholders' Equity		Non-Controlling Interest in Consolidated VIEs		Total
Balance, December 31, 2023	$	907	$	535,445	$	2,297,081	$	(1,253,817)	$	(4)	$	1,579,612	$	20,453	$	1,600,065
Net loss ($(18,978) allocated to redeemable non-controlling interest)	—		—		—		(73,489)		—		(73,489)		(11,674)		(85,163)


Common stock repurchases	(6)		—		(3,487)		—		—		(3,493)		—		(3,493)

Stock based compensation expense, net	5		—		1,061		—		—		1,066		—		1,066
Dividends declared on common stock	—		—