ADAMAS TRUST, INC.

Adamas Trust, Inc. (formerly New York Mortgage Trust, Inc.) is an internally-managed REIT that strategically deploys capital across complementary businesses to generate durable earnings and long-term value for stockholders through disciplined portfolio management and an operating platform designed to capture opportunities across real estate and capital markets. The company's current investment portfolio includes credit-sensitive single-family and multi-family assets, as well as other fixed-income investments such as Agency Residential Mortgage-Backed Securities (RMBS). Through its wholly-owned subsidiary, Constructive Loans, LLC ("Constructive"), Adamas also originates business purpose loans for residential real estate investors ¹. The company operates in two segments: investment portfolio and Constructive, with the investment portfolio generating the substantial portion of revenues and income ². Adamas has elected to be taxed as a REIT for U.S. federal income tax purposes and intends to comply with the Internal Revenue Code provisions, expecting to avoid U.S. federal income tax on REIT taxable income distributed to stockholders, though it anticipates being subject to some U.S. federal, state, and local taxes on income generated in its Taxable REIT Subsidiaries (TRSs) ³.

Adamas's core business model revolves around owning and managing a diversified portfolio of primarily mortgage-related single-family residential assets that include elements of credit risk and/or interest rate risk. This strategy involves a leveraged portfolio of Agency investments, mainly Agency fixed-rate RMBS and Agency Adjustable-Rate Mortgages (ARMs), which provide coupon income. The company also focuses on credit assets, many of which are originated or sourced through proprietary channels, including Constructive, targeting attractive risk-adjusted returns. These credit assets include residential loans (including business purpose loans), non-Agency RMBS, structured multi-family property investments, and other mortgage-, residential housing-, and credit-related assets that contain credit risk. Additionally, Adamas owns and manages investments in multi-family and single-family rentals ⁴.

The Investment Portfolio segment includes credit sensitive single-family and multi-family assets, as well as other fixed-income investments such as Agency RMBS ⁵. This segment's single-family investments include Agency RMBS (comprised of fixed-rate RMBS and ARMs, guaranteed by Fannie Mae or Freddie Mac, and Agency IOs), Residential Loans (business purpose bridge loans, business purpose rental loans, performing residential mortgage loans, seasoned performing/re-performing/non-performing/delinquent mortgage loans, and second mortgages), non-Agency RMBS, and Single-Family Rental properties (471 properties as of December 31, 2025, primarily in Illinois and Maryland) ⁶. Multi-family investments within this segment, as of December 31, 2025, consist of preferred equity investments and a cross-collateralized mezzanine lending investment in multi-family properties ⁷. The Constructive segment represents the mortgage origination business of Constructive Loans, LLC, which specializes in rental and transitional loans for real estate investors, generating revenues from the origination and sale of loans ⁸.

For the year ended December 31, 2025, Adamas reported net income attributable to common stockholders of $101.1 million ⁹, or $1.12 per basic common share ¹⁰ and $1.10 per diluted common share ¹¹. Total interest income was $601.948 million ¹², with interest expense of $452.647 million ¹³, resulting in net interest income of $149.301 million ¹⁴. The company experienced a net loss from real estate of $12.417 million ¹⁵ and other income of $123.859 million ¹⁶. General and administrative expenses were $72.656 million ¹⁷, portfolio operating expenses were $28.011 million ¹⁸, loan origination costs were $8.101 million ¹⁹, and financing transaction costs were $14.173 million ²⁰. As of December 31, 2025, total assets were $12.638847 billion ²¹, with total liabilities of $11.208410 billion ²². The company's stockholders' equity was $1.426922 billion ²³.

Comparing 2025 to 2024, interest income increased by $200.668 million ²⁴, and interest expense increased by $135.222 million ²⁵. Net interest income rose by $65.446 million ²⁶. Net loss from real estate decreased by $30.424 million ²⁷, while other income increased by $166.095 million ²⁸. General and administrative expenses increased by $23.984 million ²⁹, and loan origination costs increased by $8.101 million ³⁰ due to the consolidation of Constructive. Portfolio operating expenses decreased by $2.677 million ³¹, and financing transaction costs increased by $1.838 million ³². The company's investment portfolio expanded by approximately $3.1 billion ³³, or 42% ³⁴, to $10.5 billion ³⁵. Total acquisitions of $6.1 billion ³⁶ were primarily concentrated in Agency RMBS ($4.1 billion) ³⁷ and business purpose loans ($1.7 billion) ³⁸. The Company Recourse Leverage Ratio increased to 5.0x ³⁹ from 3.0x ⁴⁰, and the Portfolio Recourse Leverage Ratio increased to 4.7x ⁴¹ from 2.9x ⁴².

During the year ended December 31, 2025, Adamas completed the acquisition of the remaining 50% interest in Constructive on July 15, 2025, resulting in full ownership and consolidation of Constructive's financial results from the third quarter of 2025 ⁴³. Constructive originated approximately $1.8 billion of loans over the year ⁴⁴, including $864.9 million since July 15, 2025 ⁴⁵. Adamas also completed four securitizations of performing, re-performing, and business purpose loans totaling approximately $945.5 million in net proceeds ⁴⁶. Additionally, the company issued $82.5 million of 9.125% 2030 Senior Notes ⁴⁷ and $115.0 million of 9.875% 2030 Senior Notes ⁴⁸. The wind-down of multi-family joint venture equity investments was completed during the year ⁴⁹.

Adamas Trust, Inc. expects to maintain a disciplined and measured approach to portfolio growth, supported by the integration of Constructive's origination platform and a continued focus on high-quality, income-producing assets. The company believes its current balance sheet, diversified capital sources, and expanded origination capacity position it to capitalize on market opportunities, further scale recurring earnings, and enhance long-term stockholder value ⁵⁰.

The company's investment strategy since 2023 has focused on acquiring assets with less price sensitivity to credit deterioration, such as Agency RMBS, and short duration, higher-coupon investments, such as business purpose loans ⁵¹. In 2025, total acquisitions reached $6.1 billion ⁵², primarily concentrated in Agency RMBS ($4.1 billion) ⁵³ and business purpose loans ($1.7 billion) ⁵⁴. Agency RMBS now represent greater than a majority of the company's capital ⁵⁵. The acquisition of the remaining 50% interest in Constructive on July 15, 2025, is expected to support sustained earnings growth over time by expanding the company's presence in the residential credit ecosystem and establishing a scalable origination platform ⁵⁶. Constructive originated approximately $1.8 billion of loans in 2025 ⁵⁷, including $864.9 million since its full consolidation ⁵⁸.

Adamas anticipates that due to ongoing uncertainty related to trade policy, the labor market, inflation, and geopolitical instability, markets and the pricing for many of its assets will continue to experience volatility in 2026 ⁵⁹. The Federal Reserve's December 2025 statement noted that job gains slowed in 2025, the unemployment rate edged up, inflation remained somewhat elevated, and downside risks to employment rose in recent months ⁶⁰. Federal Reserve officials' views on additional rate cuts by the end of 2026 are divided, though a majority indicated one or more cuts would be appropriate ⁶¹.

In January 2026, Adamas completed the issuance of $90.0 million of its 9.250% Senior Notes due 2031 in an underwritten public offering, receiving $86.6 million in net proceeds ⁶². Also in January 2026, a new securitization of residential loans was completed, resulting in approximately $309.1 million of net proceeds, which were used to repay approximately $287.3 million on outstanding repurchase agreements related to residential loans ⁶³. In February 2026, the company redeemed its 2026 Senior Notes at 100% of the $100.0 million principal amount plus accrued but unpaid interest, for a total payment of $101.5 million ⁶⁴. The Board of Directors also approved extensions of the common stock repurchase program (with $188.2 million remaining available) ⁶⁵ and the preferred stock repurchase program (with $97.6 million remaining available) ⁶⁶ from March 31, 2026, to March 31, 2027 ⁶⁷.

Adamas Trust, Inc. faces material risks from declines in the market values of its investments, which could adversely affect periodic reported results and credit availability, reducing earnings, book value, and liquidity. Interest rate mismatches between fixed-coupon assets and variable-rate borrowings, particularly with short payment reset periods, could reduce net income or result in losses during periods of changing interest rates, exacerbated by interest rate caps on ARMs not applicable to borrowings. Inaccurate estimates of loss-adjusted yields on credit-sensitive assets may lead to losses. The investment portfolio's concentration in certain asset types or geographic areas, such as residential loans and non-Agency RMBS (31% of total investment portfolio as of December 31, 2025) ⁶⁸ and Agency RMBS (63% of total investment portfolio as of December 31, 2025) ⁶⁹, with significant portions of properties securing residential loans concentrated in California, Florida, Texas, New York, New Jersey, Pennsylvania, and Ohio, increases exposure to regional economic downturns and natural disaster risks ⁷⁰. Prepayment rates, difficult to predict, can adversely affect asset performance, especially for IOs and MSRs which may experience outright losses with faster prepayments. The business purpose loan portfolio, comprising approximately 21% of the total investment portfolio as of December 31, 2025 ⁷¹, exposes the company to increased default and foreclosure risks, particularly in economic downturns or declining real estate prices. Investments in subordinated tranches of RMBS, CMBS, and ABS carry greater risk of loss due to their junior payment priority. Increased volatility in GAAP results is expected due to the fair value option election for most investments. Reliance on third-party service providers for loan servicing and other functions introduces risks of non-performance, fraud, or negligence. Limited due diligence in acquisitions may not reveal all risks, leading to material losses. The illiquidity of certain assets, such as securitized assets and MSRs, may hinder timely sales. The use of models for asset valuation introduces risks if models are incorrect or based on incomplete information. Valuation of residential loans is inherently difficult and dependent on borrower ability to service debt and, for business purpose rental loans, on rental income. Preferred equity investments involve higher loss risks than senior loans. Real estate and real estate-related assets are subject to risks from acts of God, war, social unrest, economic conditions, and climate change, potentially leading to uninsured losses or reduced asset values. Competition for investment opportunities may prevent favorable asset acquisitions. Cybersecurity threats and system failures could disrupt business operations and harm reputation. The company's reliance on leverage, with a Company recourse leverage ratio of 5.0x ⁷² and a Portfolio recourse leverage ratio of 4.7x ⁷³ as of December 31, 2025, can exacerbate losses. Repurchase agreements may require additional collateral, reducing liquidity, and counterparty defaults pose risks. Non-recourse securitizations and recourse structured financings expose the company to losses if SPEs default on guaranteed obligations. Hedging strategies may not fully offset risks and can be expensive. Volatility in commodity futures can cause net income volatility. Changes in government policies, laws, or regulations, including those affecting Fannie Mae, Freddie Mac, and Ginnie Mae, or a downgrade of U.S. credit ratings, could materially adversely affect the business. The company may change its investment, financing, or hedging strategies without stockholder consent, potentially leading to riskier assets or greater leverage. Maintaining the Investment Company Act exemption imposes significant operational limits. The conversion of preferred stock dividends to a floating rate could increase dividend costs. Mortgage loan modification programs and predatory lending laws could adversely affect asset values and returns. Extensive regulation of the mortgage industry and certain provisions of Maryland law, the charter, and bylaws could hinder a change in control. The stock ownership limit in the charter may restrict market activity and business combination opportunities. Failure to qualify as a REIT would subject the company to corporate income tax. REIT distribution requirements may adversely affect liquidity, potentially forcing asset sales or borrowing. Dividends from REITs do not qualify for reduced tax rates, potentially making them less attractive to individual investors. Complying with REIT requirements may force the company to forego or liquidate attractive investments. The failure of certain investments subject to repurchase agreements to qualify as real estate assets could jeopardize REIT status. Selling assets directly could incur a 100% prohibited transactions tax. Interests in joint ventures or preferred equity could jeopardize REIT qualification. The "taxable mortgage pool" rules may increase taxes or limit future securitizations. The failure of a subsidiary REIT to qualify as a REIT could lead to higher taxes. Uncertainty regarding the REIT asset and income test treatment of TBAs could result in penalty taxes or loss of REIT status.

Management's message to shareholders emphasizes a strategic repositioning of the investment portfolio since 2023, aimed at enhancing recurring income through disciplined portfolio management and an operating platform designed to capture opportunities across real estate and capital markets. The year ended December 31, 2025, was highlighted as a strategically significant period, marked by a corporate rebranding, the acquisition of Constructive, earnings growth, record investment activity, and further execution of a capital rotation strategy to enhance recurring income, improve portfolio liquidity, and strengthen the operating platform. Management reported net income attributable to common stockholders of $101.1 million ⁹, or $1.12 per share ¹⁰, for 2025, with Earnings Available for Distribution (EAD) per common share increasing 141% year-over-year to $0.89 per share ⁷⁴. GAAP book value per share increased 3.4% to $9.60 ⁷⁵, and adjusted book value per share rose 2.7% to $10.63 ⁷⁶, resulting in an economic return of 12.72% ⁷⁷ and 11.01% ⁷⁸ on GAAP and adjusted book value per share, respectively. The Board of Directors declared quarterly dividends of $0.23 per share ⁷⁹ in the third and fourth quarters of 2025, a 15% increase from the first and second quarters ⁸⁰. Looking ahead, management expects to maintain a disciplined and measured approach to portfolio growth, supported by the integration of Constructive's origination platform and a continued focus on high-quality, income-producing assets, believing this positions the company to capitalize on market opportunities, further scale recurring earnings, and enhance long-term stockholder value ⁵⁰.