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Ready Capital Corp Director's Dealing 2025

Mar 7, 2025

32570_dirs_2025-03-06_3b119aa0-37e0-4e6e-8c72-9b48ce2f260b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ready Capital Corp (RC)
CIK: 0001527590
Period of Report: 2025-03-05

Reporting Person: Capasse Thomas E (Director, CEO and CIO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-03-05 Common Stock P 10000 $4.798 Acquired 319925 Direct
2025-03-06 Common Stock P 90000 $4.99 Acquired 409925 Direct

Holdings (Non-Derivative)

Security Shares Ownership
6.50% Series E Cumulative Redeemable Preferred Stock 20000 Direct
Common Stock 73409 Indirect

Footnotes

F1: The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.795 to $4.7999. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote (1) to this Form 4.

F2: The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $4.865 to $5.04. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote (2) to this Form 4.

F3: Upon the occurrence of a Change of Control (as defined in the Articles Supplementary relating to the Series E Preferred Stock) of the Issuer, the Reporting Person will have the right to convert the shares of Series E Preferred Stock into a number of shares of common stock of the Issuer per share of Series E Preferred Stock equal to the lesser of (A) the quotient obtained by dividing (i) the sum of (x) the $25.00 liquidation preference plus (y) the amount of any accrued and unpaid dividends by (ii) the Common Stock Price (as defined in the Articles Supplementary relating to the Series E Preferred Stock) and (B) 3.2916, subject to certain adjustments indicated in the Articles Supplementary relating to the Series E Preferred Stock.

F4: These shares represent the 73,409 shares of Common Stock of the Issuer out of the 241,691 and 8,869 total shares of Common Stock owned by Waterfall Asset Management, LLC (the "Manager") and its affiliate, Waterfall Management, LLC ("WM" and together with the Manager, "Waterfall"), respectively, based on the Reporting Person's percentage of direct ownership interests in Waterfall.

F5: WM serves as the general partner of Sutherland REIT Holdings, LP (the "Partnership") and may be deemed to be the beneficial owner of the shares of Common Stock that are held by the Partnership. In addition, the Reporting Person is a principal of the Manager and may be deemed to share voting and investment power over the 7,034,717 shares of Common Stock held by the Partnership.