Form 8-K
8-K — Ladder Capital Corp
Accession: 0001577670-26-000032
Filed: 2026-07-23
Period: 2026-07-23
CIK: 0001577670
SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — ladr-20260723.htm (Primary)
EX-99.1 (a2026-q2earningsrelease.htm)
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8-K
8-K (Primary)
Filename: ladr-20260723.htm · Sequence: 1
ladr-20260723
0001577670FALSE00015776702026-07-232026-07-23
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 23, 2026
Ladder Capital Corp
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
001-36299
(Commission
File Number)
80-0925494
(I.R.S. Employer
Identification No.)
320 Park Avenue, 15th Floor
New York, New York
(Address of principal executive offices)
10022
(Zip Code)
Registrant’s telephone number, including area code: 212-715-3170
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:
☐ 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 Class Trading Symbol(s) Name of Each Exchange on Which Registered
Class A common stock, $0.001 par value LADR New York Stock Exchange
1
Item 2.02. Results of Operations and Financial Condition.
On July 23, 2026, Ladder Capital Corp (“Ladder”) issued a press release disclosing financial results for the quarter ended June 30, 2026. The information in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release of Ladder Capital Corp dated July 23, 2026.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
2
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 hereunto duly authorized.
Date: July 23, 2026 LADDER CAPITAL CORP
By: /s/ Paul J. Miceli
Paul J. Miceli
Chief Financial Officer
3
EX-99.1
EX-99.1
Filename: a2026-q2earningsrelease.htm · Sequence: 2
Document
Exhibit 99.1
Ladder Capital Corp Reports Results for the Quarter Ended June 30, 2026
NEW YORK, NY, July 23, 2026 – Ladder Capital Corp (NYSE: LADR) (“we,” “our,” “Ladder,” or the “Company”) today announced operating results for the quarter ended June 30, 2026. For the three months ended June 30, 2026, GAAP income before taxes was $16.3 million, or $0.12 of diluted earnings per share (“EPS”), and distributable earnings was $30.8 million, or $0.24 of distributable EPS.
“Ladder delivered a strong second quarter, growing our loan portfolio and distributable earnings while continuing to generate gains across our multi-cylinder platform. Our book value has remained stable, and we remain focused on delivering a strong total return to shareholders,” said Brian Harris, Ladder’s Chief Executive Officer.
Supplemental
The Company issued a supplemental presentation detailing its second quarter 2026 operating results and an updated investor presentation. Both are available on our website at http://ir.laddercapital.com.
Conference Call and Webcast
We will host a conference call on Thursday, July 23, 2026 at 10:00 a.m. Eastern Time to discuss second quarter 2026 results. The conference call can be accessed by dialing (877) 407-4018 domestic or (201) 689-8471 international. Individuals who dial in will be asked to identify themselves and their affiliations. For those unable to participate, an audio replay will be available until midnight on Thursday, August 6, 2026. To access the replay, please call (844) 512-2921 domestic or (412) 317-6671 international, access code 13761395. The conference call will also be webcast through a link on Ladder’s Investor Relations website at ir.laddercapital.com/event. A web-based archive of the conference call will also be available at the above website.
About Ladder
Ladder Capital Corp (NYSE: LADR) is an internally-managed, investment grade REIT. Ladder's primary business is originating first mortgage loans on all major commercial property types, with a focus on the middle market. Its multi-cylinder business model also includes owning and operating real estate and investing in highly-rated commercial real estate securities. Ladder's investment objective is to preserve and protect shareholder capital while generating attractive risk-adjusted returns — a discipline reinforced by 13% insider ownership, with management and the board of directors together constituting Ladder's largest shareholder. Since its founding in 2008, Ladder has deployed $52 billion of capital, serving institutional and middle-market clients nationwide.
Ladder maintains investment grade credit ratings of Baa3 from Moody's Ratings and BBB- from Fitch Ratings, and is rated BB+ by S&P Global Ratings. Moody's and Fitch assign Ladder a stable outlook, while S&P assigns a positive outlook. Credit ratings and outlooks are current as of the date of this press release. All other data is as of June 30, 2026.
Forward-Looking Statements
Certain statements in this release may constitute “forward-looking” statements. These statements are based on management’s current opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results. These forward-looking statements are only predictions, not historical fact, and involve certain risks and uncertainties, as well as assumptions. Actual results, levels of activity, performance, achievements and events could differ materially from those stated, anticipated or implied by such forward-looking statements. While Ladder believes that its assumptions are reasonable, it is very difficult to predict the impact of known factors, and, of course, it is impossible to anticipate all factors that could affect actual results on the Company's business. There are a number of risks and uncertainties that could cause actual results to differ materially from forward-looking statements made herein including, most prominently, the risks discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, as well as its consolidated financial statements, related notes, and other financial information appearing therein, and its other filings with the U.S. Securities and Exchange Commission. Such forward-looking statements are made only as of the date of this release.
1
Ladder expressly disclaims any obligation or undertaking to release any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or changes in events, conditions, or circumstances on which any such statement is based.
Investor Contact
Ladder Investor Relations
(917) 369-3207
investor.relations@laddercapital.com
2
Ladder Capital Corp
Consolidated Balance Sheets
(Dollars in Thousands)
June 30, December 31,
2026(1) 2025(1)
(Unaudited)
Assets
Cash and cash equivalents $ 37,586 $ 37,953
Restricted cash 16,793 14,888
Mortgage loan receivables held for investment, net, at amortized cost:
Mortgage loans receivable 2,790,138 2,217,375
Allowance for credit losses (47,095) (47,137)
Mortgage loan receivables held for sale 27,205 27,986
Securities 1,872,439 2,088,285
Real estate and related lease intangibles, net 776,496 703,537
Investments in and advances to unconsolidated ventures 41,494 44,468
Derivative instruments 116 264
Accrued interest receivable 16,997 15,890
Other assets 74,113 49,041
Total assets $ 5,606,282 $ 5,152,550
Liabilities and Equity
Liabilities
Debt obligations, net $ 4,004,904 $ 3,510,402
Dividends payable 31,057 31,819
Accrued expenses 64,359 76,448
Other liabilities 79,246 52,524
Total liabilities 4,179,566 3,671,193
Commitments and contingencies — —
Equity
Class A common stock, par value $0.001 per share, 600,000,000 shares authorized; 130,790,591 and 130,790,591 shares issued and 126,865,303 and 127,233,559 shares outstanding as of June 30, 2026 and December 31, 2025, respectively.
127 127
Additional paid-in capital 1,776,165 1,787,074
Treasury stock, 3,925,288 and 3,557,032 shares, at cost
(40,933) (39,056)
Retained earnings (dividends in excess of earnings) (301,417) (260,084)
Accumulated other comprehensive income (loss) (4,613) (4,135)
Total shareholders’ equity 1,429,329 1,483,926
Noncontrolling interests in consolidated ventures (2,613) (2,569)
Total equity 1,426,716 1,481,357
Total liabilities and equity $ 5,606,282 $ 5,152,550
(1) Includes amounts relating to consolidated variable interest entities.
3
Ladder Capital Corp
Consolidated Statements of Income
(Dollars in Thousands, Except Per Share and Dividend Data)
Three Months Ended
June 30, March 31,
2026 2026
(Unaudited)
Net interest income
Interest income $ 78,204 $ 74,221
Interest expense 55,617 51,204
Net interest income (expense) 22,587 23,017
Provision for (release of) loan loss reserves, net 122 (28)
Net interest income (expense) after provision for (release of) loan loss reserves 22,465 23,045
Other income (loss)
Real estate operating income 30,906 27,291
Net result from mortgage loan receivables held for sale 174 73
Fee and other income 3,564 1,405
Net result from derivative transactions 203 350
Earnings (loss) from investment in unconsolidated ventures 252 (256)
Gain (loss) on extinguishment of debt 72 —
Total other income (loss) 35,171 28,863
Costs and expenses
Compensation and employee benefits 12,260 22,324
Operating expenses 5,108 5,094
Real estate operating expenses 12,909 11,258
Investment related expenses 1,706 1,156
Depreciation and amortization 9,343 8,907
Total costs and expenses 41,326 48,739
Income (loss) before taxes 16,310 3,169
Income tax expense (benefit) 1,749 566
Net income (loss) 14,561 2,603
Net (income) loss attributable to noncontrolling interests in consolidated ventures 27 2
Net income (loss) attributable to Class A common shareholders $ 14,588 $ 2,605
Earnings per share:
Basic $ 0.12 $ 0.02
Diluted $ 0.12 $ 0.02
Weighted average shares outstanding:
Basic 124,730,611 125,399,604
Diluted 125,249,856 126,017,951
Dividends per share of Class A common stock $ 0.23 $ 0.23
4
Non-GAAP Financial Measures
The Company utilizes distributable earnings, distributable EPS, and after-tax distributable return on average equity (“ROAE”), non-GAAP financial measures, as supplemental measures of our operating performance. We believe distributable earnings, distributable EPS and after-tax distributable ROAE assist investors in comparing our operating performance and our ability to pay dividends across reporting periods on a more relevant and consistent basis by excluding from GAAP measures certain non-cash expenses and unrealized results as well as eliminating timing differences related to conduit securitization gains or losses and changes in the values of assets and derivatives. In addition, we use distributable earnings, distributable EPS and after-tax distributable ROAE: (i) to evaluate our earnings from operations because management believes that they may be useful performance measures; and (ii) because our board of directors considers distributable earnings in determining the amount of quarterly dividends. Distributable EPS is defined as after-tax distributable earnings divided by the weighted average diluted shares outstanding during the period. In addition, we believe it is useful to present distributable earnings and distributable EPS prior to charge-offs of allowance for credit losses to reflect our direct operating results and help existing and potential future holders of our class A common stock assess the performance of our business excluding such charge-offs. Distributable earnings prior to charge-offs of allowance for credit losses is used as an additional performance metric to consider when declaring our dividends. Distributable EPS prior to charge-offs of allowance for credit losses is defined as after-tax distributable earnings prior to charge-offs of allowance for credit losses divided by the weighted average diluted shares outstanding during the period.
We define distributable earnings as income before taxes adjusted for: (i) net (income) loss attributable to noncontrolling interests in consolidated ventures; (ii) our share of real estate depreciation, amortization and gain adjustments and the inclusion of income distributions from investments in unconsolidated ventures; (iii) the impact of derivative gains and losses related to hedging fair value variability of fixed rate assets caused by interest rate fluctuations and overall portfolio market risk as of the end of the specified accounting period; (iv) economic gains or losses on loan sales, certain of which may not be recognized under GAAP accounting in consolidation for which risk has substantially transferred during the period, as well as the exclusion of the related GAAP economics in subsequent periods; (v) unrealized gains or losses related to our investments in securities recorded at fair value in current period earnings; (vi) unrealized and realized provision for loan losses and real estate impairment; (vii) non-cash stock-based compensation; and (viii) certain non-recurring transactional items.
We exclude the effects of our share of real estate depreciation and amortization. Given GAAP gains and losses on sales of real estate include the effects of previously-recognized real estate depreciation and amortization, our adjustment eliminates the portion of the GAAP gain or loss that is derived from depreciation and amortization.
Our derivative instruments do not qualify for hedge accounting under GAAP and, therefore, any net payments under, or fluctuations in the fair value of derivatives are recognized currently in our income statement. The Company utilizes derivative instruments to hedge exposure to interest rate risk associated with fixed rate mortgage loans, fixed rate securities, and/or overall portfolio market risks. Distributable earnings excludes the GAAP results from derivative activity until the associated mortgage loan or security for which the derivative position is hedging is sold or paid off, or the hedge position for overall portfolio market risk is closed, at which point any gain or loss is recognized in distributable earnings in that period. For derivative activity associated with securities or mortgage loans held for investment, any hedging gain or loss is amortized over the expected life of the underlying asset for distributable earnings. We believe that adjusting for these specifically identified gains and losses associated with hedging positions adjusts for timing differences between when we recognize the gains or losses associated with our assets and the gains and losses associated with derivatives used to hedge such assets.
We originate conduit loans, which are first mortgage loans on stabilized, income producing commercial real estate properties that we intend to sell into third-party CMBS securitizations. Mortgage loans receivable held for sale are recorded at the lower of cost or market under GAAP. For purposes of distributable earnings, we exclude the impact of unrealized lower of cost or market adjustments on conduit loans held for sale and include the realized gains or losses in distributable earnings in the period when the loan is sold. Our conduit business includes mortgage loans made to third parties and may also include mortgage loans secured by real estate owned in our real estate segment. Such mortgage loans receivable secured by real estate owned in our real estate segment are eliminated in consolidation within our GAAP financial statements until the loans are sold in a third-party securitization. Upon the sale of a loan to a third-party securitization trust (for cash), the related mortgage note payable is recognized on our GAAP financial statements. For purposes of distributable earnings, we include adjustments for economic gains and losses related to the sale of these inter-segment loans for which risk has substantially transferred during the period and exclude the resultant GAAP recognition of amortization of any related premium/discount on such mortgage loans payable recognized in interest expense during the subsequent periods. This adjustment is reflected in distributable earnings when there is a true risk transfer on the mortgage loan sale and settlement. Conversely, if the economic risk was not substantially transferred, no adjustments to net income would be made relating to those transactions for distributable earnings purposes. Management believes recognizing these amounts for distributable earnings purposes in the period of transfer of economic risk is a useful supplemental measure of our performance.
5
We invest in certain securities that are recorded at fair value with changes in fair value recorded in current period earnings. For purposes of distributable earnings, we exclude the impact of unrealized gains and losses associated with these securities and include realized gains and losses in connection with any disposition of securities. Distributable earnings includes declines in fair value deemed to be an impairment for GAAP purposes if the decline is determined to be non-recoverable and the loss to be nearly certain to be eventually realized. In those cases, an impairment is included in distributable earnings for the period in which such determination was made.
We include adjustments for unrealized provision for loan losses and real estate impairment. For purposes of distributable earnings, management recognizes realized losses on loans and real estate in the period in which the asset is sold or when the Company determines such amounts are no longer realizable and deemed non-recoverable.
Set forth below is an unaudited reconciliation of income (loss) before taxes to distributable earnings, and an unaudited computation of distributable EPS (in thousands, except per share data):
Three Months Ended
June 30, March 31,
2026 2026
Income (loss) before taxes $ 16,310 $ 3,169
Net (income) loss attributable to noncontrolling interests in consolidated ventures 27 2
Our share of real estate depreciation, amortization and real estate sale adjustments (1) 10,354 8,698
Adjustments for derivative results and loan sale activity (2) 430 76
Unrealized (gain) loss on securities (81) 1,930
Adjustment for impairment 122 (28)
Non-cash stock-based compensation 3,652 14,159
Distributable earnings $ 30,814 $ 28,006
Estimated corporate tax (expense) benefit (3) (994) (679)
After-tax distributable earnings $ 29,820 $ 27,327
Weighted average diluted shares outstanding 125,250 126,018
Distributable EPS $ 0.24 $ 0.22
(1) The following is an unaudited reconciliation of GAAP depreciation and amortization to our share of real estate depreciation, amortization and gain adjustments and adjustments to (earnings) loss from investment in unconsolidated ventures ($ in thousands):
Three Months Ended
June 30, March 31,
2026 2026
Total GAAP depreciation and amortization $ 9,343 $ 8,907
Depreciation and amortization related to non-rental property fixed assets (113) (111)
Non-controlling interests in consolidated ventures’ share of depreciation and amortization (126) (125)
Our share of operating lease income from above/below market lease intangible amortization (227) (229)
Our share of real estate depreciation and amortization and real estate adjustments 8,877 8,442
Adjustment for (earnings) loss from investments in unconsolidated ventures (a) 1,477 256
Our share of real estate depreciation, amortization and real estate sale adjustments $ 10,354 $ 8,698
(a) The three months ended June 30, 2026 adjusts for GAAP earnings from investment in unconsolidated ventures of $(252) thousand and includes an income distribution of $1.7 million.
6
(2) The following is an unaudited reconciliation of GAAP net results from derivative transactions to our adjustments for derivative results and loan sale activity within distributable earnings ($ in thousands):
Three Months Ended
June 30, March 31,
2026 2026
GAAP net results from derivative transactions $ (203) $ (350)
Realized results of loan sales, net (a) 41 27
Unrealized lower of cost or market adjustments related to loans held for sale 423 358
Amortization of (premium)/discount on mortgage loan financing included in interest expense (141) (151)
Recognized derivative results 310 192
Adjustments for derivative results and loan sale activity $ 430 $ 76
(a) Includes realized loss from sales of conduit mortgage loans collateralized by net lease properties in our real estate segment of $21 thousand and net hedge related gains on such mortgage loan sales of $62 thousand for the three months ended June 30, 2026. Represents the net hedge related gain of $27 thousand on conduit sales for the three months ended March 31, 2026.
(3) Estimated corporate tax benefit (expense) is based on an effective tax rate applied to distributable earnings generated by the activity within our taxable REIT subsidiaries.
After-tax distributable ROAE is presented on an annualized basis and is defined as after-tax distributable earnings divided by the average total shareholders’ equity during the period. Set forth below is an unaudited computation of after-tax distributable ROAE ($ in thousands):
Three Months Ended
June 30, March 31,
2026 2026
After-tax distributable earnings $ 29,820 $ 27,327
Average shareholders’ equity 1,438,218 1,465,516
After-tax distributable ROAE 8.3 % 7.5 %
Non-GAAP Measures - Limitations
Our non-GAAP financial measures have limitations as analytical tools. Some of these limitations are:
•distributable earnings, distributable EPS, after-tax distributable ROAE and distributable earnings and distributable EPS prior to charge-off of allowance for credit losses do not reflect the impact of certain cash charges resulting from matters we consider not to be indicative of our ongoing operations and are not necessarily indicative of cash necessary to fund cash needs;
•distributable EPS, distributable EPS prior to charge-off of allowance for credit losses, and after-tax distributable ROAE are based on a non-GAAP estimate of our effective tax rate, including the impact of Unincorporated Business Tax and the impact of our election to be taxed as a REIT effective January 1, 2015. Our actual tax rate may differ materially from this estimate; and
•other companies in our industry may calculate non-GAAP financial measures differently than we do, limiting their usefulness as comparative measures.
Because of these limitations, our non-GAAP financial measures should not be considered in isolation or as a substitute for net income (loss) attributable to shareholders, earnings per share or book value per share, or any other performance measures calculated in accordance with GAAP. Our non-GAAP financial measures should not be considered an alternative to cash flows from operations as a measure of our liquidity.
In addition, distributable earnings should not be considered to be the equivalent to REIT taxable income calculated to determine the minimum amount of dividends the Company is required to distribute to shareholders to maintain REIT status. In order for the Company to maintain its qualification as a REIT under the Internal Revenue Code, we must annually distribute at least 90% of our REIT taxable income. The Company has declared, and intends to continue declaring, regular quarterly distributions to its shareholders in an amount approximating the REIT’s net taxable income.
7
In the future, we may incur gains and losses that are the same as or similar to some of the adjustments in this presentation. Our presentation of non-GAAP financial measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.
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Jul. 23, 2026
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Entity Address, Address Line One
320 Park Avenue
Entity Address, Address Line Two
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- Definition
Local phone number for entity.
+ References
No definition available.
+ Details
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dei_LocalPhoneNumber
Namespace Prefix:
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Data Type:
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Balance Type:
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- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
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Namespace Prefix:
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Period Type:
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- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
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Namespace Prefix:
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Data Type:
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Balance Type:
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Period Type:
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- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
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Namespace Prefix:
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Data Type:
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Balance Type:
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Period Type:
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X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
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Data Type:
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Balance Type:
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Period Type:
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- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
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Name:
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Namespace Prefix:
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Data Type:
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Period Type:
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- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
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Namespace Prefix:
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Data Type:
dei:tradingSymbolItemType
Balance Type:
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Period Type:
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- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
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