FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Sloves Andrew		 2. Issuer Name and Ticker or Trading Symbol

Rithm Capital Corp. [ RITM ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

799 BROADWAY		 3. Date of Earliest Transaction (MM/DD/YYYY)

1/4/2023
(Street)

NEW YORK, NY 10003
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 1/4/2023  A  15300 A$0.00 (1)137505 D  
Common Stock         20000 (2)I Sloves Family Trust 
Common Stock         3700 (2)I Custodian for Daughter 
Common Stock         3100 (2)I Custodian for Daughter 
Common Stock         2300 (2)I Custodian for Son 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
(1) The shares were issued to the Reporting Person as compensation for services as a director provided to the issuer in accordance with the issuer's Incentive Award Plan and the additional terms established by resolution of the Board of Directors. The applicable closing stock price was $8.17 on December 30, 2022.
(2) Due to inadvertent administrative error, the Reporting Person's Form 4 filed with the Securities and Exchange Commission on July 1, 2022 incorrectly overstated the number of securities beneficially owned in Column 5 by 8,048 shares for each of the indirect holdings of Common Stock by the Reporting Person. The amounts reported in Column 5 of this Form 4 report the correct number of securities beneficially owned.

Remarks:
Exhibit 24.1 Power of Attorney of Andrew Sloves

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Sloves Andrew
799 BROADWAY
NEW YORK, NY 10003		X
Signatures
/s/ Nicola Santoro, Jr.1/4/2023
**Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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