X0206 3 2016-09-01 0 0000930236 REDWOOD TRUST INC RWT 0001681908 Stern Shoshone (Bo) 1 BELVEDERE PLACE SUITE 300 MILL VALLEY CA 94941 0 1 0 0 Chief Investment Officer Common Stock 9652 D Deferred Stock Units 15.52 Common Stock 77319 D Shares are subject to a mandatory holding period and will be delivered to the Participant at the time provided in the Deferral Election Form, according to the terms and conditions of the Executive Deferred Compensation Plan. No expiration date is applicable to deferred stock units. Includes grants awarded annually from 2012 to 2015 with four year vesting schedules. Represents average grant date fair value of the DSUs issued, based on the fair market value of RWT common stock on the grant dates under the 2002 Incentive Plan and subsequently, the 2014 Incentive Award Plan. Shoshone (Bo) Stern 2016-09-01