RWTS

rwt-20260728

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 28, 2026

REDWOOD TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland001-1375968-0329422

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

One Belvedere Place

Suite 300

Mill Valley, California 94941

(Address of principal executive offices and Zip Code)

(415) 389-7373

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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. ☐

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

Title of each classTrading symbol(s)Name of each exchange on which registered

Common stock, par value $0.01 per shareRWTNew York Stock Exchange

10% Series A Fixed-Rate Reset Cumulative Redeemable Preferred Stock, par value $0.01 per shareRWT PRANew York Stock Exchange

9.125% Senior Notes Due 2029RWTNNew York Stock Exchange

9.00% Senior Notes Due 2029RWTONew York Stock Exchange

9.125% Senior Notes Due 2030RWTPNew York Stock Exchange

9.50% Senior Notes Due 2030RWTQNew York Stock Exchange

9.75% Senior Notes Due 2031RWTRNew York Stock Exchange

Item 2.02.Results of Operations and Financial Condition;

Item 7.01.Regulation FD Disclosure.

On July 28, 2026, Redwood Trust, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2026, the Redwood Trust Shareholder Letter – 2nd Quarter 2026 and The Redwood Review – 2nd Quarter 2026, copies of which are attached as Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, respectively, to this current report on Form 8-K.

In addition, on July 28, 2026, the Company made available Supplemental Financial Tables presenting certain financial results for the quarter ended June 30, 2026. A link to the Supplemental Financial Tables is available at the Company’s website at http://www.redwoodtrust.com, in the Investor Relations section of the website under “Financials.”

The information contained in this Item 2.02 and Item 7.01 and the attached Exhibits 99.2, and 99.3 is furnished to and not filed with the SEC, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits

Exhibit 99.1 Press Release issued July 28, 2026

Exhibit 99.2 Redwood Trust Shareholder Letter - 2nd Quarter 2026

Exhibit 99.3 The Redwood Review – 2nd Quarter 2026

Exhibit 104Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: July 28, 2026

REDWOOD TRUST, INC.

By: /s/ BROOKE E. CARILLO

Name: Brooke E. Carillo

Title: Chief Financial Officer

EX-99.1

2 tm2619917d1_ex99-1.htm

EXHIBIT 99.1

Exhibit 99.1

Redwood Trust Highlights Continued Aspire Momentum and AI-Powered Technology;

Provides Preliminary Second Quarter Business Update

MILL VALLEY, CA – Redwood Trust, Inc. (NYSE:RWT; "Redwood", the "Company"), a leader in expanding access to housing for homebuyers and renters, today provided the following update regarding its Aspire business and selected consolidated operating results for the second quarter ended June 30, 2026.

Aspire Update

Christopher J. Abate, Chief Executive Officer, commented: "Our mortgage banking businesses continued their momentum in the second quarter, with aggregate volumes of over $8 billion despite continued geopolitical and interest rate volatility, and subdued overall housing market activity. This included another record production quarter from our Aspire non-QM business, which contributed $2.1 billion of lock volume, up 32% sequentially from the first quarter.”

Distribution and technology remain central to the platform’s growth. Aspire recently completed its second and third securitization issuances under the SPIRE shelf, and has grown its correspondent network to 140 discrete loan sellers. In support of rapid and scalable growth, Aspire has also recently developed and launched proprietary AI-powered engines for non-QM secondary market pricing and guideline comparison and analysis.

Abate continued, “These new tools deliver unified loan-level pricing and underwriting functions across bulk and flow channels, and are innovations that will support a dedicated Aspire joint venture. Key terms and documentation for this new joint venture have been fully negotiated with an institutional capital partner, and we expect to begin contributing loans to the JV during the third quarter.”

Second Quarter Business Update

During the second quarter, Redwood’s core operating businesses continued to execute with strong margins in the face of elevated market volatility. The Company currently estimates a modest 1 to 3% decline in GAAP book value at June 30, 2026 from the end of the first quarter of 2026, inclusive of its Legacy Investments segment, with an economic return on book value(1) for the second quarter currently estimated between (1.0)% and 1.0%, inclusive of its $0.18 per share second quarter dividend. Additionally, the Company maintained its strong liquidity profile, completing a successful corporate unsecured senior notes offering in May, and maintaining $3.5 billion of excess available asset funding capacity at June 30, 2026.

The Company expects to report full second quarter financial results on July 28, 2026.

1.Economic return on book value is based on the period change in GAAP book value per common share plus dividends declared per common share in the period.

About Redwood

Redwood Trust, Inc. (NYSE: RWT) is a specialty finance company focused on several distinct areas of housing credit where we provide liquidity to growing segments of the U.S. housing market not well served by government programs. We deliver customized housing credit investments to a diverse mix of investors, through our best-in-class securitization platforms, whole-loan distribution activities, joint ventures and our publicly traded shares. We operate through three core residential housing-focused operating platforms — Sequoia, Aspire, and CoreVest — alongside our complementary Redwood Investments portfolio which is primarily composed of assets we source through these platforms. Redwood Investments also includes RWT Horizons®, our unified technology platform spanning internal AI innovation and strategic investments across the ecosystem, which supports our efforts to develop an AI-first operating model that enables compounding operational leverage and scalable growth. This reflects how we manage and organize our business and may differ from the manner in which our reporting segments are presented for financial reporting purposes.

Our goal is to provide attractive returns to shareholders through a stable and growing stream of earnings and dividends, capital appreciation, and a commitment to technological innovation that facilitates risk-minded scale. Redwood Trust is internally managed and structured as a real estate investment trust ("REIT") for tax purposes. For more information about Redwood, please visit our website at www.redwoodtrust.com or connect with us on LinkedIn.

Cautionary Statement; Forward-Looking Statements:

This press release and the related conference call contain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including preliminary estimates related to book value per share at, and economic return on book value for, the quarter ended June 30, 2026, our expectations to launch a new joint venture with a strategic capital provider and begin contributing loans to this joint venture during the third quarter, and the expected timing for reporting full f

rwt-20260429

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 29, 2026

REDWOOD TRUST, INC.

(Exact name of registrant as specified in its charter)

Maryland001-1375968-0329422

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

One Belvedere Place

Suite 300

Mill Valley, California 94941

(Address of principal executive offices and Zip Code)

(415) 389-7373

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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. ☐

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

Title of each classTrading symbol(s)Name of each exchange on which registered

Common stock, par value $0.01 per shareRWTNew York Stock Exchange

10% Series A Fixed-Rate Reset Cumulative Redeemable Preferred Stock, par value $0.01 per shareRWT PRANew York Stock Exchange

9.125% Senior Notes Due 2029RWTNNew York Stock Exchange

9.0% Senior Notes Due 2029RWTONew York Stock Exchange

9.125% Senior Notes Due 2030RWTPNew York Stock Exchange

9.500% Senior Notes Due 2030RWTQNew York Stock Exchange

Item 2.02.Results of Operations and Financial Condition;

Item 7.01.Regulation FD Disclosure.

On April 29, 2026, Redwood Trust, Inc. (the "Company") issued the Redwood Trust Shareholder Letter – 1st Quarter 2026 and The Redwood Review – 1st Quarter 2026, copies of which are attached as Exhibit 99.2 and Exhibit 99.3, respectively, to this current report on Form 8-K.

In addition, on April 29, 2026, the Company made available Supplemental Financial Tables presenting certain financial results for the quarter ended March 31, 2026. A link to the Supplemental Financial Tables is available at the Company’s website at http://www.redwoodtrust.com, in the Investor Relations section of the website under “Financials.”

The information contained in this Item 2.02 and Item 7.01 and the attached Exhibits 99.2, and 99.3 is furnished to and not filed with the SEC, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 8.01.Other Events.

On April 29, 2026, the Company issued a press release announcing its financial results for the quarter ended March 31, 2026, a copy of which is attached as Exhibit 99.1 to this current report on Form 8-K.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits

Exhibit 99.1 Press Release issued April 29, 2026

Exhibit 99.2 Redwood Trust Shareholder Letter - 1st Quarter 2026

Exhibit 99.3 The Redwood Review – 1st Quarter 2026

Exhibit 104Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: April 29, 2026

REDWOOD TRUST, INC.

By: /s/ BROOKE E. CARILLO

Name: Brooke E. Carillo

Title: Chief Financial Officer