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Item 9A. Controls and Procedures

2021-01-22 compared with 2020-01-27 · 69 added, 55 removed, 159 unchanged (44% of the section changed)

1 unchanged sentence

Evaluation of Disclosure Controls and Procedures

Our Chief Executive Officer and Chief Financial Officer participated in an evaluation by our management of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report.

Based on their participation in that evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of November 30, 2019 to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and to ensure that information required to be disclosed in our reports filed or furnished under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosures.

Our CEO and CFO also participated in an evaluation by our management of any changes in our internal control over financial reporting that occurred during the quarter ended November 30, 2019 .

Each of our Co-Chief Executive Officers and Co-Presidents ("Co-CEOs") and Chief Financial Officer participated in an evaluation by our management of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report.

Based on their participation in that evaluation, our Co-CEOs and CFO concluded that our disclosure controls and procedures were effective as of November 30, 2020 to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and to ensure that information required to be disclosed in our reports filed or furnished under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to our management, including both of our Co-CEOs and CFO, as appropriate to allow timely decisions regarding required disclosures.

Both of our Co-CEOs and CFO also participated in an evaluation by our management of any changes in our internal control over financial reporting that occurred during the quarter ended November 30, 2020.

That evaluation did not identify any changes that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

2 unchanged sentences

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f).

Under the supervision and with the participation of our management, including our CEO and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Under the supervision and with the participation of our management, including both of our Co-CEOs and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on our evaluation under the framework in Internal Control—Integrated Framework (2013) , our management concluded that our internal control over financial reporting was effective as of November 30, 2020.

1 unchanged sentence

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Lennar Corporation

To the stockholders and the Board of Directors of Lennar Corporation

Opinion on Internal Control over Financial Reporting

25 unchanged sentences

The information required by this item for executive officers is set forth under the heading "Executive Officers of Lennar Corporation" in Part I.

We have adopted a Code of Business Conduct and Ethics that applies to our Chief Executive Officer, Chief Financial Officer and Chief Accounting Officer.

We have adopted a Code of Business Conduct and Ethics that applies to each of our Co-Chief Executive Officers and Co-Presidents, our Chief Financial Officer and our Chief Accounting Officer.

The Code of Business Conduct and Ethics is located on our internet web site at www.lennar.com under "Investor Relations – Governance." We intend to provide disclosure of any amendments or waivers of our Code of Business Conduct and Ethics on our website within four business days following the date of the amendment or waiver.

5 unchanged sentences

The following table summarizes our equity compensation plans as of November 30, 2020:

Plan category

Number of shares to be issued upon exercise of outstanding options, warrants and rights

Weighted-average exercise price of outstanding options, warrants and rights

Number of shares remaining available for future issuance under equity compensation plans (excluding shares reflected in column (a)) (1)

Plan category Number of shares to be issued upon exercise of outstanding options, warrants and rights

(a) Weighted-average exercise price of outstanding options, warrants and rights Number of shares remaining available for future issuance under equity compensation plans (excluding shares reflected in column (a)) (1)

Equity compensation plans approved by stockholders — $ — 7,209,217

Equity compensation plans not approved by stockholders — — —

Total — $ — 7,209,217

(1) Both shares of Class A and Class B common stock may be issued.

4 unchanged sentences

Exhibits, Financial Statement Schedules.

Documents filed as part of this Report.

(a) Documents filed as part of this Report.

The following financial statements are contained in Item 8:

Financial Statements

Financial Statements Page in

Report of Independent Registered Public Accounting Firm

5 unchanged sentences

The following financial statement schedule is included in this Report:

Financial Statement Schedule

Financial Statement Schedule Page in

Report of Independent Registered Public Accounting Firm

2 unchanged sentences

The following exhibits are filed with this Report or incorporated by reference:

Restated Certificate of Incorporation of the Company, dated January 14, 2015, as amended by the Certificate of Amendment to Restated Certificate of Incorporation of the Company, dated February 12, 2018.

3.1 Restated Certificate of Incorporation of the Company, dated January 14, 2015, as amended by the Certificate of Amendment to Restated Certificate of Incorporation of the Company, dated February 12, 2018 - Incorporated by reference to Exhibit 3.1 of the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2019.

3.2 Bylaws of the Company, as amended effective June 26, 2019 - Incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, dated June 26, 2019.

Description of Capital Stock

4.1 Description of Capital Stock - Incorporated by reference to Exhibit 4.1 of the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2019.

4.2 Indenture, dated as of December 31, 1997, between Lennar Corporation and Bank One Trust Company, N.A., as trustee - Incorporated by reference to Exhibit 4 of the Company’s Registration Statement on Form S-3, Registration No.

3 unchanged sentences

4.5 Eleventh Supplemental Indenture, dated as of November 5, 2015, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, including the form of 4.875% Senior Notes due 2023 - Incorporated by reference to Exhibit 4.15 of the Company’s Current Report on Form 8-K, dated November 6, 2015.

Twelfth Supplemental Indenture, dated as of March 4, 2016, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, including the form of 4.750% Senior Notes due 2021 - Incorporated by reference to Exhibit 4.16 of the Company’s Current Report on Form 8-K, dated March 4, 2016.

4.6 Thirteenth Supplemental Indenture, dated as of January 20, 2017, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, including the form of 4.125% Senior Notes due 2022- Incorporated by reference to Exhibit 4.17 of the Company’s Current Report on Form 8-K, dated January 20, 2017.

1 unchanged sentence

4.8 Indenture, dated as of November 29, 2017, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, including the form of 2.95% Senior Notes due 2020 and the form of 4.75% Senior Notes due 2027- Incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K, dated November 29, 2017.

Indenture, dated as of February 20, 2018, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, governing the 6.625% Senior Notes due May 1, 2020 (including the forms of 6.625% Senior Notes due May 1, 2020) - Incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K, dated February 16, 2018.

Indenture, dated as of February 20, 2018, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, governing the 8.375% Senior Notes due January 15, 2021 (including the forms of 8.375% Senior Notes due January 15, 2021) - Incorporated by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K, dated February 16, 2018.

4.9 Indenture, dated as of February 20, 2018, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, governing the 6.25% Senior Notes due December 15, 2021 (including the forms of 6.25% Senior Notes due December 15, 2021) - Incorporated by reference to Exhibit 4.4 of the Company’s Current Report on Form 8-K, dated February 16, 2018.

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Gross - Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K, dated June 25, 2019.

10.10* 2020 Award Agreements under the Company’s 2016 Incentive Compensation Plan for Mr.

Beckwitt, Mr.

Bessette and Mr.

McCall - Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, dated February 28, 2020.

10.11* Form of 2020 Award Agreement under the Company’s 2016 Equity Incentive Plan for Mr.

Beckwitt, Mr.

Bessette and Mr.

McCall - Incorporated by reference to Exhibit 10.

2 of the Company’s Current Report on Form 8-K, dated February 28, 2020.

10.12** Master Agreement, dated October 8 , 2020, between AG Ess ential Housing Company 1, L.P.

and Essential Ho using Financing, LLC .

21** List of subsidiaries.

1 unchanged sentence

31.1** Rule 13a-14a/15d-14(a) Certification of Rick Beckwitt.

31.2** Rule 13a-14a/15d-14(a) Certification of Jonathan M.

31.3** Rule 13a-14a/15d-14(a) Certification of Diane Bessette.

Section 1350 Certifications of Rick Beckwitt and Diane Bessette.

32** Section 1350 Certifications of Rick Beckwitt , Jonathan M.

Jaffe and Diane Bessette.

101 The following financial statements from Lennar Corporation Annual Report on Form 10-K for the year ended November 30, 2020, filed on January 22, 2021, formatted in iXBRL (Inline Extensible Business Reporting Language);

(i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income (Loss), (iii) Consolidated Statements of Equity (iv) Consolidated Statements of Cash Flows and (v) the Notes to Consolidated Financial Statements.

iXBRL Instance Document.

iXBRL Taxonomy Extension Schema Document.

iXBRL Taxonomy Extension Calculation Linkbase Document.

iXBRL Taxonomy Extension Definition.

iXBRL Taxonomy Extension Label Linkbase Document.

iXBRL Taxonomy Presentation Linkbase Document.

101.INS** iXBRL Instance Document.

101.SCH** iXBRL Taxonomy Extension Schema Document.

101.CAL** iXBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF** iXBRL Taxonomy Extension Definition.

101.LAB** iXBRL Taxonomy Extension Label Linkbase Document.

101.PRE** iXBRL Taxonomy Presentation Linkbase Document.

104*** The cover page from Lennar Corporation's fiscal year Report on Form 10-K for the year ended November 30, 2020 was formatted in iXBRL.

7 unchanged sentences

Rick Beckwitt

Chief Executive Officer and Director

Co-Chief Executive Officer, Co-President and Director

January 22, 2021

LENNAR CORPORATION

/S/ JONATHAN M.

Co-Chief Executive Officer, Co-President and Director

January 22, 2021

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

Principal Executive Officer:

Rick Beckwitt

/S/ RICK BECKWITT

Chief Executive Officer and Director

Rick Beckwitt /S/ RICK BECKWITT

Co-Chief Executive Officer, Co-President and Director Date:

January 22, 2021

Jaffe /S/ JONATHAN M.

Co-Chief Executive Officer, Co-President and Director Date:

January 22, 2021

Principal Financial Officer:

Diane Bessette

/S/ DIANE BESSETTE

Vice President, Chief Financial Officer and Treasurer

Diane Bessette /S/ DIANE BESSETTE

Vice President, Chief Financial Officer and Treasurer Date:

January 22, 2021

Principal Accounting Officer:

David Collins

/S/ DAVID COLLINS

David Collins /S/ DAVID COLLINS

Vice President and Controller Date:

January 22, 2021

Irving Bolotin

/S/ IRVING BOLOTIN

Irving Bolotin /S/ IRVING BOLOTIN

January 22, 2021

/S/ STEVEN L.

Gerard /S/ STEVEN L.

January 22, 2021

3 unchanged sentences

January 22, 2021

/S/ SHERRILL W.

January 27, 2020

/S/ JONATHAN M.

Hudson /S/ SHERRILL W.

January 22, 2021

Sidney Lapidus

/S/ SIDNEY LAPIDUS

Sidney Lapidus /S/ SIDNEY LAPIDUS

January 22, 2021

/S/ TERI MCCLURE

Teri McClure /S/ TERI MCCLURE

January 22, 2021

Stuart Miller

/S/ STUART MILLER

Stuart Miller /S/ STUART MILLER

January 22, 2021

Armando Olivera

/S/ ARMANDO OLIVERA

Armando Olivera /S/ ARMANDO OLIVERA

January 22, 2021

Jeffrey Sonnenfeld

/S/ JEFFREY SONNENFELD

Jeffrey Sonnenfeld /S/ JEFFREY SONNENFELD

January 22, 2021

Scott Stowell

/S/ SCOTT STOWELL

Scott Stowell /S/ SCOTT STOWELL

January 22, 2021

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Lennar Corporation

To the stockholders and the Board of Directors of Lennar Corporation

Opinion on the Financial Statement Schedule

11 unchanged sentences

Years Ended November 30, 2020, 2019 and 2018

(In thousands)

Charged to costs and expenses

Charged (credited) to other accounts

(In thousands) Beginning

balance Charged to costs and expenses Charged (credited) to other accounts Deductions Ending

Year ended November 30, 2020

1 unchanged sentence

Allowances for doubtful accounts and notes and other receivables

$ 3,379 661 ( 568 ) ( 1,078 ) 2,394

Allowance for loan losses and loans receivable

$ 4,122 795 17 ( 922 ) 4,012

Allowance against net deferred tax assets

$ 4,341 70 — — 4,411

Year ended November 30, 2019

1 unchanged sentence

Allowances for doubtful accounts and notes and other receivables

$ 2,793 1,404 ( 344 ) ( 474 ) 3,379

Allowance for loan losses and loans receivable

$ 6,154 485 — ( 2,517 ) 4,122

Allowance against net deferred tax assets

$ 7,219 — — ( 2,878 ) 4,341

Year ended November 30, 2018

1 unchanged sentence

Allowances for doubtful accounts and notes and other receivables

$ 2,849 246 ( 156 ) ( 146 ) 2,793

Allowance for loan losses and loans receivable

$ 3,192 2,177 3,890 ( 3,105 ) 6,154

Allowance against net deferred tax assets

$ 6,423 796 — — 7,219

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