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EQUITY AND EARNINGS PER SHARE
12 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
EQUITY AND EARNINGS PER SHARE EQUITY AND EARNINGS PER SHARE
Equity and Dividends
Rithm Capital’s certificate of incorporation authorizes 2.0 billion shares of common stock, par value $0.01 per share, and 100.0 million shares of preferred stock, par value $0.01 per share.

On August 5, 2022, Rithm Capital entered into a Distribution Agreement to sell shares of its common stock, par value $0.01 per share, having an aggregate offering price of up to $500.0 million, from time to time, through an “at-the-market” equity offering program (the “ATM Program”). During the year ended December 31, 2024, 6.1 million shares of common stock were issued under the ATM Program.

In February 2024, Rithm Capital’s board of directors renewed the Company’s stock repurchase program, authorizing the repurchase of up to $200.0 million of its common stock and $100.0 million of its preferred stock for the period from January 1, 2024 through December 31, 2024. The objective of the stock repurchase program is to seek flexibility to return capital when deemed accretive to stockholders. Repurchases can be made from time to time through open market purchases or privately negotiated transactions, pursuant to one or more plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934 or by means of one or more tender offers, in each case, as permitted by securities laws and other legal requirements. During the year ended December 31, 2024, the Company did not repurchase any shares of its common stock or its preferred stock. See Note 28 for additional information regarding Rithm Capital’s stock repurchase program for 2025.

On September 24, 2024, in a public offering, Rithm Capital issued 30.0 million shares of its common stock at a par value of $0.01 per share for gross proceeds of $340.2 million, before deducting estimated offering costs.

Purchases and sales of Rithm Capital’s securities by the Company’s officers and directors are subject to the Rithm Capital Corp. Insider Trading Compliance Policy.

The table below summarizes preferred shares:
Number of Shares
Liquidation Preference(A)
Dividends Declared per Share
December 31,December 31,Issuance Discount
Carrying Value(B)
Year Ended December 31,
Series(F)
2024202320242023202420232022
Series A, issued July 2019(C)(E)
6,200,068 6,200,068 $155,002 $155,002 3.15 %$149,822 $2.33 $1.88 $1.88 
Series B, issued August 2019(C)(E)
11,260,712 11,260,712 281,518 281,518 3.15 %272,654 2.26 1.78 1.78 
Series C, 6.375% issued February 2020(C)
15,903,342 15,903,342 397,584 397,584 3.15 %385,289 1.59 1.59 1.59 
Series D, 7.00% issued September 2021(D)
18,600,000 18,600,000 465,000 465,000 3.15 %449,489 1.75 1.75 1.75 
Total51,964,122 51,964,122 $1,299,104 $1,299,104 $1,257,254 $7.93 $7.00 $7.00 
(A)Each series has a liquidation preference or par value of $25.00 per share.
(B)Carrying value reflects par value less discount and issuance costs.
(C)Fixed-to-floating rate cumulative redeemable preferred.
(D)Fixed-rate reset cumulative redeemable preferred.
(E)Effective August 15, 2024, dividends on the Series A and Series B accumulate at a floating rate. For the third and fourth quarter 2024 dividends, the Series A accrued dividends at a percentage of the $25.00 liquidation preference per share of the Series A equal to, prior to September 30, 2024, a floating rate of a three-month London Interbank Offered Rate (“LIBOR”) plus a spread of 5.802% and, after September 30, 2024, a three-month Chicago Mercantile Exchange (“CME”) SOFR, plus a spread adjustment of 0.261%, plus a spread adjustment of 5.802% and dividends on the Series B accumulated at a percentage of the $25.00 liquidation preference per share of the Series B preferred shares equal to, prior to September 30, 2024, a floating rate of a three-month LIBOR plus a spread of 5.640% and, after September 30, 2024, a three-month CME SOFR, plus a spread adjustment of 0.261%, plus a spread of 5.640%, respectively.
(F)Under certain circumstances upon a change of control, our Series A, Series B, Series C and Series D are convertible to shares of our common stock.

On December 16, 2024, Rithm Capital’s board of directors declared fourth quarter 2024 preferred dividends of $0.68 per share of Series A, $0.67 per share of Series B, $0.40 per share of Series C and $0.44 per share of Series D cumulative redeemable preferred stock, or approximately $4.2 million, $7.5 million, $6.3 million and $8.1 million, respectively.
Common dividends have been declared as follows:
Per Share
Declaration DatePayment DateQuarterly DividendTotal Amounts Distributed (millions)
March 21, 2022April 2022$0.25 $116.7 
June 17, 2022August 20220.25 116.7 
September 22, 2022October 20220.25 118.4 
December 15, 2022January 20230.25 118.6 
March 17, 2023April 20230.25 120.8 
June 23, 2023July 20230.25 120.8 
September 14, 2023October 20230.25 120.8 
December 12, 2023January 20240.25 120.8 
March 20, 2024April 20240.25 120.9 
June 18, 2024July 20240.25 122.4 
September 20, 2024November 20240.25 129.9 
December 16, 2024January 20250.25 130.2 

Earnings Per Share

Rithm Capital is required to present both basic and diluted earnings per share (“EPS”). Basic EPS is calculated by dividing net income by the weighted average number of shares of common stock outstanding for the period. Diluted EPS is calculated using the treasury stock method by dividing net income by the weighted average number of shares of common stock outstanding plus the additional dilutive effect, if any, of common stock equivalents during each period. The effect of dilutive securities is presented net of tax.

The following table summarizes the basic and diluted EPS calculations:
Year Ended December 31,
202420232022
Net income$941,492 $630,674 $983,285 
Noncontrolling interests in income of consolidated subsidiaries
9,989 8,417 28,766 
Dividends on preferred stock96,456 89,579 89,726 
Net Income Attributable to Common Stockholders$835,047 $532,678 $864,793 
Basic weighted average shares of common stock outstanding495,479,956 481,934,951 468,836,718 
Effect of Dilutive Securities(A)(B):
Stock options108 192,388 — 
Common stock purchase warrants— 1,112,943 12,763,825 
Restricted stock185,678 223,998 35,582 
Time-based RSU awards1,980,499 174,554 — 
Performance-based RSU awards1,444,503 77,881 — 
Time vesting Class B Profit Units197,900 — — 
Performance vesting Class B Profit Units309,026 — — 
Diluted Weighted Average Shares of Common Stock Outstanding499,597,670 483,716,715 481,636,125 
Basic Earnings per Share Attributable to Common Stockholders$1.69 $1.11 $1.84 
Diluted Earnings per Share Attributable to Common Stockholders$1.67 $1.10 $1.80 
(A)Certain stock options and common stock purchase warrants that could potentially dilute basic EPS in the future were not included in the computation of diluted EPS for the periods where they were out-of-the-money or a loss has been recorded, because they would have been anti-dilutive for the period presented. There were no anti-dilutive common stock purchase warrants for all periods presented.
(B)Awards related to stock-based compensation were included to the extent dilutive and issuable under the relevant time and/or performance measures.