RWT Redwood Trust

Filed: 7 Dec 20, 4:15pm






Washington, D.C. 20549







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


Date of Report (Date of earliest event reported): December 1, 2020





(Exact name of registrant as specified in its charter)



(State or other jurisdiction
of incorporation)


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






Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On August 7, 2020, Redwood Trust, Inc. (the “Company”) announced in its Quarterly Report on Form 10-Q that Fred J. Matera, a member of Redwood’s Board of Directors, also began serving as Redwood’s Managing Director—Head of Residential. On December 1, 2020, Mr. Matera was formally appointed to serve in that role and resigned from Redwood’s Board of Directors. Following Mr. Matera’s resignation from the Board of Directors, the number of directors constituting the Board of Directors was reduced to eight.


Item 7.01.Regulation FD Disclosure.


On December 7, 2020, Redwood Trust, Inc. issued a press release announcing its Board of Directors’ authorization to declare a fourth quarter regular dividend of $0.14 per share. The fourth quarter 2020 dividend is payable on December 29, 2020 to stockholders of record on December 17, 2020.


The information contained in this Item 7.01 and the attached Exhibit 99.1 is furnished to and not filed with the Securities and Exchange Commission, 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.


 Exhibit 99.1Press Release dated December 7, 2020
 104Cover Page Interactive Data File (embedded within the Inline XBRL document).






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:  December 7, 2020REDWOOD TRUST, INC.
 By:  /s/ Andrew P. Stone
  Name:Andrew P. Stone 
  Title:Executive Vice President, General Counsel, and Secretary