PHM · Pultegroup

287 filings

8-K

PHM 8-K Current Reports

Pultegroup - 287 current reports

Filing record · 2016–202610-K1110-Q338-K109

Showing 1-50 of 287 filings

8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Oct 22, 2026)

PulteGroup, Inc. (NYSE: PHM) filed an 8-K on October 22, 2026, furnishing its third quarter 2026 earnings press release (Exhibit 99.1) under Item 2.02. For the quarter ended September 30, 2026, the company reported net income of $476 million, or $2.53 per diluted share, compared with $586 million, or $2.96 per share, in the prior year period. Home sale revenues were $3.9 billion, down 9% from $4.2 billion, on a 9% decrease in closings to 6,876 homes. Home sale gross margin was 24.8%, compared with 26.2% a year earlier, and the company stated that the margin included $26 million, or approximately 70 basis points, of land impairments. Orders and backlog were mixed. Net new orders totaled 6,208 homes, down 6% from 6,638, with a value of $3.5 billion. Ending unit backlog rose 4% to 10,298 homes, and backlog value rose 3% to $6.4 billion. Management attributed pressure on demand to rising mortgage rates, inflation and global unrest, and said it is balancing price and pace of sales and aligning production accordingly. Financial services pre-tax income was $46 million, comparable with the prior year. On capital allocation, PulteGroup repurchased $350 million of common shares in the quarter and $1.0 billion through the first nine months. The company ended the quarter with $1.4 billion in cash and a debt-to-capital ratio of 12%, versus 11.2% at December 31, 2025, and reported a net debt position of $400.9 million at September 30, 2026.

Oct 22, 2026 8-K

Material AgreementsFinancial EventsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Aug 12, 2026)

PulteGroup, Inc. (PHM) disclosed in an 8-K filed August 12, 2026 that its wholly-owned subsidiary, Pulte Mortgage LLC, entered into a Master Repurchase Agreement dated as of August 11, 2026 with Truist Bank, as Agent and as a Buyer, along with other Buyers. The facility's purpose is to finance the origination of mortgage loans made by Pulte Mortgage. The agreement provides for a maximum aggregate commitment of $625 million, subject to certain sublimits, and this commitment is initially set at $625 million and continues until expiration. The agreement expires on the earlier of August 10, 2027, or the date the Buyers' commitments are terminated under the agreement or by operation of law. The filing is primarily a financing disclosure under Items 1.01 and 2.03. The full terms are in Exhibit 10.1, the Master Repurchase Agreement, which qualifies the summary in the filing.

Aug 12, 2026 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jul 22, 2026)

PulteGroup, Inc. (NYSE: PHM) reported second quarter 2026 results for the period ended June 30, 2026, in an 8-K furnishing its earnings press release (Exhibit 99.1). Net income was $472 million, or $2.48 per diluted share, compared with $608 million, or $3.03 per diluted share, in the prior-year quarter. Home sale revenues were $3.8 billion, down 11% from the prior year, on closings of 6,997 homes (down 8%) and an average selling price of $544,000 (down 3%). Home sale gross margin was 25.0%, versus 27.0% a year earlier, though up 60 basis points sequentially from the first quarter of 2026. Demand indicators were mixed but improved. Net new orders rose 6% to 7,536 homes, with order value up 5% to $4.1 billion, supported by a 8% increase in average community count to 1,074. Unit backlog increased 2% to 10,966 homes, while backlog value declined 1% to $6.8 billion. Management described market conditions as highly competitive, citing macroeconomic uncertainty, volatile interest rates and strained affordability, while noting early signs of stabilization in some geographies. Capital position reflects both shareholder returns and higher borrowing. The company repurchased 3.1 million shares for $373 million in the quarter and $681 million year to date, and ended the quarter with $1.4 billion in cash. Notes payable rose to $1.82 billion from $1.63 billion at year-end 2025, and the debt-to-capital ratio increased to 12.3% from 11.2%. Financial services pre-tax income was $37 million, versus $43 million a year earlier.

Jul 22, 2026 8-K

Shareholder Matters

Pultegroup 8-K Report, Shareholder Vote Results (May 1, 2026)

PulteGroup, Inc. filed this Form 8-K under Item 5.07 to report the results of its 2026 Annual Meeting of Shareholders, held on April 29, 2026. A total of 174,052,310 of the Company's outstanding common shares were present or represented by proxy at the meeting. Shareholders voted on three proposals: the election of eleven directors, the ratification of Ernst & Young LLP as the independent registered public accounting firm for 2026, and an advisory say-on-pay vote on named executive officer compensation. All eleven nominees were elected to serve until the 2027 annual meeting. Ernst & Young LLP's appointment was ratified, with 163,430,029 votes for, 10,589,503 against, and 32,778 abstentions. The advisory say-on-pay proposal also passed, with 154,713,075 votes for, 7,749,873 against, and 295,881 abstentions. Support for individual directors varied. Bryce Blair received the highest number of votes against (23,879,966), compared with 138,833,558 votes for. Thomas J. Folliard, André J. Hawaux, and Cheryl W. Grisé also received vote counts against in the millions, while Kristen Actis-Grande, Kristin F. Gannon, Ryan R. Marshall, John R. Peshkin, Scott F. Powers, Benjamin W. Schall, and Lila Snyder each received fewer votes against.

May 1, 2026 8-K

Earnings & ResultsOther EventsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Apr 23, 2026)

PulteGroup, Inc. (NYSE: PHM) reported first quarter 2026 results for the period ended March 31, 2026, with net income of $347 million, or $1.79 per diluted share, down from $523 million, or $2.57 per diluted share, in the prior-year quarter. Home sale revenues totaled $3.3 billion, a decrease of 12% from the prior year, reflecting a 7% decrease in closings to 6,102 homes and a 5% decrease in average sales price to $542,000. Home sale gross margin was 24.4%, compared with 27.5% a year earlier, which the company attributed to higher incentives used to respond to competitive market dynamics and to reduce excess spec inventory. Net new orders rose 3% to 8,034 homes valued at $4.6 billion, and unit backlog ended the quarter at 10,427 homes valued at $6.5 billion. The company stated that it invested $1.3 billion in land acquisition and development and returned $360 million to shareholders during the quarter, including $308 million of share repurchases at an average price of $127.39 per share. Debt-to-capital ratio rose to 12.3% from 11.2% at December 31, 2025, and cash, cash equivalents and restricted cash totaled $1.8 billion at quarter end, while notes payable increased to $1.82 billion from $1.63 billion. Separately, the Board approved a $1.5 billion increase to the share repurchase authorization, bringing the remaining authorization to $2.1 billion, effective April 22, 2026. Management highlighted consumer concerns about affordability and the economy, and said it will continue to manage sales, incentives and production to position the company for near- and long-term success.

Apr 23, 2026 8-K

Material AgreementsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Feb 20, 2026)

PulteGroup, Inc. (PHM) completed an underwritten public offering on February 20, 2026 of $800.0 million aggregate principal amount of senior unsecured notes, issued under its effective shelf registration statement on Form S-3. The offering consisted of $400.0 million of 4.250% Senior Notes due 2031 (maturing March 1, 2031) and $400.0 million of 4.900% Senior Notes due 2036 (maturing March 1, 2036). Interest is payable semi-annually on March 1 and September 1, beginning September 1, 2026. The notes were issued under an indenture dated February 5, 2026 with U.S. Bank Trust Company, National Association, as trustee, as supplemented by a First Supplemental Indenture dated February 20, 2026. They are irrevocably and unconditionally guaranteed on a senior basis by the company's direct and indirect wholly-owned U.S. subsidiaries that guarantee its existing senior unsecured revolving credit facility, and rank equally with existing and future senior unsecured indebtedness. The notes carry make-whole redemption rights before the applicable par call dates (February 1, 2031 for the 2031 Notes and December 1, 2035 for the 2036 Notes), and redemption at 100% of principal thereafter. Upon a Change of Control Triggering Event, the company must offer to repurchase at 101% of principal plus accrued interest. The covenants restrict secured debt without equal and ratable security, sale-leaseback transactions, and certain mergers or asset sales. The notes have no sinking fund.

Feb 20, 2026 8-K

Other EventsExhibits & Filings

Pultegroup 8-K Report, Corporate Update (Feb 11, 2026)

PulteGroup, Inc. (PHM) reported in this Form 8-K, filed February 11, 2026, that on February 10, 2026 it and its guarantor subsidiaries entered into an underwriting agreement with J.P. Morgan Securities LLC, BofA Securities, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc., as representatives of the underwriters, for the issuance and sale of $800.0 million aggregate principal amount of senior unsecured notes. The offering consists of $400.0 million of 4.250% Senior Notes due 2031 and $400.0 million of 4.900% Senior Notes due 2036, issued under an effective Form S-3 shelf registration statement. The offering is expected to close on February 20, 2026, subject to customary closing conditions. On February 11, 2026, the company delivered a notice to redeem all $337.3 million aggregate principal amount outstanding of its 5.000% Senior Notes due 2027 on March 13, 2026 (the Redemption Date). The redemption price is 100% of principal plus the applicable make-whole premium specified in the 2027 Notes indenture, together with accrued and unpaid interest to, but excluding, the Redemption Date. The company intends to use a portion of the net proceeds from the new notes offering to finance this redemption. Taken together, the filing shows the company refinancing $337.3 million of higher-coupon 2027 notes with newly issued notes maturing in 2031 and 2036. The filing does not state the pricing details, net proceeds, or the make-whole amount beyond the description above.

Feb 11, 2026 8-K

Leadership ChangesExhibits & Filings

Pultegroup 8-K Report, Executive Changes (Feb 9, 2026)

PulteGroup, Inc. (NYSE: PHM) filed this Form 8-K on February 9, 2026 to report a board change. Under Item 5.02, the Board increased its size to 11 members on February 4, 2026, and appointed Kristin Gannon as an independent director effective February 10, 2026, to serve until the 2026 annual meeting. The Board also appointed her to the Audit Committee and the Nominating and Governance Committee. The filing states she is not party to any related-person transaction requiring disclosure under Item 404(a) of Regulation S-K, and that she will receive non-employee director compensation as described in the company's March 14, 2025 proxy statement, prorated for her start date. The accompanying press release (Exhibit 99.1) describes Ms. Gannon as a Managing Director at Eastdil Secured, where she serves as global co-head of the Corporate Advisory and M&A Group. It states she previously held senior investment banking roles at Goldman Sachs and Morgan Stanley and has advised on more than $150 billion in real estate mergers, financings, and strategic transactions. The release identifies PulteGroup as one of America's largest homebuilding companies, with operations in more than 45 markets. The filing involves a governance addition rather than a financial result or operational change. No financial metrics are reported in this 8-K.

Feb 9, 2026 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jan 29, 2026)

PulteGroup, Inc. (NYSE: PHM) reported fourth quarter 2025 results on January 29, 2026, with net income of $502 million, or $2.56 per diluted share, compared with $913 million, or $4.43 per share, in the prior-year quarter, which included a $255 million pre-tax insurance benefit. Fourth quarter home sale revenues were $4.5 billion, down 5% year over year, on 7,821 closings at an average selling price of $573,000. Net new orders rose 4% to 6,428 homes, but their value was $3.5 billion, comparable with the prior year. Home sale gross margin was 24.7%, versus 27.5% a year earlier, and included $35 million of land impairment charges. Management said lower interest rates and more favorable pricing have improved affordability, while lagging consumer confidence continued to weigh on demand. For the full year 2025, the company delivered 29,572 homes, generated $16.7 billion in home sale revenues, and earned net income of $2.2 billion, or $11.12 per diluted share. It invested $5.2 billion in land acquisition and development and repurchased 10.6 million shares for $1.2 billion. Year-end cash was $2.0 billion, and the debt-to-capital ratio was 11.2%, down from 11.8%. Backlog ended the year at 8,495 homes valued at $5.3 billion, compared with 10,153 homes and $6.5 billion a year earlier. Management targets community count growth of 3% to 5% annually. The quarter also included an $81 million pre-tax charge tied to the intended divestiture of certain manufacturing assets, and a $34 million pre-tax insurance benefit. Financial services pre-tax income fell to $35 million from $51 million, with mortgage capture rate declining to 84% from 86%.

Jan 29, 2026 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Oct 21, 2025)

PulteGroup, Inc. (NYSE: PHM) reported third-quarter 2025 results for the period ended September 30, 2025, as furnished in Exhibit 99.1 to this Form 8-K. Net income was $585.8 million, or $2.96 per diluted share, compared with $697.9 million, or $3.35 per diluted share, in the prior-year quarter. Home sale revenues were $4.25 billion, down 2% from $4.34 billion, as closings fell 5% to 7,529 homes while the average selling price rose 3% to $564,000. Home sale gross margin was 26.2%, compared with 28.8% a year earlier. Orders and backlog softened. Net new orders were 6,638 homes valued at $3.6 billion, a 6% decline in units from 7,031 homes a year earlier. Ending backlog was 9,888 homes valued at $6.2 billion, compared with 12,089 homes and $7.69 billion a year earlier. Management noted that interest rates have moved lower but said buyer demand has been affected by weaker consumer confidence and affordability challenges. Capital position remained strong. The company repurchased $300 million of common shares in the quarter and $900 million year to date, ended the quarter with $1.5 billion of cash and cash equivalents, and reported a debt-to-capital ratio of 11.2%. Financial Services pre-tax income declined to $44 million from $55 million.

Oct 21, 2025 8-K

Material AgreementsFinancial EventsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Aug 14, 2025)

On August 13, 2025, Pulte Mortgage LLC, a wholly-owned subsidiary of PulteGroup, Inc., entered into a Third Amendment to its Master Repurchase Agreement, originally dated August 16, 2023, with JPMorgan Chase, as Agent and as a Buyer, along with other Buyers. The repurchase facility finances the origination of mortgage loans by Pulte Mortgage. The Amendment extends the term of the agreement to the earlier of August 12, 2026, or the date the Agent's commitments terminate under the agreement, by governmental order, or by operation of law. The Amendment sets a maximum aggregate commitment of $625 million, subject to certain sublimits. An accordion feature in the agreement could raise that commitment to $675 million if the Agent obtains increased committed sums from existing Buyers. The filing states the commitment is initially set at $625 million and remains so until expiration. The filing is limited to this financing amendment. It is disclosed under Item 1.01 (Entry into a Material Definitive Agreement) and Item 2.03 (Creation of a Direct Financial Obligation), with the full Third Omnibus Amendment filed as Exhibit 10.1.

Aug 14, 2025 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jul 22, 2025)

PulteGroup, Inc. (NYSE: PHM) reported second quarter 2025 results for the period ended June 30, 2025, per an earnings press release furnished as Exhibit 99.1 under Item 2.02. The Company reported net income of $608 million, or $3.03 per diluted share, compared with net income of $809 million, or $3.83 per share, in the prior-year quarter, which included a $52 million pre-tax insurance benefit and a $13 million tax benefit. Home sale revenues were $4.3 billion, down 4% from the prior year, as closings fell 6% to 7,639 homes, partially offset by a 2% increase in average sales price to $559,000. Home sale gross margin was 27.0%, versus 29.9% a year earlier, consistent with prior guidance; operating margin was 17.9%. Orders and backlog softened. Net new orders were 7,083 homes valued at $3.9 billion, down 7% in units from 7,649 homes a year earlier. Backlog at quarter end was 10,779 homes worth $6.8 billion. Management cited high interest rates, challenged affordability and macroeconomic concerns during the spring selling season, and said it had aligned home production and land investment with current core demand. Balance sheet and capital returns remained strong. The debt-to-capital ratio improved to 11.4% from 11.8% at year-end 2024, and cash and equivalents were $1.23 billion at June 30, 2025. The Company repurchased 3.0 million shares for $300 million in the quarter and 5.8 million shares for $600 million year to date, and paid a quarterly cash dividend of $0.22 per share.

Jul 22, 2025 8-K

Corporate ChangesExhibits & Filings

Pultegroup 8-K Report, Bylaw Amendment (Jun 3, 2025)

PulteGroup, Inc. filed a Current Report on Form 8-K dated June 3, 2025 disclosing an amendment to its corporate governance documents. On June 2, 2025, the company filed a Certificate of Elimination of Series A Junior Participating Preferred Shares with the Michigan Department of Licensing and Regulatory Affairs. This removes the Certificate of Designation for those preferred shares from the company's Restated Articles of Incorporation, as amended. The Certificate of Elimination became effective upon filing. The filing states that, as of June 2, 2025, no Series A Preferred Shares were outstanding, and there were no options, warrants, or other rights that could require their issuance. The change therefore clears a dormant preferred share designation from the charter and does not involve any issuance, cash flow, or change in business operations. The only exhibit listed is the Certificate of Elimination (Exhibit 3.1), along with the inline XBRL cover page data file (Exhibit 104). The filing contains no financial results or guidance.

Jun 3, 2025 8-K

Shareholder MattersCorporate ChangesExhibits & Filings

Pultegroup 8-K Report, Bylaw Amendment (May 6, 2025)

PulteGroup, Inc. filed a Form 8-K reporting three items from its 2025 Annual Meeting of Shareholders, held April 30, 2025, and a governance change adopted on May 1, 2025. A total of 180,033,539 of the Company's outstanding common shares were present or represented by proxy at the meeting. All ten director nominees were elected to serve until the 2026 annual meeting, with each nominee receiving substantially more votes for than against. Shareholders ratified Ernst & Young LLP as the independent registered public accounting firm for 2025, with 166,308,607 votes for and 13,653,613 against. Shareholders approved, on an advisory basis, the compensation of the named executive officers, with 152,970,945 votes for and 12,384,799 against. Two shareholder proposals were not approved: one to amend the clawback policy on unearned incentive pay (8,490,755 for, 156,444,996 against) and one to adopt Paris-aligned emission reduction goals (39,006,430 for, 124,655,123 against). Separately, the Board adopted Amended and Restated By-Laws effective May 1, 2025. The most significant change deletes Article IX, which restricted transfers of certain securities intended to prevent an ownership change under Section 382 of the Internal Revenue Code that could limit the use of net operating losses and other tax attributes. The by-laws also update shareholder procedures for director nominations, proposals, special meeting requests and written consent, and revise director number and eligibility provisions.

May 6, 2025 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Apr 22, 2025)

PulteGroup, Inc. (NYSE: PHM) reported first quarter 2025 results for the period ended March 31, 2025, in an earnings press release furnished as Exhibit 99.1 to this Form 8-K. Net income was $522.8 million, or $2.57 per diluted share, compared with $663.0 million, or $3.10 per diluted share, in the prior-year quarter. The prior-year figures included a $38 million pre-tax gain on the sale of a joint venture and a $27 million pre-tax insurance benefit. Home sale revenues were $3.75 billion, versus $3.82 billion a year earlier, as average selling price rose to $570 thousand while closings fell to 6,583 homes from 7,095. Home sale gross margin was 27.5%, and SG&A expense was $393.3 million. Orders and backlog softened. Net new orders were 7,765 homes valued at $4.48 billion, down from 8,379 homes in the prior-year quarter, which management attributed mainly to lower gross orders amid affordability challenges and macroeconomic uncertainty. Unit backlog ended the quarter at 11,335 homes worth $7.22 billion. Management said buyers responded favorably to interest rate declines during the quarter but that consumers remain caught between strong demand for homeownership and stretched affordability. On the balance sheet, PulteGroup repurchased $300 million of common shares at an average price of $108.03 during the quarter and had $1.9 billion remaining under its authorization. Cash and equivalents were $1.24 billion, notes payable were $1.63 billion, and the debt-to-capital ratio was 11.7%, compared with 11.8% at year-end 2024. Shareholders' equity increased to $12.30 billion.

Apr 22, 2025 8-K

Leadership Changes

Pultegroup 8-K Report, Executive Changes (Mar 18, 2025)

PulteGroup, Inc. (PHM) disclosed in this Current Report, dated March 18, 2025, that director J. Phillip Holloman informed the Board on March 13, 2025 that he will not stand for re-election at the end of his current term at the 2025 annual meeting of shareholders, scheduled for April 30, 2025. The filing states that his decision was due to other time commitments and did not result from any disagreement with the Company, its management, or the Board on any matter, including its operations, policies, or practices. The Board will reduce its size from eleven members to ten members, effective as of the Annual Meeting. The Board and the Company thanked Mr. Holloman for his years of dedicated service. This is a governance change, and the filing reports no financial results, guidance, or compensation arrangements.

Mar 18, 2025 8-K

Earnings & ResultsOther EventsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jan 30, 2025)

PulteGroup, Inc. (NYSE: PHM) reported fourth-quarter 2024 results on January 30, 2025, with net income of $913 million, or $4.43 per diluted share, including a pre-tax insurance benefit of $255 million, or $0.93 per share. Home sale revenues rose 13% to $4.7 billion on a 6% increase in closings to 8,103 homes, while the home sale gross margin was 27.5%, down from 28.9% a year earlier. Net new orders were 6,167 homes valued at $3.5 billion, and unit backlog ended the year at 10,153 homes worth $6.5 billion. For full-year 2024, the company reported revenues of nearly $18 billion, net income of $3.1 billion, and a return on equity of 27.5%. Management cited elevated mortgage rates that weighed on buyer demand despite Federal Reserve rate cuts, and said targeted sales incentives and faster construction cycle times positioned the company for the spring selling season. The company repurchased $320 million of shares in the quarter and 10.1 million shares for $1.2 billion over 2024, ended the quarter with $1.7 billion of cash, and reported a debt-to-capital ratio of 11.8%. Separately, the board approved a $1.5 billion increase to the share repurchase authorization, bringing the remaining authorization to $2.1 billion.

Jan 30, 2025 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Oct 22, 2024)

PulteGroup, Inc. (NYSE: PHM) reported third quarter 2024 results in an earnings press release furnished as Exhibit 99.1 to this Form 8-K, filed October 22, 2024. Net income was $698 million, or $3.35 per diluted share, compared with $639 million, or $2.90 per share, in the prior-year quarter. Home sale revenues rose 12% to $4.3 billion on a 12% increase in closings to 7,924 homes. The reported home sale gross margin was 28.8%, down from 29.5% a year earlier, and homebuilding SG&A was $407 million, or 9.4% of home sale revenues, versus $353 million, or 9.1%, in the prior year. Net new orders were 7,031 homes, consistent with 7,065 a year earlier, with a value of $3.9 billion, and backlog stood at 12,089 homes valued at $7.7 billion at quarter end. The company repurchased $320 million of common shares in the quarter and $880 million year to date, and ended the quarter with $1.5 billion of cash and a debt-to-capital ratio of 12.3%, down from 15.9% at December 31, 2023. Notes payable fell to $1.62 billion from $1.96 billion. Management stated that, given strong third-quarter and nine-month results, the company is well positioned to deliver a record year of earnings, and cited the Federal Reserve's shift toward lowering interest rates as supportive of home affordability. The release also reports a return on equity of 27% for the trailing twelve months, calculated as net income over average shareholders' equity. The filing is a earnings-release furnishing under Item 2.02, and the information is not deemed filed for purposes of Section 18 of the Exchange Act.

Oct 22, 2024 8-K

Material AgreementsFinancial EventsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Aug 15, 2024)

On August 14, 2024, Pulte Mortgage LLC, a wholly-owned subsidiary of PulteGroup, Inc., entered into a Second Omnibus Amendment and Joinder to Transaction Documents with JPMorgan Chase, as Agent, amending its Master Repurchase Agreement dated as of August 16, 2023. The repurchase facility finances the origination of mortgage loans by Pulte Mortgage. The amendment extends the agreement to the earlier of August 13, 2025, or the date commitments are terminated under the agreement, by governmental order, or by operation of law. The amended facility provides a maximum aggregate commitment of $675 million, subject to certain sublimits, with an accordion feature that could increase it to $725 million if existing Buyers provide increased committed sums. The maximum commitment decreases to $650 million on January 14, 2025, and remains at that level until expiration. The filing also reports the entry into this material definitive agreement and the related creation of a direct financial obligation under Items 1.01 and 2.03. The full amendment is filed as Exhibit 10.1, and the summary above is qualified by reference to that exhibit.

Aug 15, 2024 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jul 23, 2024)

PulteGroup, Inc. (NYSE: PHM) reported second quarter 2024 results for the period ended June 30, 2024, in an earnings press release furnished as Exhibit 99.1 to this Form 8-K. Net income was $809.1 million, or $3.83 per diluted share, up from $720.3 million, or $3.21 per diluted share, in the prior-year quarter. The results include a $52 million pre-tax insurance benefit and a $13 million benefit from the favorable resolution of certain state tax matters. Home sale revenues rose to $4.45 billion, closings increased to 8,097 homes, and the average selling price rose to $549 thousand, while the home sale gross margin reached 29.9%. Orders and backlog were steady. Net new orders were 7,649 homes, compared with 7,947 a year earlier, and the dollar value of net new orders was $4.36 billion. Unit backlog ended the quarter at 12,982 homes, valued at $8.11 billion. Financial services pre-tax income was $63.4 million, versus $46.5 million in the prior year, and the mortgage capture rate was 86%. Capital allocation was a major theme. The company repurchased 2.8 million shares for $314 million and completed a tender offer for $300 million of senior notes. Notes payable fell to $1.65 billion from $1.96 billion at December 31, 2023, cash ended at $1.39 billion, and the debt-to-capital ratio declined to 12.8% from 15.9%. Management cited a trailing twelve-month return on equity of 27.1%.

Jul 23, 2024 8-K

Leadership ChangesRegulation FDExhibits & Filings

Pultegroup 8-K Report, Executive Changes (Jul 22, 2024)

PulteGroup, Inc. (NYSE: PHM) announced in an Item 5.02 Form 8-K filed July 22, 2024 that Executive Vice President and Chief Financial Officer Robert T. O'Shaughnessy intends to retire at the end of 2025. He will continue as CFO until February 7, 2025 (the "Transition Date") and then remain with the Company as Executive Vice President through the end of 2025. Outstanding equity and long-term incentive awards will receive retirement vesting treatment under the award agreements and the Amended Retirement Policy. James L. Ossowski, 56, currently Senior Vice President – Finance, will be promoted to Executive Vice President and CFO effective upon the Transition Date and will assume principal financial officer responsibilities. Effective January 1, 2025, his annual base salary will be $650,000, his annual incentive bonus target $1,300,000, and his long-term incentive award target $1,800,000. He will also become subject to the Amended Executive Severance Policy. The filing states there are no family relationships or undisclosed arrangements tied to his appointment. The press release (Exhibit 99.1) states that O'Shaughnessy will also continue to oversee the Financial Services business, strategic partnerships and the asset management committee in 2025, and that Ossowski will report directly to CEO Ryan Marshall with responsibility for accounting, tax, audit, risk management and treasury. The release describes a $16 billion homebuilding operation under Ossowski's current finance responsibilities. The item is furnished under Item 7.01 and is not deemed filed under Section 18 of the Exchange Act.

Jul 22, 2024 8-K

Shareholder MattersCorporate ChangesExhibits & Filings

Pultegroup 8-K Report, Bylaw Amendment (May 8, 2024)

PulteGroup, Inc. filed this Form 8-K to report the results of its 2024 Annual Meeting of Shareholders, held May 6, 2024, at which a total of 190,736,801 of the company's outstanding common shares were present or represented by proxy. Shareholders approved an amendment to the Restated Articles of Incorporation that became effective May 6, 2024. The amendment replaces the 69.3% supermajority vote requirements in Articles X and XI with a majority-of-outstanding-shares standard for certain business combinations with interested shareholders and for future amendments of those provisions, in each case in addition to any vote required by the Michigan Business Corporation Act. All eleven director nominees were elected to serve until the 2025 annual meeting. Shareholders also ratified Ernst & Young LLP as the independent registered public accounting firm for 2024, with 178,483,775 votes for, 12,176,262 against, and 76,764 abstentions. In an advisory vote, shareholders approved the compensation of the named executive officers, with 161,170,570 votes for and 13,666,691 against. The Article X and XI amendment was approved with 174,109,541 votes for, 522,293 against, and 359,144 abstentions. For investors, the filing shows that the company's shareholder approval outcomes were broadly favorable, and that the governance change lowers the threshold needed to approve certain business combinations and charter amendments from a supermajority to a majority of outstanding shares.

May 8, 2024 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Apr 23, 2024)

PulteGroup, Inc. (NYSE: PHM) reported first quarter 2024 results for the period ended March 31, 2024, as stated in its earnings press release furnished as Exhibit 99.1. Net income was $662,976 thousand ($662.98 million), or $3.10 per diluted share, compared with $532,259 thousand ($2.35 per share) a year earlier. The quarter included a $38 million pre-tax gain on the sale of a joint venture and a $27 million pre-tax insurance benefit. Home sale revenues rose 10% to $3.8 billion ($3,819,586 thousand) on an 11% increase in closings to 7,095 homes, partly offset by a 1% decrease in average sales price to $538,000. Home sale gross margin was 29.6%, up 50 basis points year over year, and net new orders increased 14% to 8,379 homes. The company ended the quarter with a unit backlog of 13,430 homes valued at $8.2 billion, and its cancelation rate fell to 10% of beginning backlog from 13%. Management cited a structural housing shortage and the company's ability to offer incentive programs to improve affordability. Share repurchases totaled $245,844 thousand (about $246 million) at an average price of $106.73 per share, and cash, cash equivalents and restricted cash stood at $1,766,089 thousand at quarter end. The debt-to-capital ratio was 15.4%, and the net debt-to-capital ratio was 1.7%. The Item 2.02 disclosure is furnished, not filed, under Section 18 of the Exchange Act. Exhibit 99.1 is the earnings press release, and the filing also includes the cover page interactive data file.

Apr 23, 2024 8-K

Earnings & ResultsOther EventsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jan 30, 2024)

PulteGroup, Inc. (NYSE: PHM) reported fourth quarter 2023 results on January 30, 2024, with net income of $711 million, or $3.28 per diluted share, compared with $882 million, or $3.85 per share, in the prior-year quarter. Net new orders rose 57% to 6,214 homes, with dollar value up 56% to $3.4 billion, while closings totaled 7,615 homes and home sale revenues were $4.2 billion. Home sale gross margin was 28.9%, compared with 29.4% a year earlier. For the full year, the company reported net income of $2.6 billion, diluted EPS of $11.72, and cash flow from operations of $2.2 billion, per the accompanying press release and shareholder letter. The company ended 2023 with $1.8 billion in cash and a debt-to-capital ratio of 15.9%, down from 18.7% a year earlier. Management cited a significant increase in buyer activity as interest rates fell late in the quarter, with December the highest sales month of the quarter. For full-year 2023, PulteGroup repurchased 13.8 million shares for $1.0 billion. Separately, the Board approved a $1.5 billion increase to the share repurchase authorization, bringing the total to $1.8 billion, effective January 29, 2024. CEO Ryan Marshall said the company expects continued strong cash flow from operations and a continued commitment to returning excess funds to shareholders.

Jan 30, 2024 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Oct 24, 2023)

PulteGroup, Inc. (NYSE: PHM) reported third quarter 2023 results for the period ended September 30, 2023, in an earnings release furnished under Item 2.02 of this Form 8-K. Net income rose 8% to $2.90 per diluted share, or $639 million, compared with $2.69 per share, or $628 million, in the prior-year period. Home sale revenues increased 3% to $3.9 billion, driven by a 2% increase in the average sales price of homes closed to $549,000 and closings that rose by less than 1% to 7,076 homes. Home sale gross margin was 29.5%, down from 30.5% a year earlier. CEO Ryan Marshall described the results as a continuation of positive trends and cited record third quarter earnings. Orders and backlog grew, with net new orders up 43% to 7,065 homes, valued at $3.8 billion, and unit backlog of 13,547 homes valued at $8.1 billion. The company's average community count was 923, up 12%. Management said interest rates have risen to 20-year highs and that PulteGroup is using a range of locations, price points, floor plans and incentives to address affordability challenges. Capital allocation was active. The company repurchased $300 million of common shares in the quarter and $700 million, or 10.2 million shares, year to date, and retired $65 million of 2026 and 2027 senior notes. It ended the quarter with $1.9 billion of cash, a debt-to-capital ratio of 16.5% (18.7% at December 31, 2022), and a net debt-to-capital ratio of 0.8%. The company reported a return on equity of 30.1%, calculated on a trailing twelve-month basis.

Oct 24, 2023 8-K

Material AgreementsFinancial EventsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Aug 17, 2023)

PulteGroup, Inc. (PHM) disclosed in an 8-K filed August 17, 2023 that its wholly-owned subsidiary, Pulte Mortgage LLC, entered into a Master Repurchase Agreement dated August 16, 2023 with JPMorgan Chase, as Agent and a Buyer, along with other Buyers. The facility's purpose is to finance the origination of mortgage loans by Pulte Mortgage. The agreement expires on the earlier of August 14, 2024, or the date the Buyers' commitments are terminated under the agreement, by governmental order, or by operation of law. The facility provides a maximum aggregate commitment of $850 million, subject to certain sublimits, with an accordion feature that could raise it to $900 million if existing Buyers increase their committed sums. The commitment is scheduled to fluctuate seasonally: it starts at $560 million, increases to $850 million on December 27, 2023, decreases to $600 million on January 16, 2024, and increases to $700 million on June 26, 2024. Advances bear a rate based on Adjusted Term SOFR or a Default Pricing Rate. Amounts outstanding are not guaranteed by PulteGroup or any subsidiaries that guarantee its senior notes. The agreement contains affirmative and negative covenants applicable to Pulte Mortgage, including limits on acquisitions, mergers, debt incurrence, asset sales, and liens on mortgage notes or mortgages subject to the agreement. It also includes quantitative thresholds for Adjusted Tangible Net Worth, Leverage Ratio, Liquidity, and Net Income. The full agreement is filed as Exhibit 10.1.

Aug 17, 2023 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jul 25, 2023)

PulteGroup, Inc. (NYSE: PHM) reported second-quarter 2023 results for the period ended June 30, 2023, in an earnings press release furnished as Exhibit 99.1 to this Form 8-K. Net income was $720 million, or $3.21 per diluted share, compared with $652 million, or $2.73 per share, in the prior-year quarter. The company stated that results include a $65 million pre-tax insurance benefit, or $0.21 per share. Home sale revenues rose 8% to $4.1 billion on a 5% increase in closings to 7,518 homes and a 3% increase in average sales price to $540,000. Orders and backlog grew while margins moderated. Net new orders increased 24% to 7,947 homes, with a value of $4.3 billion, up 9%. Unit backlog ended the quarter at 13,558 homes valued at $8.2 billion. The homebuilding gross margin was 29.6%, down 170 basis points year over year but up 50 basis points from the first quarter of 2023. Management attributed the strong results to its build-to-order and quick-move-in operating model and cited a return on equity of 32%. The balance sheet and capital returns were also highlighted. The company ended the quarter with $1.8 billion of cash and a debt-to-capital ratio of 17.3%, down from 18.7% at December 31, 2022. It repurchased $250 million of shares in the quarter and $400 million in the first six months of 2023. The company also reported a net debt-to-capital ratio of 2.6% in its non-GAAP reconciliation.

Jul 25, 2023 8-K

Leadership ChangesOther EventsExhibits & Filings

Pultegroup 8-K Report, Executive Changes (May 16, 2023)

PulteGroup, Inc. (NYSE: PHM) filed this Form 8-K to report the appointment of Matthew Koart as Executive Vice President and Chief Operating Officer, effective May 18, 2023. Koart, age 59, previously served as Chief Executive Officer of Shapell Industries from 2008 to 2011 and has owned and operated a real estate development business over the last 12 years. He replaces John Chadwick, who retired effective April 21, 2023. The company's press release describes Koart as having almost 30 years of residential real estate experience and as a former PulteGroup employee who spent 12 years with the company from 1996 to 2008. Under his Offer Letter, Koart will receive an annual base salary of $750,000, a 2023 target Annual Incentive Program award of $1,250,000 (prorated for 2023 employment), eligibility for a growth incentive pool equal to 15% of the total pool, and 2023 Long-Term Incentive Program equity awards with a target grant date fair value of $2,000,000, split 50% time-based restricted stock units and 50% performance-based awards. He will also receive a $3,500 monthly living expense stipend and severance benefits consistent with the Executive Severance Policy. The filing also discloses related-party matters: Koart holds minority interests in two development properties in the Greater Bay area and in an entity that sold a 58-lot subdivision to the company in 2022, under which he could receive about $179,000 from an escrow if certain conditions are met. He also holds a less than 1% interest, valued at under $100,000, in a third-party vendor in which the company owns a 7% interest. The Board determined that safeguards would mitigate conflicts, granted a limited waiver to the Code of Ethical Business Conduct to allow him time to wind down the two development interests, and approved the potential related-party escrow payment.

May 16, 2023 8-K

Shareholder MattersCorporate Changes

Pultegroup 8-K Report, Bylaw Amendment (May 5, 2023)

PulteGroup, Inc. (PHM) filed this Form 8-K on May 5, 2023 to report two items: the adoption of amended and restated by-laws and the results of its annual shareholder meeting held May 3, 2023. On May 3, 2023, the Board adopted Amended and Restated By-Laws, effective the same date. The stated purposes are to update the procedures and information requirements for shareholders acting by written consent, clarify the rules for conducting shareholder meetings, clarify certain notice requirements, and make other clarifying and conforming changes. The full by-laws, marked for changes and in clean form, are filed as Exhibits 3.1 and 3.2. At the annual meeting, 198,990,846 common shares were present or represented by proxy. All ten director nominees were elected to terms expiring at the 2024 Annual Meeting. Shareholders ratified Ernst & Young LLP as the independent registered public accounting firm for 2023, with 190,201,159 votes for and 8,730,115 against. Shareholders also approved, on an advisory basis, the compensation of the named executive officers, with 169,783,310 votes for and 15,157,897 against. On the advisory vote on the frequency of future say-on-pay votes, 174,791,547 shareholders voted for one year, 1,946,838 for two years, and 8,264,801 for three years. The filing does not state which frequency the Board adopted as a result of this vote.

May 5, 2023 8-K

Earnings & ResultsOther EventsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Apr 25, 2023)

PulteGroup, Inc. (NYSE: PHM) reported first quarter 2023 results for the period ended March 31, 2023, with net income of $532 million, or $2.35 per share, up from $455 million, or $1.83 per share, in the prior year. Home sale revenues rose 15% to $3.5 billion, driven by a 9% increase in average sales price to $545,000 and a 6% increase in closings to 6,394 homes. The home sale gross margin was 29.1%, compared with 29.3% a year earlier. The company said first quarter closings benefited from a decision to modestly increase quick move-in homes and the resolution of pandemic-related supply chain issues. Orders were mixed. Gross new orders rose 1% to 8,898 homes, but net new orders fell 8% to 7,354 homes, and the cancellation rate was 13% of 2022 year-end backlog, up from 4% a year earlier. Net new order dollars declined 20% to $3.8 billion. Backlog ended the quarter at 13,129 homes valued at $8.0 billion. Financial services pre-tax income fell to $14 million from $41 million, reflecting lower loan volumes and a capture rate of 78%, down from 81%. The company repurchased 2.8 million shares for $150 million during the quarter and ended with a debt-to-capital ratio of 18.1% and a net debt-to-capital ratio of 7.2% after adjusting for $1.3 billion of cash. Separately, the Board approved a $1.0 billion increase to the share repurchase authorization, bringing the total authorization to $1.2 billion.

Apr 25, 2023 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jan 31, 2023)

PulteGroup, Inc. (NYSE: PHM) reported fourth quarter 2022 results in an earnings press release furnished as Exhibit 99.1 to this Form 8-K, dated January 31, 2023. Net income for the quarter was $882 million, or $3.85 per diluted share, compared with $663 million, or $2.61 per share, a year earlier. Adjusted net income was $832 million, or $3.63 per diluted share, versus $637 million, or $2.51 per share, in the prior-year quarter. Adjusted results exclude a $65 million net pre-tax benefit from insurance-related reserve adjustments and a $49 million pre-tax gain in JV income from a commercial property sale, partly offset by a $31 million pre-tax charge tied to exiting certain land-option agreements and a $12 million tax charge from deferred tax valuation allowance adjustments. Home sale revenues rose 20% to $5.1 billion on closings up 3% to 8,848 homes and a 17% increase in average sales price to $571,000. Homebuilding gross margin widened 200 basis points to 28.8%. Demand weakened sharply, however: net new orders fell 41% to 3,964 homes, with cancellation rates rising to 32% from 11%, and the company attributed the slowdown to Federal Reserve rate increases. Financial Services pre-tax income declined to $24 million from $55 million, reflecting lower loan volumes and a capture rate of 75% versus 85%. On the balance sheet, PulteGroup ended 2022 with $1.1 billion of cash and a debt-to-capital ratio of 18.7%, down from 21.3%, and a net debt-to-capital ratio of 9.6%. The company repurchased 24.2 million shares for $1.1 billion during 2022, and 2.4 million shares for $100 million in the fourth quarter. Management stated it is managing house and land inventory to turn assets efficiently while strengthening the balance sheet and returning capital to shareholders.

Jan 31, 2023 8-K

Leadership ChangesRegulation FDExhibits & Filings

Pultegroup 8-K Report, Executive Changes (Dec 16, 2022)

PulteGroup, Inc. (NYSE: PHM) disclosed in this Form 8-K, filed December 16, 2022, that the employment of Brandon Jones, Senior Vice President – Field Operations, was terminated effective immediately. Mr. Jones had been scheduled to assume the role of Executive Vice President and Chief Operating Officer effective January 1, 2023. The company's press release states that his departure follows an independent investigation that determined he violated the Company's Code of Ethical Business Conduct. PulteGroup President and Chief Executive Officer Ryan Marshall will assume Mr. Jones's responsibilities on an interim basis. The press release describes PulteGroup as the nation's third largest homebuilder, with operations in more than 40 markets. For investors, the key points are the leadership change in field operations and the stated ethics-related cause for the departure. The filing does not discuss any financial impact, and it does not name a successor or a permanent replacement for the Chief Operating Officer role.

Dec 16, 2022 8-K

Earnings & ResultsLeadership ChangesExhibits & Filings

Pultegroup 8-K Report, Financial Results (Oct 25, 2022)

PulteGroup, Inc. (NYSE: PHM) reported third-quarter 2022 results on October 25, 2022, with net income of $628 million, or $2.69 per diluted share, compared with $476 million, or $1.82 per share, in the prior-year quarter. Home sale revenues rose 16% to $3.8 billion, driven by a 15% increase in the average sales price of homes closed to $545,000 and a 1% increase in closings to 7,047 homes. Homebuilding gross margin was 30.1%, up 360 basis points, but demand slowed sharply: net new orders fell 28% to 4,924 homes, and the cancelation rate rose to 24% from 10% a year earlier. Unit backlog declined 14% to 17,053 homes, while backlog value increased 3% to $10.6 billion. The company wrote off $24 million of deposits and preacquisition expenses after terminating a number of pending land transactions, reflecting a review of deals in light of rising interest rates. Financial Services pre-tax income fell to $28 million from $49 million, and the mortgage capture rate declined to 77% from 85%. The company repurchased 4.4 million shares for $180 million at an average price of $41.20, and its debt-to-capital ratio ended the quarter at 22.5%. The filing also reports an executive succession: John J. Chadwick, Executive Vice President and Chief Operating Officer, will retire with a last day of employment on April 21, 2023, and Brandon Jones, currently Senior Vice President - Field Operations, will become Executive Vice President and Chief Operating Officer effective January 1, 2023, with an annual base salary of $600,000.

Oct 25, 2022 8-K

Material AgreementsFinancial EventsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Jul 29, 2022)

PulteGroup, Inc. (PHM) disclosed in this Form 8-K that its subsidiary, Pulte Mortgage LLC, entered into a Fourth Amended and Restated Master Repurchase Agreement on July 28, 2022 with Comerica Bank, as Agent and a Buyer, along with other Buyers listed in the agreement. The facility finances Pulte Mortgage's origination of mortgage loans and replaces a similar agreement that expired on July 28, 2022. The agreement expires on the earlier of July 27, 2023 or the date the Buyers' commitments are terminated under the agreement, by governmental order, or by operation of law. The repurchase facility provides a maximum aggregate commitment of $800 million, subject to certain sublimits, with an accordion feature that could increase it to $850 million. The commitment is initially set at $655 million and is scheduled to rise to $800 million on December 27, 2022, fall to $360 million on January 13, 2023, and rise to $500 million on June 26, 2023, reflecting seasonal fluctuations in volume. Advances carry a pricing rate based on the Daily Adjusting Bloomberg Short Term Bank Yield Rate plus an Applicable Margin, or a Default Pricing Rate. Amounts outstanding are not guaranteed by PulteGroup or its subsidiaries that guarantee its senior notes. The agreement contains affirmative and negative covenants applicable to Pulte Mortgage, including limits on acquisitions, mergers, debt incurrence, asset sales, and liens on subject mortgage notes or mortgages. It also includes quantitative thresholds tied to Adjusted Tangible Net Worth, Adjusted Tangible Net Worth Ratio, Liquidity, and Net Income. The filing also reports the same information under Item 2.03 and attaches the agreement as Exhibit 10.1.

Jul 29, 2022 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jul 26, 2022)

PulteGroup, Inc. (NYSE: PHM) filed this Form 8-K on July 26, 2022 to furnish its second quarter 2022 earnings press release (Exhibit 99.1) covering the quarter ended June 30, 2022. Net income was $652.4 million, or $2.73 per diluted share, compared with $503.4 million, or $1.90 per diluted share, in the prior-year period. The prior-year figure included a $46.2 million pre-tax insurance benefit and a $12.1 million tax benefit; adjusted prior-year net income was $456.4 million, or $1.72 per diluted share. Home sale revenues rose 18% to $3.81 billion, driven by a 19% increase in average sales price to $531,000, while closings were 7,177 homes, essentially flat year over year. Homebuilding gross margin was 30.9%, up 430 basis points from the prior-year quarter. Demand softened during the quarter. Net new orders fell 23% to 6,418 homes, and the cancellation rate rose to 15% from 7%. Management attributed this to higher mortgage rates, reduced affordability and lower consumer confidence, and noted a 200-basis-point increase in mortgage rates. Unit backlog ended at 19,176 homes, down 4%, while the dollar value of backlog rose 18% to $11.6 billion. Financial Services pre-tax income declined to $40 million from $51 million, with mortgage capture rate falling to 78% from 86%. Capital position remained strong. The company ended the quarter with $732 million in total cash, cash equivalents and restricted cash and a debt-to-capital ratio of 20.8%. It repurchased $294 million of stock in the quarter and $794 million year to date, representing 17.4 million shares, or 7.0% of shares outstanding. Dividends paid year to date totaled $74 million.

Jul 26, 2022 8-K

Material AgreementsFinancial EventsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Jun 16, 2022)

PulteGroup, Inc. entered into a Third Amended and Restated Credit Agreement dated June 14, 2022, providing a $1.25 billion senior, unsecured revolving credit facility. Bank of America, N.A. serves as Administrative Agent, with JPMorgan Chase Bank, N.A. as Syndication Agent and Citibank, N.A., Mizuho Bank, Ltd., and Truist Bank as Documentation Agents, alongside other lenders. The agreement replaces the company's prior credit agreement, most recently amended June 22, 2018, which had substantially similar terms. The key change for investors is the extension of the facility's maturity date from June 22, 2023 to June 14, 2027, which pushes out the company's committed revolving liquidity runway by roughly four years. The facility also includes an uncommitted accordion feature allowing the company to increase aggregate commitments from $1.25 billion to $1.75 billion, subject to conditions and the availability of additional lender commitments. It supports letters of credit up to the aggregate commitment amount. The agreement requires the company to maintain a minimum Tangible Net Worth and a Debt to Capitalization Ratio below a maximum level, as defined in the agreement. Borrowings under the facility are guaranteed by the company's wholly-owned subsidiaries listed as guarantors. The full terms are set out in Exhibit 10.1, to which the filing's summary is qualified in its entirety.

Jun 16, 2022 8-K

Leadership ChangesShareholder MattersCorporate Changes+1

Pultegroup 8-K Report, Executive Changes (May 6, 2022)

PulteGroup, Inc. filed this Form 8-K following its 2022 Annual Meeting of Shareholders held on May 4, 2022. Shareholders approved the PulteGroup, Inc. 2022 Stock Incentive Plan, which replaces the 2013 Stock Incentive Plan and authorizes 11,800,000 common shares for grants, reduced by shares granted under the prior plan after December 31, 2021. The plan permits nonqualified and incentive stock options, stock appreciation rights, restricted stock and units, other stock-based awards, and performance awards. The Board also adopted Amended and Restated By-Laws on May 5, 2022, effective that date. The changes update procedures and information requirements for director nominations, shareholder proposals, special meeting requests and action by written consent, clarify notice receipt requirements, and make other conforming changes. All ten director nominees were elected to terms expiring at the 2023 Annual Meeting. Shareholders also ratified Ernst & Young LLP as independent registered public accounting firm for 2022, approved the advisory vote on executive compensation, approved an amendment extending the term of the Amended and Restated Section 382 Rights Agreement, and approved the 2022 Stock Incentive Plan. Vote totals for each proposal are reported in the filing.

May 6, 2022 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Apr 28, 2022)

PulteGroup, Inc. (NYSE: PHM) reported first quarter 2022 results, furnished in Exhibit 99.1 to this Form 8-K filed April 28, 2022. Net income was $454.7 million, or $1.83 per diluted share, compared with $304.1 million, or $1.13 per diluted share, in the prior-year quarter (adjusted net income of $342.8 million, or $1.28 per diluted share, excluding a $61.5 million loss on debt retirement and a $10.4 million insurance benefit). Home sale revenues rose 18% to $3.07 billion on a 18% increase in average sales price to $508,000, with closings of 6,039 homes flat year over year. Home sale gross margin expanded 350 basis points to 29.0%. Demand softened in unit terms: net new orders fell 19% to 7,971 homes, reflecting a 7% decrease in community count and the company's decision to restrict sales to better match production pace. Dollar value of net new orders rose 2% to $4.73 billion, and unit backlog increased 5% to 19,935 homes valued at $11.52 billion. Financial Services pre-tax income declined to $40.6 million from $66.3 million, as mortgage capture rate fell to 81.0% from 88.3%. On capital allocation, the company repurchased 10.3 million shares for $500 million, ended the quarter with $1.15 billion in cash and equivalents, and reported a debt-to-capital ratio of 21.5%. Management cited supply-chain disruptions and rising mortgage rates as headwinds, and noted that Moody's upgraded its senior unsecured notes to Baa2 from Baa3 after quarter end.

Apr 28, 2022 8-K

Material AgreementsShareholder MattersExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Mar 11, 2022)

PulteGroup, Inc. (PHM) filed this Form 8-K on March 11, 2022 to report that, on March 10, 2022, it entered into the Fifth Amendment to its Amended and Restated Section 382 Rights Agreement with Computershare Trust Company, N.A., as rights agent. The amendment, unanimously approved by the Company's board of directors, extends the expiration date of the Section 382 Rights Agreement from June 1, 2022 to June 1, 2025. The filing states that the extension is subject to other earlier termination events, including the failure to obtain shareholder approval of the Fifth Amendment by June 1, 2022. Because the amendment modifies the rights of holders of the Company's common shares and Series A Junior Participating Preferred Share Purchase Rights, the Company also reported it under Item 3.03, Material Modification to Rights of Security Holders. The Section 382 Rights Agreement is a tax-benefit preservation plan that has been amended several times since its original 2010 adoption, with prior amendments in 2013, 2016, 2019 and 2020. The filing's only exhibit is the Fifth Amendment itself (Exhibit 4.1), along with the cover page interactive data file.

Mar 11, 2022 8-K

Earnings & ResultsOther EventsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Feb 1, 2022)

PulteGroup, Inc. (NYSE: PHM) reported its fourth quarter ended December 31, 2021 results in a press release furnished as Exhibit 99.1. Reported net income was $663 million, or $2.61 per diluted share, versus $438 million, or $1.62 per share, a year earlier. Adjusted net income was $637 million, or $2.51 per share, after excluding a $23 million net pre-tax benefit from insurance-related reserve adjustments and a $9 million tax benefit from deferred tax valuation allowance adjustments. Home sale revenues rose to $4.2 billion on 8,611 closings, and the homebuilding gross margin reached 26.8%. Net new orders declined 4% to 6,769 homes, though order value rose 16% to $3.8 billion, and unit backlog grew to 18,003 homes valued at $9.9 billion. For full year 2021, the company reported net income of $1.95 billion and diluted EPS of $7.43, and repurchased 17.7 million shares for $897 million. Year-end cash was $1.8 billion and the debt-to-total capital ratio fell to 21.3% from 29.5% a year earlier. The company said it spent $4.0 billion on land acquisition and development in 2021, returned over $1.0 billion to shareholders and retired $726 million of bonds. In Exhibit 99.2, the Board approved a $1.0 billion increase to the share repurchase authorization, effective January 31, 2022, when $458 million remained under the prior authorization as of December 31, 2021. Management also lowered its target gross debt-to-capital range to 20% to 30% from 30% to 40%. CEO Ryan Marshall expects strong buyer demand to continue into 2022, while noting that supply chain disruptions continue to challenge the industry.

Feb 1, 2022 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Oct 26, 2021)

PulteGroup, Inc. (NYSE: PHM) reported third-quarter 2021 results in an earnings press release furnished as Exhibit 99.1 to this Form 8-K. Net income was $475.5 million, or $1.82 per diluted share, compared with $416.4 million, or $1.54 per share, in the prior-year quarter; the prior-year figure was adjusted to $1.34 per share after excluding a $53 million energy tax credit benefit. Home sale revenues rose 18% to $3.32 billion on a 9% increase in closings to 7,007 homes, with the average selling price up to $474 thousand. Homebuilding gross margin widened 200 basis points to 26.5%. Demand indicators were mixed. Net new orders fell 17% to 6,796 homes, driven mainly by a 14% reduction in average community count to 768 and deliberate management of sales pace, though the dollar value of net new orders rose 4% to $3.78 billion. Unit backlog grew 33% to 19,845 homes, and backlog value increased 56% to $10.3 billion. Management stated that significant disruptions in building product manufacturing and supply are extending build cycles. Balance-sheet and capital-return items included $1.6 billion of cash at quarter end, a debt-to-capital ratio of 22.4%, and a net debt-to-capital ratio of 5.7%. The company repurchased 5.1 million shares, about 2% of common shares outstanding, for $261 million at an average of $51.07 per share, and invested $1.1 billion in land acquisition and development during the quarter.

Oct 26, 2021 8-K

Regulation FDExhibits & Filings

Pultegroup 8-K Report, Regulation FD Disclosure (Sep 8, 2021)

On September 8, 2021, PulteGroup, Inc. (NYSE: PHM) updated its selected guidance for the third quarter and full year 2021 in a press release furnished as Exhibit 99.1 under Item 7.01 (Regulation FD). The update was issued ahead of upcoming investor conferences. The company cited increased supply chain disruptions and shortages of key building products as factors affecting the pace of its homebuilding operations, and it said buyers remain committed to closing on their new homes. The company now expects third quarter closings to increase approximately 8% over last year to 7,000 homes. For the full year, it expects closings to rise approximately 19% to 21%, to between 29,250 and 29,750 homes. Third quarter gross margin is now expected to be in the range of 26.4% to 26.6%, with SG&A at 9.9% of home sale revenues. The company attributed the margin outlook to reduced closing volume and changes in the geographic and buyer mix of homes expected to close in the period. Community count is also affected. Average community count for the third quarter is expected to be down approximately 15% from last year, and year-end community count is expected to be down 5% to 10% from last year, gradually expanding as 2022 progresses. The company plans to report complete third quarter results on October 26, 2021.

Sep 8, 2021 8-K

Material AgreementsFinancial EventsExhibits & Filings

Pultegroup 8-K Report, Material Agreement (Jul 30, 2021)

On July 29, 2021, Pulte Mortgage LLC, a wholly-owned subsidiary of PulteGroup, Inc., entered into a Third Amended and Restated Master Repurchase Agreement with Comerica Bank, as Agent and a Buyer, along with other Buyers listed in the agreement. The facility finances Pulte Mortgage's origination of mortgage loans and replaces a similar agreement that expired on July 29, 2021. The new agreement expires on the earlier of July 28, 2022, or the date the Buyers' commitments are terminated under the agreement, by governmental order, or by operation of law. The agreement provides a maximum aggregate commitment of $650 million, subject to certain sublimits, with an accordion feature that could raise it to $700 million if existing Buyers provide increased commitments. The commitment is initially set at $580 million and is scheduled to rise to $650 million on December 27, 2021, fall to $460 million on January 14, 2022, and rise to $550 million on June 27, 2022, reflecting seasonal fluctuations in volume. Advances carry a LIBOR-based Pricing Rate plus an Applicable Margin, or a Default Pricing Rate. Amounts outstanding are not guaranteed by PulteGroup or the subsidiaries that guarantee its senior notes. The agreement contains affirmative and negative covenants applicable to Pulte Mortgage, including limits on acquisitions, mergers, debt incurrence, asset sales, and liens on mortgage notes or mortgages subject to the agreement. Quantitative covenants cover Adjusted Tangible Net Worth, Adjusted Tangible Net Worth Ratio, Liquidity, and Net Income. The filing also reports the agreement under Item 2.03 as a direct financial obligation, and attaches the full agreement as Exhibit 10.1.

Jul 30, 2021 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jul 27, 2021)

PulteGroup, Inc. (NYSE: PHM) reported second-quarter 2021 results for the period ended June 30, 2021, per an earnings press release furnished as Exhibit 99.1 to this Form 8-K. Reported net income was $503.4 million, or $1.90 per diluted share, versus $348.6 million, or $1.29 per share, a year earlier. Adjusted net income was $456.4 million, or $1.72 per share, after excluding a $46.2 million pre-tax insurance benefit and a $12.1 million tax benefit from a change in valuation allowances on state net operating loss carryforwards. Top-line activity was strong. Home sale revenues rose 31% to $3.2 billion on a 22% increase in closings to 7,232 homes, with average selling price up 7% to $447,000. Net new orders increased 28% to 8,322 homes, and net new order value rose 59% to $4.3 billion. Unit backlog grew 52% to 20,056 homes, with backlog value up 70% to $9.8 billion. Homebuilding gross margin was 26.6%, up 270 basis points year over year and 110 basis points sequentially from the first quarter of 2021. Balance sheet and capital returns also improved. The company repurchased $200 million of stock during the quarter, ended the quarter with $1.7 billion of cash, and reduced its debt-to-capital ratio to 22.7% from 29.5% at year-end 2020. Its net debt-to-capital ratio was 4.5%. The company reported trailing twelve-month return on equity of 25.7%, and management said it remains optimistic about demand and the overall strength of the housing market.

Jul 27, 2021 8-K

Shareholder Matters

Pultegroup 8-K Report, Shareholder Vote Results (May 17, 2021)

PulteGroup, Inc. filed this Current Report under Item 5.07 to report the results of its Annual Meeting of Shareholders, held on May 12, 2021. A total of 226,013,784 common shares were present or represented by proxy at the meeting. Shareholders voted on three proposals. Shareholders elected all eleven director nominees to serve until the 2022 Annual Meeting of Shareholders. Shareholders also ratified the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for 2021, with 211,096,021 votes for, 13,806,233 against, and 1,111,530 abstentions. Among the director votes, Richard W. Dreiling received the largest number of votes against (32,057,105) and abstentions (3,703,778), while Lila Snyder received the fewest votes against (664,354). Shareholders approved, on an advisory basis, the compensation of the company's named executive officers, with 188,948,490 votes for, 15,745,111 against, 257,510 abstentions, and 21,062,673 broker non-votes. Broker non-votes were also reported for each director nominee.

May 17, 2021 8-K

Earnings & ResultsOther EventsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Apr 27, 2021)

PulteGroup, Inc. (NYSE: PHM) reported first quarter 2021 results for the period ended March 31, 2021, with net income of $304 million, or $1.13 per diluted share, and adjusted net income of $343 million, or $1.28 per share. Home sale revenues rose 17% to $2.6 billion on a 12% increase in closings to 6,044 homes, with an average sales price of $430,000. Home sale gross margin was 25.5%, up 180 basis points from the prior year. Net new orders increased 31% to 9,852 homes, and net new order value increased 42% to $4.6 billion. Backlog reached 18,966 homes valued at $8.8 billion. Balance sheet deleveraging was a key feature of the quarter. The company paid down $726 million of senior notes, ending the quarter with $1.6 billion of cash and a debt-to-capital ratio of 23.3%, down from 29.5% at year-end 2020. The company repurchased 3.3 million shares for $154 million. Following quarter end, S&P upgraded PulteGroup to BBB-, and the company is now rated investment grade by S&P, Moody's and Fitch. Separately, the Board approved a $1.0 billion increase to the share repurchase authorization, effective April 26, 2021, bringing the total authorization to $1.2 billion. Management stated that the company has returned over $3.0 billion to shareholders since 2016 through dividends and repurchases.

Apr 27, 2021 8-K

Other EventsExhibits & Filings

Pultegroup 8-K Report, Corporate Update (Feb 11, 2021)

PulteGroup, Inc. (NYSE: PHM) filed this Form 8-K on February 11, 2021 to report early results of its previously announced cash tender offers for up to $300 million aggregate principal amount of its 5.500% Senior Notes due 2026 and 5.000% Senior Notes due 2027. As of 5:00 p.m. New York City time on February 10, 2021 (the Early Tender Time), approximately $300 million aggregate principal amount of Notes had been validly tendered and not validly withdrawn. The company expects to accept $200 million of 2026 Notes, tendered in an aggregate principal amount of $371,437,000, at a proration factor of 53.98%, and $100 million of 2027 Notes, tendered in an aggregate principal amount of $205,883,000, at a proration factor of 48.85%. The 2026 Notes carry a total consideration of $1,200.00 per $1,000 principal amount and the 2027 Notes carry $1,195.00, both including a $30.00 per $1,000 early tender premium, plus accrued and unpaid interest. Payment for accepted Notes is expected on or about February 12, 2021 (the Early Settlement Date), and the company does not expect to accept tenders made after the Early Tender Time. The offers were scheduled to expire at 11:59 p.m. on February 25, 2021. The filing is a debt management action that reduces outstanding senior notes by up to $300 million. The filing describes the tender results and terms only and includes no financial statements.

Feb 11, 2021 8-K

Earnings & ResultsOther EventsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Jan 28, 2021)

PulteGroup, Inc. (NYSE: PHM) reported fourth quarter 2020 results for the period ended December 31, 2020, with net income of $438 million, or $1.62 per diluted share, versus $336 million, or $1.22 per share, a year earlier. Adjusted net income was $404 million, or $1.49 per share, after excluding a $16 million pre-tax benefit from insurance-related reserve adjustments, a $22 million pre-tax charge from Financial Services reserve adjustments, and a $38 million tax benefit. Home sale revenues rose 5% to $3.1 billion on a 4% increase in average sales price to $446,000 and a 1% increase in closings to 6,860 homes. Home sale gross margin was 25.0%, up 220 basis points year over year. Net new orders rose 24% to 7,056 homes and order value rose 33% to $3.3 billion, while backlog grew 44% to 15,158 homes valued at $6.8 billion. The company ended the year with $2.6 billion of cash and a debt-to-total capitalization ratio of 29.5%, down from 33.6% at year-end 2019. Management cited strong operating cash flow of more than $500 million in the quarter and said it repurchased 1.7 million shares for $75 million during the quarter. The company also announced a cash tender offer for up to $300 million of its 5.500% Senior Notes due 2026 and 5.000% Senior Notes due 2027, funded with cash on hand. It will also exercise the early redemption feature, effective February 1, 2021, on $426 million of senior notes originally scheduled to mature March 1, 2021. Management said these actions would pay down $726 million of debt in the first quarter of 2021. The filing states that the company received its second investment grade credit rating and became investment grade index eligible. Management attributed continued demand to low mortgage rates, years of underbuilding, limited resale supply, and a pandemic-driven increase in remote work that it believes will sustain demand for new homes.

Jan 28, 2021 8-K

Leadership ChangesExhibits & Filings

Pultegroup 8-K Report, Executive Changes (Nov 18, 2020)

PulteGroup, Inc. (NYSE: PHM) filed this Form 8-K on November 18, 2020 to disclose that J. Phillip Holloman was appointed to its Board of Directors on November 17, 2020. Mr. Holloman previously served as President and Chief Operating Officer of Cintas Corporation from 2008 to 2018. He will sit on the Audit Committee and the Finance and Investment Committee, and his term runs until the 2021 annual meeting of shareholders. He will receive the standard independent director compensation, including an annual cash retainer of $95,000 and an annual equity grant valued at $150,000, prorated for the current annual term based on his appointment date. With his addition, the Board has eleven members, ten of whom are independent. The filing is primarily a governance update rather than a financial disclosure. The accompanying press release (Exhibit 99.1) describes Mr. Holloman's background, including his Six Sigma leadership and his board service at Rockwell Automation, and states that the appointment was effective immediately.

Nov 18, 2020 8-K

Earnings & ResultsExhibits & Filings

Pultegroup 8-K Report, Financial Results (Oct 22, 2020)

PulteGroup, Inc. furnished its third-quarter 2020 earnings press release (Exhibit 99.1) under Item 2.02 of this Form 8-K, reporting results for the quarter ended September 30, 2020. The company reported net income of $416 million, or $1.54 per diluted share, compared with $273 million, or $0.99 per share, a year earlier. Adjusted net income was $363 million, or $1.34 per share, excluding a $53 million tax benefit from energy tax credits. Adjusted EPS was $1.01 in the prior-year quarter, which excluded a $9 million pre-tax warranty charge. The top-line and orders momentum was strong. Home sale revenues rose 7% to $2.8 billion on 4% higher closings of 6,454 homes and a 3% higher average price of $438,000. Net new orders increased 36% to 8,202 homes, and their value rose 43% to $3.6 billion. Unit backlog grew 29% to 14,962 homes, and backlog value rose 32% to $6.6 billion. The company attributed demand to first-time buyers and gains in its move-up and active adult businesses. Reported homebuilding gross margin was 24.5%, up 140 basis points, and SG&A improved to 9.6% of home sale revenues. Balance sheet and financial services metrics also improved. The company ended the quarter with $2.1 billion of cash and a debt-to-total capital ratio of 30.8%, down from 33.6% at year-end 2019. Financial Services pre-tax income rose 98% to $64 million, supported by a mortgage capture rate of 86%. For the nine months ended September 30, 2020, the company reported net income of $968.7 million and a $20 million goodwill impairment.

Oct 22, 2020

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