As previously disclosed, on September 17, 2025, Paramount Group, Inc., a Maryland corporation (the "Company"), Paramount Group Operating Partnership LP, a Delaware limited partnership and a subsidiary of the Company (the "Operating Partnership"), Rithm Capital Corp., a Delaware corporation ("Rithm"), Panorama REIT Merger Sub, Inc., a Maryland corporation and a wholly owned subsidiary of Rithm ("REIT Merger Sub"), and Panorama Operating Merger Sub LP, a Delaware limited partnership and a wholly owned subsidiary of Rithm ("Operating Merger Sub" and, collectively with REIT Merger Sub and Parent, the "Parent Parties"), entered into an Agreement and Plan of Merger (as subsequently amended, the "Merger Agreement").

The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, (i) Operating Merger Sub will be merged with and into the Operating Partnership with the Operating Partnership surviving the merger (the "Partnership Merger") and (ii) immediately following the consummation of the Partnership Merger, the Company will be merged with and into REIT Merger Sub with REIT Merger Sub surviving the merger (the "Surviving Entity" and such merger, "Company Merger" and, together with the Partnership Merger, the "Mergers"). Upon completion of the Mergers, the Operating Partnership and the Surviving Entity will be indirectly controlled by Parent. The Mergers and the other transactions contemplated by the Merger Agreement were approved and declared advisable by the board of directors of the Company (the "Company Board").

On December 8, 2025, the Company Board approved the following actions relating to compensatory arrangements with certain of the Company's named executive officers and non-employeemembers of the Company Board:

Employee Transaction Bonuses

The Company Board approved the grant of transaction bonuses to certain key employees of the Company in an aggregate amount equal to $5,000,000. The following named executive officers received transaction bonus payments of $950,000, less applicable tax-relateddeductions and withholdings: Peter Brindley, Executive Vice President, Head of Real Estate and Ermelinda Berberi, Executive Vice President, Chief Financial Officer and Treasurer.

The transaction bonuses were granted pursuant to a transaction bonus letter agreement (each, a "Transaction Bonus Agreement") and will be paid on the earlier to occur of (i) the closing of the proposed mergers contemplated by the Merger Agreement and (ii) June 30, 2026, subject to the applicable executive's continued employment on the applicable vesting date. Payment of the transaction bonus will be subject to the executive's continued compliance with restrictive covenants.

Director Transaction Retainers

In recognition of the time and effort required as a result of the proposed mergers, the Company Board also approved the grant of additional cash retainers in the amount of $100,000 to each member of the Company Board's advisory transaction committee (Paula Sutter, Mark Patterson and Greg Wright), and $50,000 to each other non-employeedirector of the Company Board (Frederic Arndts, Martin Bussmann, Karin Klein and Hitoshi Saito).

The transaction bonuses will be paid at the closing of the Mergers, generally subject to a non-employeedirector's continued service through the consummation of the Mergers.

Additional Information and Where to Find It

This Current Report on Form 8-K relatesto the proposed mergers involving the Company. In connection with the proposed mergers, the Company has filed a proxy statement on Schedule 14A with the SEC. Promptly after filing its definitive proxy statement with the SEC, the Company mailed the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed mergers. This Current Report on Form 8-K is not a substitute for the proxy statement or any other document which the Company may file with the SEC. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER

RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED MERGERS THAT THE COMPANY FILES WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGERS. The definitive proxy statement, the preliminary proxy statement and any other documents filed by the Company with the SEC (when available) may be obtained free of charge at the SEC's website at www.sec.gov or on the "Investors" section of our website at www.pgre.com.

Participants in the Solicitation

The Company and its directors and certain of its executive officers may be deemed to be participants in the solicitation of proxies from the Company's stockholders with respect to the proposed mergers. Information about the Company's directors and executive officers and their ownership of the Company's securities is set forth in the Company's proxy statement on Schedule 14A related to the proposed mergers, filed with the SEC on November 10, 2025, and subsequent documents filed with the SEC.

Additional information regarding the identity of participants in the solicitation of proxies, and a description of their direct or indirect interests in the proposed mergers, by security holdings or otherwise, will be set forth in the proxy statement and other materials to be filed with the SEC in connection with the proposed mergers when they become available.