ADAMAS TRUST, INC. — Director's Dealing 2021

Jan 30, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEW YORK MORTGAGE TRUST INC (NYMT)
CIK: 0001273685
Period of Report: 2021-01-27

Reporting Person: Reese Nathan R (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-27	Common Stock, par value $0.01 per share	A	6544	—	Acquired	153729	Direct
2021-01-27	Common Stock, par value $0.01 per share	A	74555	—	Acquired	228284	Direct
2021-01-27	Common Stock, par value $0.01 per share	F	29434	$3.82	Disposed	198850	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-27	Restricted Stock Units	$	A	45167	Acquired		Common Stock, par value $0.01 per share (45167.0)	Direct

Footnotes

F1: Represents shares of restricted stock issued pursuant to New York Mortgage Trust's ("NYMT") 2017 Stock Incentive Plan as payment of the restricted stock portion of compensation earned by the Reporting Person pursuant to NYMT's 2020 Annual Incentive Plan, 1/3of which will become fully vested and non-forfeitable on each of the first, second and third anniversaries of the date of grant.

F2: Shares acquired pursuant to the settlement of performance-based stock units ("PSUs") granted to the Reporting Person in 2018. Per the terms of the award agreement governing the PSUs, the number of underlying shares of NYMT common stock that the recipient ultimately became entitled to receive at the time of vesting ranged from 0% to 200% of the target number of PSUs granted, subject to the achievement of a pre-established performance metric. The vesting of these PSUs was based on NYMT's total stockholder return for the three years ended December 31, 2020.

F3: The Compensation Committee of the Board of Directors of NYMT has confirmed and certified that the PSUs vested at a level above target.

F4: Surrendered to satisfy tax liability incident to the settlement of PSUs described in Note 2 above.

F5: Represents restricted stock units ("RSUs") issued pursuant to New York Mortgage Trust's ("NYMT") 2017 Equity Incentive Plan (as amended) under NYMT's 2021 Long-Term Equity Plan, 1/3 of which will become fully vested and non-forfeitable on each of the first, second and third anniversaries of the date of grant. Pursuant to a restricted stock unit award agreement (the "RSU Award Agreement"), the RSUs represent the right to receive shares of common stock of NYMT on a one-to-one basis upon vesting, subject to the terms and conditions of the RSU Award Agreement, and are granted in tandem with a corresponding dividend equivalent right that entitles, upon vesting, the reporting person to receive payments in cash or stock of NYMT equivalent to any dividends paid by NYMT on the shares of NYMT common stock underlying the RSUs.