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'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. 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. The company also owns and manages investments in multi-family and single-family rentals ³.

The Investment Portfolio segment is substantially comprised of single-family and multi-family residential investments. Single-family investments include Agency RMBS, which are a core component of the strategy, primarily consisting of fixed-rate RMBS and ARMs guaranteed by Fannie Mae or Freddie Mac, and Agency Interest-Only (IOs) securities. This segment also includes residential loans such as short-term business purpose bridge loans (12 to 24 months), business purpose rental loans, performing residential mortgage loans (GSE-eligible, non-Qualified Mortgage (QM), and investor loans), seasoned performing, re-performing, non-performing, and other delinquent first-lien mortgage loans, and second mortgages. Non-Agency RMBS, collateralized by residential credit assets, may consist of senior, mezzanine, or subordinated tranches. Additionally, the company owns single-family rental properties, with 471 properties as of December 31, 2025, predominantly in Illinois and Maryland, participating in the U.S. Department of Housing and Urban Development Housing Choice Vouchers program ⁴.

The Multi-Family Investments within the Investment Portfolio segment consist of credit-oriented investments like preferred equity investments and a cross-collateralized preferred equity and joint venture equity investment in multi-family properties. These are generally focused on middle-market multi-family apartment communities in secondary and tertiary markets. As of December 31, 2025, 100% of the company's Mezzanine Lending assets were structured as preferred equity investments. The company also historically owned joint venture equity investments in multi-family properties but completed the disposition of the majority of these during the year ended December 31, 2025 ⁵.

For the year ended December 31, 2025, Adamas Trust, Inc. reported net income attributable to common stockholders of $101.1 million ⁶, or $1.12 per basic common share ⁷ and $1.10 per diluted common share ⁸. Total interest income was $601.948 million ⁹, with interest expense of $452.647 million ¹⁰, resulting in net interest income of $149.301 million ¹¹. The company experienced a net loss from real estate of $12.417 million ¹² and other income of $123.859 million ¹³. General and administrative expenses were $72.656 million ¹⁴, portfolio operating expenses were $28.011 million ¹⁵, loan origination costs were $8.101 million ¹⁶, and financing transaction costs were $14.173 million ¹⁷. As of December 31, 2025, total assets were $12.638847 billion ¹⁸, with total liabilities of $11.208410 billion ¹⁹. The company's stockholders' equity was $1.426922 billion ²⁰. Cash, cash equivalents, and restricted cash totaled $326.410 million ²¹. Repurchase agreements and warehouse facilities amounted to $6.753417 billion ²², collateralized debt obligations were $3.511802 billion ²³, and senior unsecured notes were $360.437 million ²⁴.

Comparing the year ended December 31, 2025, to the year ended December 31, 2024, interest income increased by $200.668 million ²⁵, primarily due to increased investments in Agency RMBS and business purpose loans. Interest expense rose by $135.222 million ²⁶, mainly from increased financing through repurchase agreements and securitizations, and senior unsecured notes issuance. Net interest income increased by $65.446 million ²⁷. Net loss from real estate decreased by $30.424 million ²⁸, attributed to the sale or de-consolidation of a significant portion of multi-family real estate assets. Other income increased by $166.095 million ²⁹, largely due to net unrealized gains on investment securities and residential loans, partially offset by net losses on derivative instruments. General and administrative expenses increased by $23.984 million ³⁰, primarily due to the consolidation of Constructive. Portfolio operating expenses decreased by $2.677 million ³¹, while loan origination costs increased by $8.101 million ³² due to Constructive's consolidation. Financing transaction costs increased by $1.838 million ³³ due to increased debt issuances.

During the year ended December 31, 2025, Adamas achieved its highest level of annual investment activity, expanding its investment portfolio by approximately $3.1 billion ³⁴, or 42% ³⁵, to $10.5 billion ³⁶. Total acquisitions were $6.1 billion ³⁷, concentrated in $4.1 billion ³⁸ of Agency investments and $1.7 billion ³⁹ of business purpose loans. On July 15, 2025, the company completed the acquisition of the remaining 50% interest in Constructive ⁴⁰, leading to full ownership and consolidation of its financial results from the third quarter of 2025. Constructive originated approximately $1.8 billion ⁴¹ of loans in 2025, including $864.9 million ⁴² since July 15, 2025. The company also completed four securitizations of performing, re-performing, and business purpose loans totaling approximately $945.5 million ⁴³ in net proceeds and issued $82.5 million ⁴⁴ of 9.125% 2030 Senior Notes and $115.0 million ⁴⁵ of 9.875% 2030 Senior Notes. The company completed the wind-down of its multi-family joint venture equity investments during the year ⁴⁶.

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 ⁴⁷.

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. This repositioning has enhanced the resilience of the company's earnings profile and strengthened its ability to navigate evolving market conditions. The company's targeted assets include Agency RMBS, residential loans (including business purpose loans), non-Agency RMBS, and certain other mortgage-, residential housing-, and credit-related assets, as well as strategic investments in companies from which it purchases, or may in the future purchase, targeted assets. Opportunistically, Adamas may also acquire and manage other types of mortgage-, residential housing-, and credit-related or alternative investments, including CMBS, collateralized mortgage obligations, MSRs, excess mortgage servicing spreads, preferred equity and joint venture equity investments in multi-family properties, securities issued by newly originated securitizations, ABS, and debt or equity investments in alternative assets or businesses ⁴⁸.

In January 2026, Adamas completed the issuance of $90.0 million ⁴⁹ of its 9.250% Senior Notes due 2031 in an underwritten public offering, receiving $86.6 million ⁵⁰ in net proceeds. Also in January 2026, the company completed a new securitization of residential loans, resulting in approximately $309.1 million ⁵¹ of net proceeds, which were used to repay approximately $287.3 million ⁵² on outstanding repurchase agreements related to residential loans. In February 2026, the company redeemed its 2026 Senior Notes at 100% of the $100.0 million ⁵³ principal amount plus accrued but unpaid interest, for a total payment of $101.5 million ⁵⁴, recognizing a loss on extinguishment of debt of approximately $0.3 million ⁵⁵. The Board of Directors also approved extensions of both the common stock repurchase program, with $188.2 million ⁵⁶ remaining available, and the preferred stock repurchase program, with $97.6 million ⁵⁷ remaining available, from March 31, 2026, to March 31, 2027 ⁵⁸.

The Federal Reserve's future monetary policy adjustments, including to the target range for the federal funds rate, are being closely monitored, with officials' views on additional rate cuts by the end of 2026 being divided, though a majority indicated one or more cuts would be appropriate. Uncertainty regarding U.S. trade and tariff policy and threats to Federal Reserve independence also present downside risks to the economy. The FHFA raised the cap on Agency RMBS that Fannie Mae and Freddie Mac can hold from $40 billion ⁵⁹ each to $225 billion ⁶⁰ each in January 2026, and the current administration instructed them to purchase $200 billion ⁶¹ in Agency RMBS. These actions may impact mortgage market conditions, affecting supply, pricing, and returns. An executive order in January 2026 also directed executive agencies to identify ways to prevent GSEs from facilitating the acquisition of single-family homes by large institutional investors or selling government-owned homes to them, which could materially adversely affect the company's investments in single-family rental homes ⁶².

Adamas Trust, Inc. faces material risks including declines in the market values of its investments, which can adversely affect reported results and credit availability, potentially reducing earnings, book value, and liquidity. Interest rate mismatches between assets and borrowings may reduce net income, and inaccurate estimates of loss-adjusted yields on credit-sensitive assets could lead to losses. Interest rate increases may decrease the availability of targeted assets and raise interest expense. 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 ⁶³) and Agency RMBS (63% of total investment portfolio as of December 31, 2025 ⁶⁴), or properties concentrated in California, Florida, Texas, New York, New Jersey, Pennsylvania, and Ohio, increases exposure to economic downturns and specific regional risks like earthquakes, wildfires, hurricanes, and floods. Prepayment rates on loans and underlying RMBS are difficult to predict and can adversely affect asset performance. Investments in subordinated tranches of RMBS, CMBS, and ABS carry greater risk of loss. The election of fair value option for most investments may cause volatility in GAAP results. Reliance on third-party service providers for various services, including loan servicing, exposes the company to risks of non-performance. Limited due diligence in the acquisition process 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. Valuations of residential loans are inherently uncertain and depend on borrower ability to service debt and, for business purpose rental loans, rental income. Preferred equity investments involve greater risks of loss than senior loans. Real estate and real estate-related assets are subject to risks from acts of God, war, social unrest, economic conditions, and regulatory changes. Competition for investment opportunities may prevent favorable acquisitions. Cybersecurity breaches or system failures could harm reputation and financial results. The company's leverage, with a Company recourse leverage ratio of approximately 5.0 to 1 ⁶⁵ and a Portfolio recourse leverage ratio of approximately 4.7 to 1 ⁶⁶ as of December 31, 2025, can exacerbate losses. Access to financing sources may be limited or unfavorable, and repurchase agreements may require additional collateral, reducing liquidity. Defaults on financial covenants in financing arrangements could trigger cross-defaults. Hedging strategies may not be fully effective and can be costly. Difficult conditions in mortgage, real estate, and financial markets, as well as changes in government policies, laws, or regulations, and potential downgrades of U.S. credit ratings, could materially adversely affect the business. The federal conservatorship of Fannie Mae and Freddie Mac and related efforts, including potential changes in their roles, could negatively impact 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 accrual of floating-rate dividends on certain preferred stock series could adversely affect cash distributions. Mortgage loan modification programs and future legislative actions may adversely affect asset values. Potential violations of predatory lending laws could lead to liability. The business is subject to extensive regulation, and certain provisions of Maryland law and the company's charter and bylaws could hinder a change in control. Failure to qualify as a REIT would adversely affect operations and distributions, and REIT distribution requirements could affect liquidity. Dividends from REITs do not qualify for reduced tax rates, potentially making them less attractive to investors. Compliance with REIT requirements may necessitate foregoing or liquidating otherwise attractive investments. The failure of certain investments subject to repurchase agreements or excess MSRs 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. Uncertainty exists regarding the REIT asset and income test treatment of TBAs. Unforeseen or catastrophic events, including pandemics, terrorist attacks, or extreme weather, could cause losses. The company is dependent on key personnel, and investing in its securities involves a high degree of risk, with potential volatility in market price and no minimum dividend payment level for common stockholders. Future offerings of debt or equity securities could dilute existing stockholders.

Management's message to shareholders emphasizes a strategically significant year ended December 31, 2025, marked by a corporate rebranding, the acquisition of Constructive, earnings growth, record investment activity, and further execution of the company's capital rotation strategy. This strategy is designed to enhance recurring income, improve portfolio liquidity, and strengthen the operating platform. Net income attributable to common stockholders was $101.1 million ⁶, or $1.12 per share ⁷, with Earnings Available for Distribution (EAD) per common share increasing 141% ⁶⁷ year-over-year to $0.89 per share ⁶⁸. GAAP book value per share increased 3.4% ⁶⁹ to $9.60 ⁷⁰, and adjusted book value per share rose 2.7% ⁷¹ to $10.63 ⁷², resulting in an economic return of 12.72% ⁷³ and 11.01% ⁷⁴ on GAAP and adjusted book value per share, respectively. Supported by this earnings momentum, the Board of Directors declared quarterly dividends of $0.23 per share ⁷⁵ in the third and fourth quarters of 2025, a 15% ⁷⁶ increase from the first and second quarters, equating to a 12.6% ⁷⁷ dividend yield as of December 31, 2025. Management highlights achieving the highest level of annual investment activity in the company's history, expanding the investment portfolio by approximately $3.1 billion ³⁴, or 42% ³⁵, to $10.5 billion ³⁶, primarily concentrated in Agency RMBS and business purpose loans. The full acquisition and consolidation of Constructive is seen as expanding the company's presence in the residential credit ecosystem and establishing a scalable origination platform expected to support sustained earnings growth. Looking ahead, management expects to maintain a disciplined and measured approach to portfolio growth, capitalizing on market opportunities, scaling recurring earnings, and enhancing long-term stockholder value.