Form 8-K

8-K — REDWOOD TRUST INC

Accession: 0001104659-26-081027

Filed: 2026-07-07

Period: 2026-07-07

CIK: 0000930236

SIC: 6798 (REAL ESTATE INVESTMENT TRUSTS)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

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EX-99.1 — EXHIBIT 99.1 (tm2619917d1_ex99-1.htm)

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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 7, 2026

REDWOOD

TRUST, INC.

(Exact name of registrant as specified in its

charter)

Maryland

(State or other

jurisdiction

of incorporation)

001-13759

(Commission

File Number)

68-0329422

(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 class

Trading symbol(s)

Name

of each exchange on which registered

Common

stock, par value $0.01 per share

RWT

New

York Stock Exchange

10%

Series A Fixed-Rate Reset Cumulative Redeemable Preferred Stock, par value $0.01 per share

RWT

PRA

New

York Stock Exchange

9.125%

Senior Notes Due 2029

RWTN

New

York Stock Exchange

9.0%

Senior Notes Due 2029

RWTO

New

York Stock Exchange

9.125%

Senior Notes Due 2030

RWTP

New

York Stock Exchange

9.500%

Senior Notes Due 2030

RWTQ

New

York Stock Exchange

9.75% Senior Notes Due 2031

RWTR

New York Stock Exchange

Item 2.02. Results of Operations and Financial Condition.

Item 7.01. Regulation FD Disclosure.

July 7, 2026, Redwood Trust, Inc. (the “Company”) issued a press release providing an update on mortgage banking businesses

and a preliminary second quarter 2026 business update, including preliminary estimates related to book value per share and economic return

on book value at June 30, 2026.

The

information contained in this Item 2.02 and 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.

(d)

Exhibits

Exhibit 99.1

Press Release issued July 7, 2026

Exhibit 104

Cover 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 7, 2026

REDWOOD

TRUST, INC.

By:

/s/

Brooke E. Carillo

Name:

Brooke

E. Carillo

Title:

Chief

Financial Officer and Executive Vice President

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2619917d1_ex99-1.htm · Sequence: 2

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 financial results for the quarter ended June 30, 2026. The

preliminary estimates set forth above are based on information currently available to management, and may vary from our actual financial

results as of and for the quarter ended June 30, 2026. Further, these preliminary estimates are not a comprehensive statement or estimate

of our financial results or financial condition as of and for the quarter ended June 30, 2026. These preliminary estimates should not

be viewed as a substitute for full interim financial statements prepared in accordance with GAAP and they are not necessarily indicative

of the results to be achieved in any future period. Accordingly, you should not place undue reliance on these preliminary estimates. These

preliminary estimates, which are the responsibility of our management, were prepared by our management and are based upon a number of

assumptions. Additional items that may require adjustments to these preliminary estimates may be identified and could result in material

changes to these preliminary estimates. Preliminary estimates of results are inherently uncertain and we undertake no obligation to update

this information.

Forward-looking statements involve numerous

risks and uncertainties. Redwood's actual results may differ from Redwood's beliefs, expectations, estimates, and projections and, consequently,

you should not rely on these forward-looking statements as predictions of future events. Forward-looking statements are not historical

in nature and can be identified by words such as “anticipate,” “estimate,” “will,” “should,”

“expect,” “believe,” “intend,” “seek,” “plan” and similar expressions or their

negative forms, or by references to strategy, plans, opportunities, or intentions. These forward-looking statements are subject to risks

and uncertainties, including, among other things, those described in our Annual Report on Form 10-K for the year ended December 31, 2025,

under the caption “Risk Factors”. Other risks, uncertainties, and factors that could cause actual results to differ materially

from those projected may be described from time to time in reports we file with the Securities and Exchange Commission, including reports

on Forms 10-K, 10-Q and 8-K. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new

information, future events, or otherwise.

CONTACTS

Investor Relations

Phone: 866-269-4976

Email: investorrelations@redwoodtrust.com

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