Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table provides information about our repurchases of common stock during the three months ended February 28, 2023:
Period: Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) Maximum Number of Shares that may yet be Purchased under the Plans or Programs (2)
December 1 to December 31, 2022 100,170 $ 87.05 100,000 25,504,347
January 1 to January 31, 2023 887,999 $ 91.53 887,999 24,616,348
February 1 to February 28, 2023 1,656,738 $ 98.17 1,012,001 23,604,347
(1) Includes shares of Class A common stock withheld by us to cover withholding taxes due, at the election of certain holders of nonvested shares, with market value approximating the amount of withholding taxes due.
(2) In March 2022, our Board of Directors approved an authorization for us to repurchase up to the lesser of $2 billion in value, or 30 million in shares, of our outstanding Class A or Class B common stock. The repurchase authorization has no expiration date. This authorization was in addition to what was remaining of the October 2021 stock repurchase program.
Items 3 - 5. Not Applicable
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Item 6. Exhibits
10.1* 2023 Award Agreements under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. Miller, Mr. Beckwitt, Mr. Jaffe, Ms. Bessette, Mr. McCall and Mr. Sustana – Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, dated February 28, 2023.
10.2* Form of 2023 Award Agreement under the Company’s 2016 Equity Incentive Plan for Mr. Miller, Mr. Beckwitt, Mr. Jaffe, Ms. Bessette and Mr. McCall – Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, dated February 28, 2023.
31.1** Rule 13a-14(a) certification by Rick Beckwitt.
31.2** Rule 13a-14(a) certification by Jonathan M. Jaffe.
31.3** Rule 13a-14(a) certification by Diane Bessette.
32.** Section 1350 certifications by Rick Beckwitt, Jonathan M. Jaffe, and Diane Bessette.
101.** The following financial statements from Lennar Corporation's Quarterly Report on Form 10-Q for the quarter ended February 28, 2023, filed on April 4, 2023, were formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations and Comprehensive Income, (iii) Condensed Consolidated Statements of Cash Flows and (iv) the Notes to Condensed Consolidated Financial Statements.
104*** Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101)
* Management contract or compensatory plan or arrangement
** Filed herewith.
*** Included in Exhibit 101.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Lennar Corporation
(Registrant)
Date: April 4, 2023 /s/ Diane Bessette
Diane Bessette
Vice President, Chief Financial Officer and Treasurer
Date: April 4, 2023 /s/ David Collins
David Collins
Vice President and Controller
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.