{"url_path":"/sec/adam/8-k/2026-06-12/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 ****Other Events.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-12","source_url":"https://www.sec.gov/Archives/edgar/data/1273685/0001104659-26-073212-index.html","accession_number":"0001104659-26-073212","cik":"0001273685","ticker":"ADAM","issuer_name":"ADAMAS TRUST, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1273685/0001104659-26-073212-index.html","primary_entity_key":"0001273685","primary_entity_name":"ADAMAS TRUST, INC."},"word_count":606,"has_tables":true,"body_markdown":"**Item 8.01.****Other Events.**\n\n \n\n**Common Stock ATM Program**\n\n \n\nOn June 12, 2026, Adamas\nTrust, Inc. (the “Company”) entered into an equity distribution agreement (the “Equity Distribution Agreement”)\nwith JonesTrading Institutional Services LLC, BTIG, LLC and B. Riley Securities, Inc., as sales agents (the “Agents”),\npursuant to which the Company may offer and sell, from time to time, shares of the Company’s common stock, par value $0.01 per share,\nhaving a maximum aggregate offering price of up to $250,000,000 (the “Offered Stock”).\n\n \n\nPursuant to the Equity Distribution\nAgreement, the Offered Stock may be offered and sold from time to time through the Agents in transactions that are deemed to be “at-the-market”\nofferings as defined in Rule 415 under the Securities Act of 1933, as amended, including, without limitation, in ordinary brokers'\ntransactions, on or through the Nasdaq Global Select Market, the existing trading market for the Offered Stock, or any other market venue\nwhere the securities may be traded, to or through a market maker other than on an exchange, in privately negotiated transactions (including\nblock trades), or through a combination of any such methods of sale, or, if specified in a written notice from the Company, by any other\nmethod permitted by law. Under the terms of the Equity Distribution Agreement, the Company may also sell the Offered Stock to an Agent\nas principal for its own account at a price agreed upon at the time of sale. If the Company sells shares of the Offered Stock to an Agent\nas principal, the Company will enter into a separate written agreement with such Agent. Under the Equity Distribution Agreement, each\nAgent will be entitled to compensation of up to 2.0% of the gross proceeds from the sale of shares of the Offered Stock sold through such\nAgent pursuant to the terms of the Equity Distribution Agreement. The Company has no obligation to sell, and the Agents have no obligation\nto buy or sell, any of the Offered Stock under the Equity Distribution Agreement and the Company or the applicable Agent may at any time\nsuspend solicitations and offers under the Equity Distribution Agreement.\n\n \n\nThe Company expects to use\nthe net proceeds from the sales of the Offered Stock for general corporate purposes, which may include, among other things, acquiring\nits targeted assets and various other types of mortgage-, residential housing- and credit-related assets that the Company may target from\ntime to time, and general working capital purposes.\n\n \n\nThe Offered Stock will be\nissued pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-290073). The Company filed a prospectus\nsupplement, dated June 12, 2026, to the prospectus, dated September 16, 2025, with the Securities and Exchange Commission in\nconnection with the offer and sale of the Offered Stock.\n\n \n\nThe Equity Distribution Agreement\nis attached hereto as Exhibit 1.1 and incorporated herein by reference. The foregoing description of the Equity Distribution Agreement\nis not complete and is qualified in its entirety by reference to the Equity Distribution Agreement filed herewith as an exhibit to this\nCurrent Report on Form 8-K.\n\n \n\nIn connection with the filing\nof the Equity Distribution Agreement, the Company is filing as Exhibit 5.1 to this Current Report on Form 8-K the opinion of\nits Maryland counsel, Vinson & Elkins L.L.P.\n\n \n\nThis Current Report on Form 8-K\nshall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in\nany state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under\nthe securities laws of any such state or other jurisdiction."}