01—Abstract
Summary
Summary of the 8-K filed February 20, 2026. Cited figures are marked; the original filing is the authoritative source.
PulteGroup, Inc. (PHM) completed an underwritten public offering on February 20, 2026 of $800.0 milliona aggregate principal amount of senior unsecured notes, issued under its effective shelf registration statement on Form S-3.
The offering consisted of $400.0 millionb 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%c 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.
02—Key points
Key Highlights
- Issued $800.0 million of senior unsecured notes in total, split evenly between two $400.0 million tranches
- 2031 Notes: 4.250% coupon, maturing March 1, 2031, with make-whole redemption before February 1, 2031
- 2036 Notes: 4.900% coupon, maturing March 1, 2036, with make-whole redemption before December 1, 2035
- Notes are guaranteed on a senior basis by U.S. subsidiaries that guarantee the existing senior unsecured revolving credit facility
- Change of control repurchase obligation at 101% of principal plus accrued interest
- Covenants limit secured indebtedness without equal and ratable security, sale-leaseback transactions, and certain mergers or asset sales
- Offering was made under an effective Form S-3 shelf registration (File No. 333-293234)
03—Questions
Frequently Asked Questions
How much debt did PulteGroup issue and in what tranches?
PulteGroup issued a total of $800.0 million aggregate principal amount of senior unsecured notes, consisting of $400.0 million of 4.250% Senior Notes due 2031 and $400.0 million of 4.900% Senior Notes due 2036.
When do the notes mature and when is interest paid?
The 2031 Notes mature on March 1, 2031, and the 2036 Notes mature on March 1, 2036. Interest on both series is payable in arrears on March 1 and September 1 of each year, beginning September 1, 2026.
Can PulteGroup redeem the notes early?
Before February 1, 2031 (for the 2031 Notes) and December 1, 2035 (for the 2036 Notes), the company may redeem at a make-whole redemption price plus accrued and unpaid interest. On or after those par call dates, it may redeem at 100% of principal plus accrued and unpaid interest.
What happens if PulteGroup undergoes a change of control?
If a Change of Control Triggering Event occurs, the company must, subject to certain exceptions, offer to repurchase the notes of each affected series at 101% of principal plus accrued and unpaid interest to the purchase date.
How do the notes rank relative to other company debt?
The notes are senior unsecured obligations and rank equally in right of payment with existing and future senior unsecured indebtedness of the company and the guarantors. They are guaranteed on a senior basis by the company's wholly-owned U.S. subsidiaries that guarantee its senior unsecured revolving credit facility.
04—Continue