What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-11-19 compared with 2024-11-19 · 32 added, 25 removed, 212 unchanged (21% of the section changed)

39 unchanged sentences

Plan Category

Equity compensation plans approved by stockholders 3,617,516 (1) $ — (2) 5,886,752 (3)

Equity compensation plans not approved by stockholders — n/a —

Equity compensation plans

approved by stockholders

3,108,305 (1) $ — (2) 5,218,081 (3)

Equity compensation plans

not approved by stockholders

Total 3,108,305 $ — 5,218,081

_______________

(1) Amount includes outstanding restricted stock unit awards.

The number of outstanding performance-based restricted stock unit awards is based on the target number of units granted.

(2) Restricted stock units have no exercise price.

(1) Amount represents the total number of restricted stock units (RSUs) and performance stock units (PSUs) outstanding.

The number of PSUs outstanding is based on the number of performance shares issuable at target.

(2) RSUs and PSUs have no exercise price.

(3) Amount includes 2,109,776 shares reserved for issuance under the Company’s Employee Stock Purchase Plan.

20 unchanged sentences

4.2 Senior Debt Securities Indenture, dated as of October 10, 2019, among the Company and Branch Banking and Trust Company, as trustee (incorporated by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 10, 2019).

4.3 Second Supplemental Indenture, dated as of May 5, 2020, among the Company, the guarantors named therein and Branch Banking and Trust Company, as trustee, relating to the 2.600% Senior Notes Due 2025 issued by the Company (incorporated by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 5, 2020).

4.3 Third Supplemental Indenture, dated as of October 2, 2020, among the Company, the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee, relating to the 1.400% Senior Notes Due 2027 issued by the Company (incorporated by reference from Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 2, 2020).

4.5 Fourth Supplemental Indenture, dated as of August 5, 2021, among the Company, the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee, relating to the 1.300% Senior Notes due 2026 of D.R.

(incorporated by reference from Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 5, 2021).

4.4 Fourth Supplemental Indenture, dated as of August 5, 2021, among the Company, the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee, relating to the 1.300% Senior Notes due 2026 issued by the Company (incorporated by reference from Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 5, 2021).

4.5 Fifth Supplemental Indenture, dated as of August 5, 2021, among the Company, the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee (incorporated by reference from Exhibit 4.3 of the Company’s Current Report on Form 8-K filed with the SEC on August 5, 2021).

4.7 Sixth Supplemental Indenture, dated as of August 14, 2024, among D.R.

Horton, Inc., the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee, relating to the 5.000% Senior Notes due 2034 of D.R.

(incorporated by reference from Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 14, 2024).

4.6 Sixth Supplemental Indenture, dated as of August 14, 2024, among the Company , the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee, relating to the 5.000% Senior Notes due 2034 issued by the Company (incorporated by reference from Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on August 14, 2024).

4.7 Seventh Supplemental Indenture, dated as of February 26, 2025, among the Company, the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee, relating to the 5.500% Senior Notes due 2035 issued by the Company (incorporated by reference from Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on February 26, 2025).

Number Exhibit

4.8 Eighth Supplemental Indenture, dated as of May 5, 2025, among the Company, the guarantors named therein and Truist Bank (formerly known as Branch Banking and Trust Company), as trustee, relating to the 4.850% Senior Notes due 2030 issued by the Company (incorporated by reference from Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the SEC on May 5, 2025).

4.9 Indenture, dated as of February 25, 2020, by and among Forestar Group Inc., the subsidiary guarantors party thereto and U.S.

Bank National Association, as trustee (incorporated by reference from Exhibit 4.1 of Forestar’s Current Report on Form 8-K filed with the SEC on February 25, 2020).

4.9 Indenture, dated as of April 21, 2021, by and among Forestar Group Inc., the subsidiary guarantors party thereto and U.S.

Bank National Association, as trustee (incorporated by reference from Exhibit 4.1 of Forestar’s Current Report on Form 8-K filed with the SEC on April 21, 2021).

4.10 * Description of Securities.

4.10 Indenture, dated as of March 14, 2025, by and among Forestar Group Inc., the subsidiary guarantors party thereto and U.S.

Bank Trust Company, National Association, as trustee (incorporated by reference from Exhibit 4.1 of Forestar’s Current Report on Form 8-K filed with the SEC on March 14, 2025).

4.11 Description of Securities (incorporated by reference from Exhibit 4.1 0 of the Company ’s Annual Report on Form 10-K for the fisc al year ended September 30, 2024, filed with the SEC on November 19 , 202 4 ).

10.1 Form of Indemnification Agreement between the Company and each of its directors and executive officers and schedules of substantially identical documents (incorporated by reference from Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 1995, filed with the SEC on November 22, 1995 (file number 1-14122);

16 unchanged sentences

10.11 † Form of Non-Qualified Stock Option Agreement (Outside Director-Term Vesting 2008 Form) pursuant to the Company’s 2006 Stock Incentive Plan (incorporated by reference from Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on February 15, 2008).

Number Exhibit

10.12 † Form of Restricted Stock Unit Agreement pursuant to the Company’s 2006 Stock Incentive Plan (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 6, 2010).

10.13 † Form of Restricted Stock Unit Agreement pursuant to the Company’s 2006 Stock Incentive Plan, as amended and restated (incorporated by reference from Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on November 16, 2011).

Number Exhibit

10.14 † Form of Restricted Stock Unit Agreement (Outside Director) pursuant to the Company’s 2006 Stock Incentive Plan, as amended and restated (incorporated by reference from Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012, filed with the SEC on January 29, 2013).

3 unchanged sentences

2024 Stock Incentive Plan, effective as of January 17, 2024 (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 18, 2024).

10.19 † Form of Performance Stock Units Award Agreement pursuant to the Company’s 2024 Stock Incentive Plan (incorporated by reference from Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 , filed with the SEC on April 23, 2025).

Supplemental Executive Retirement Plan No.

4 unchanged sentences

2018 Incentive Bonus Plan, dated November 6, 2018 (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 9, 2018).

10.23 † Summary of Executive Compensation Notification - Executive Vice Chair, CEO , COO and CFO (fiscal 2024) (incorporated by reference from Exhibit 10.2 7 to the Company’s Annual Report on Form 10-K for the year ended September 30, 202 3 , filed with the SEC on November 1 7 , 202 3 ).

10.24 † Summary of Director Com pensation (fiscal 202 4 ) (incorporated by reference from Exhibit 10.2 8 to the Company’s Annual Report on Form 10-K for the year ended September 30, 202 3 , filed with the SEC on November 1 7 , 202 3 ).

10.25 *† Summary of Executive Compensation Notification - Executive Chair man , CEO, COO and CFO (fiscal 202 5 ).

10.24 † Summary of Executive Compensation Notification - Executive Chairman, CEO, COO and CFO (fiscal 2025) (incorporated by reference from Exhibit 10.25 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2024, filed with the SEC on November 19, 2024).

10.25 † Summary of Director Compensation (fiscal 2025) (incorporated by reference from Exhibit 10.26 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2024, filed with the SEC on November 19, 2024).

10.26 *† Summary of Executive Compensation Notification - Executive Chairman, CEO, COO and CFO (fiscal 202 6 ).

10.27 *† Summary of Director Compensation (fiscal 202 6 ) .

10.28 Grantor Trust Agreement, dated June 21, 2002, by and between the Company and Wachovia Bank, National Association, as Trustee (incorporated by reference from Exhibit 10.34 to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2002, filed with the SEC on December 13, 2002).

Number Exhibit

10.29 Credit Agreement, dated September 7, 2012, among the Company, the Lenders named therein and The Royal Bank of Scotland PLC, as Administrative Agent (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 10, 2012).

3 unchanged sentences

10.32 Amendment No.

3 to Credit Agreement, dated August 22, 2014 , by and among Company, The Royal Bank of Scotland PLC, as Administrative Agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 25, 2014).

Number Exhibit

3 to Credit Agreement, dated August 22, 2014, by and among the Company, The Royal Bank of Scotland PLC, as Administrative Agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 25, 2014).

10.33 Amendment No.

5 to Credit Agreement, dated August 26, 2015 , by and among Company, Mizuho Bank, Ltd., as successor Administrative Agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 27, 2015).

5 to Credit Agreement, dated August 26, 2015, by and among the Company, Mizuho Bank, Ltd., as successor Administrative Agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 27, 2015).

10.34 Amendment No.

10 unchanged sentences

11 to Credit Agreement, dated October 28, 2022, by and among the Company, Mizuho Bank, Ltd., as successor Administrative Agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 1, 2022).

10.40 Amendment No.

12 to Credit Agreement, dated December 18, 2024, by and among the Company, Mizuho Bank, Ltd., as successor Administrative Agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 23, 2024).

10.41 Second Amended and Restated Master Repurchase Agreement, dated February 27, 2015, among DHI Mortgage Company, Ltd., U.S.

4 unchanged sentences

Bank National Association, as Administrative Agent, Sole Book Runner, Lead Arranger, and a Buyer, and all other buyers (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 27, 2016).

Number Exhibit

10.44 Fourth Amendment to Second Amended and Restated Master Repurchase Agreement, dated February 24, 2017, among DHI Mortgage Company, Ltd., U.S.

6 unchanged sentences

Bank National Association, as Administrative Agent, Sole Book Runner, Lead Arranger, and a Buyer, and all other Buyers (incorporated by reference from Exhibit 10.44 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2019, filed with the SEC on November 25, 2019).

Number Exhibit

10.48 Eighth Amendment to Second Amended and Restated Master Repurchase Agreement, dated June 21, 2019, among DHI Mortgage Company, Ltd., U.S.

14 unchanged sentences

Bank National Association, as Administrative Agent, Sole Book Runner, Lead Arranger, and a Buyer, and all other Buyers (incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 3, 2024).

Number Exhibit

10.56 Fourth Amendment to Fourth Amended and Restated Master Repurchase Agreement, dated May 8, 2025, among DHI Mortgage Company, Ltd., U.S.

10.57 Amended and Restated Custody Agreement, dated March 1, 2013, by and between DHI Mortgage Company, Ltd.

9 unchanged sentences

(incorporated by reference from Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on June 29, 2017).

Number Exhibit

10.63 Credit Agreement, dated August 16, 2018, among Forestar Group Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 of Forestar’s Current Report on Form 8-K filed with the SEC on August 17, 2018).

5 unchanged sentences

3 to Credit Agreement, dated October 28, 2022 by and among Forestar Group Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to Forestar’s Current Report on Form 8-K filed with the SEC on November 1, 2022).

10.67 Amendment No.

4 to Credit Agreement, dated December 18, 2024 by and among Forestar Group Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the Lenders named therein (incorporated by reference from Exhibit 10.1 to Forestar’s Current Report on Form 8-K filed with the SEC on December 23, 2024).

19.1 * Insider Trading Policy.

5 unchanged sentences

32.1 * Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Number Exhibit

32.2 * Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

23 unchanged sentences

(Principal Accounting Officer) November 19, 2025

/s/ Barbara K.

Allen Director November 19, 2024

Anderson Director November 19, 2025

11 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures