1 unchanged sentence
Insider Trading Arrangements
−Removed: During the fiscal quarter ended September 30, 2024, no officer terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, and no director adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement.
−Removed: During the fiscal quarter ended September 30, 2024, our officers adopted Rule 10b5-1 trading arrangements, as follows:
−Removed: Name and Title Date Adopted Duration of Trading Arrangement Description of the Aggregate Number of Securities to be Sold Pursuant to the Arrangement
−Removed: Phillippe Lord
−Removed: Chief Executive Officer
−Removed: August 19, 2024 March 3, 2025 - March 31, 2025 Sell sufficient shares to cover taxes due on vesting of equity awards that were granted on February 28, 2022 and vest on February 28, 2025.
−Removed: Hilla Sferruzza
−Removed: Executive Vice President and Chief Financial Officer
−Removed: August 19, 2024 March 3, 2025 - March 31, 2025 Sell sufficient shares to cover taxes due on vesting of equity awards that were granted on February 28, 2022 and vest on February 28, 2025.
+Added: During the fiscal quarter ended March 31, 2025, no director or officer adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, except for the termination noted below:
+Added: Name and Title Date Terminated Duration of Terminated Trading Arrangement Description of the Terminated Trading Arrangement
Executive Chairman
−Removed: August 19, 2024 March 3, 2025 - March 31, 2025 Sell sufficient shares to cover taxes due on vesting of equity awards that were granted on February 28, 2022 and vest on February 28, 2025.
−Removed: Clint Szubinski
−Removed: Executive Vice President and Chief Operating Officer
−Removed: August 19, 2024 March 3, 2025 - March 31, 2025 Sell sufficient shares to cover taxes due on vesting of equity awards that were granted on February 28, 2022 and vest on February 28, 2025.
−Removed: Malissia Clinton
−Removed: Executive Vice President and General Counsel
−Removed: August 19, 2024 August 12, 2025 - August 30, 2025 Sell sufficient shares to cover taxes due on vesting of equity awards that were granted on August 10, 2022 and vest on August 10, 2025.
−Removed: Javier Feliciano
−Removed: Executive Vice President and Chief People Officer
−Removed: August 19, 2024 March 3, 2025 - March 31, 2025 Sell sufficient shares to cover taxes due on vesting of equity awards that were granted on February 28, 2022 and vest on February 28, 2025.
+Added: February 18, 2025 March 3, 2025 -
+Added: March 31, 2025 Sell sufficient shares to cover taxes due on vesting of equity awards that were granted on February 28, 2022 and vest on February 28, 2025.
Description Page or Method of Filing
6 unchanged sentences
3.2 Meritage Homes Corporation Amended and Restated Bylaws Incorporated by reference to Exhibit 3.1 of Form 8-K dated June 14, 2023
−Removed: 10.1 First Supplemental Indenture (re 1.75% Convertible Senior Notes due 2028) Filed herewith
−Removed: 10.2 First Supplemental Indenture (re 3.875% Senior Notes due 2029) Filed herewith
−Removed: 10.3 Fourth Supplemental Indenture (re 5.125% Senior Notes due 2027) Filed herewith
−Removed: 22 List of Guarantor Subsidiaries Filed herewith
+Added: 4.1 Base Indenture, dated as of March 6, 2025, by among Meritage Homes Corporation, the Guarantors named therein and Regions Bank, as Trustee Incorporated by reference to Exhibit 4.1 of Form 8-K dated March 6, 2025
+Added: 4.2 Supplemental Indenture, dated as of March 6, 2025, by among Meritage Homes Corporation, the Guarantors named therein and Regions Bank, as Trustee Incorporated by reference to Exhibit 4.2 of Form 8-K dated March 6, 2025
+Added: 4.3 Form of 5.650% Senior Notes due 2035 (included in Exhibit 4.2) Incorporated by reference to Exhibit 4.3 of Form 8-K dated March 6, 2025
+Added: 10.1 Phillippe Lord - Notice of Approved 2025 Compensation* Incorporated by reference to Exhibit 10.1 of Form 8-K dated March 7, 2025
+Added: 10.2 Hilla Sferruzza - Notice of Approved 2025 Compensation* Incorporated by reference to Exhibit 10.2 of Form 8-K dated March 7, 2025
+Added: 10.3 Clint Szubinski - Notice of Approved 2025 Compensation* Incorporated by reference to Exhibit 10.3 of Form 8-K dated March 7, 2025
+Added: 10.4 Malissia Clinton - Notice of Approved 2025 Compensation* Incorporated by reference to Exhibit 10.4 of Form 8-K dated March 7, 2025
+Added: 10.5 Javier Feliciano - Notice of Approved 2025 Compensation* Incorporated by reference to Exhibit 10.5 of Form 8-K dated March 7, 2025
+Added: 22 List of Guarantor Subsidiaries Incorporated by reference to Exhibit 22 of Form 10-K for the year ended December 31, 2024
31.1 Rule 13a-14(a)/15d-14(a) Certification of Phillippe Lord, Chief Executive Officer Filed herewith
1 unchanged sentence
32.1 Section 1350 Certification of Chief Executive Officer and Chief Financial Officer Furnished herewith
−Removed: 101.0 The following information from the Meritage Homes Corporation Quarterly Report on Form 10-Q as of and for the three months and nine months ended September 30, 2024 were formatted in Inline XBRL (Extensible Business Reporting Language):
+Added: 101.0 The following information from the Meritage Homes Corporation Quarterly Report on Form 10-Q as of and for the three months ended March 31, 2025 were formatted in Inline XBRL (Extensible Business Reporting Language):
(i) Unaudited Consolidated Balance Sheets, (ii) Unaudited Consolidated Income Statements, (iii) Unaudited Consolidated Statements of Cash Flows, and (iv) Notes to Unaudited Consolidated Financial Statements.
−Removed: 104.0 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in Inline XBRL and contained in exhibit 101.
+Added: 104.0 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, formatted in Inline XBRL and contained in exhibit 101.
+Added: * Indicates a management contract or compensation plan.
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.
5 unchanged sentences
(Duly Authorized Officer and Principal Financial Officer)
−Removed: October 31, 2024
+Added: April 25, 2025
INDEX OF EXHIBITS
6 unchanged sentences
3.2 Meritage Homes Corporation Amended and Restated Bylaws
−Removed: 10.1 First Supplemental Indenture (re 1.75% Convertible Senior Notes due 2028)
−Removed: 10.2 First Supplemental Indenture (re 3.875% Senior Notes due 2029)
−Removed: 10.3 Fourth Supplemental Indenture (re 5.125% Senior Notes due 2027)
+Added: 4.1 Base Indenture, dated as of March 6, 2025, by among Meritage Homes Corporation, the Guarantors named therein and Regions Bank, as Trustee
+Added: 4.2 Supplemental Indenture, dated as of March 6, 2025, by among Meritage Homes Corporation, the Guarantors named therein and Regions Bank, as Trustee
+Added: 4.3 Form of 5.650% Senior Notes due 2035 (included in Exhibit 4.2)
+Added: 10.1 Phillippe Lord - Notice of Approved 2025 Compensation*
+Added: 10.2 Hilla Sferruzza - Notice of Approved 2025 Compensation*
+Added: 10.3 Clint Szubinski - Notice of Approved 2025 Compensation*
+Added: 10.4 Malissia Clinton - Notice of Approved 2025 Compensation*
+Added: 10.5 Javier Feliciano - Notice of Approved 2025 Compensation*
22 List of Guarantor Subsidiaries
2 unchanged sentences
32.1 Section 1350 Certification of Chief Executive Officer and Chief Financial Officer
−Removed: 101.0 The following information from the Meritage Homes Corporation Quarterly Report on Form 10-Q as of and for the three months and nine months ended September 30, 2024 were formatted in Inline XBRL (Extensible Business Reporting Language):
+Added: 101.0 The following information from the Meritage Homes Corporation Quarterly Report on Form 10-Q as of and for the three months ended March 31, 2025 were formatted in Inline XBRL (Extensible Business Reporting Language):
(i) Unaudited Consolidated Balance Sheets, (ii) Unaudited Consolidated Income Statements, (iii) Unaudited Consolidated Statements of Cash Flows, and (iv) Notes to Unaudited Consolidated Financial Statements.
−Removed: 104.0 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in Inline XBRL and contained in exhibit 101.
+Added: 104.0 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, formatted in Inline XBRL and contained in exhibit 101.
+Added: * Indicates a management contract or compensation plan.
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.