Beazer Homes CEO disposes of 1.25M merger shares

The merger terms converted common stock and restricted stock awards into rights to cash, with uncompleted performance periods treated as achieved at target.

Rhea-AI Filing Summary

Beazer Homes USA Inc. (BZH) Chairman, President and CEO Allan P. Merrill reported disposition to the issuer of 1,245,717 common shares on October 20, 2026, under its merger with Dream Finders Homes, Inc.; each share was cancelled and converted into the right to receive $33.50 in cash, without interest, subject to applicable withholding taxes. The report also lists 139,939 shares subject to restricted stock awards and 186,785 shares subject to performance-based restricted stock awards, cancelled and converted into cash rights less applicable taxes. Uncompleted performance periods were deemed achieved at target.

Insider Trade Summary

Disposition: 1,572,441 shares

Disposition 3 txns

Insider MERRILL ALLAN P

Role Chairman, President and CEO

Type	Security	Shares	Price	Value
Disposition	Common Stock F1, F2	1,245,717	--	--
Disposition	Common Stock F1, F3	139,939	--	--
Disposition	Common Stock F1, F4	186,785	--	--

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (4)

1. F1. This Form 4 reports transactions in securities of Beazer Homes USA, Inc. (the "Company") pursuant to the Agreement and Plan of Merger, dated as of August 6, 2026 (the "Merger Agreement"), by and among the Company, Dream Finders Homes, Inc. ("Parent") and Bulldogs Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent.
2. F2. At the effective time of the Merger (the "Effective Time"), each outstanding share of Company common stock, par value $0.001 per share ("Common Stock"), reported in this Form 4 was cancelled and automatically converted into the right to receive $33.50 in cash, without interest, subject to any applicable withholding taxes (such amount per share, the "Merger Consideration").
3. F3. Immediately prior to the Effective Time, each of these restricted stock awards ("Company RSA"), whether vested or unvested, that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash (without interest) equal to the product of (A) the aggregate number of shares of Common Stock subject to such Company RSA, multiplied by (B) the Merger Consideration, less applicable taxes required to be withheld with respect to such payment.
4. F4. Immediately prior to the Effective Time, each of these performance-based restricted stock awards ("Company PSA"), whether vested or unvested, that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash (without interest) equal to the product of (A) the total number of shares of Common Stock subject to such Company PSA (with the performance conditions for any uncompleted periods deemed achieved at target level), multiplied by (B) the Merger Consideration, less applicable taxes required to be withheld with respect to such payment.

Key Figures

Common shares disposed: 1,245,717 shares Merger consideration: $33.50 per share Shares subject to restricted stock awards: 139,939 shares +1 more

4 metrics

Common shares disposed 1,245,717 shares October 20, 2026 merger transaction

Merger consideration $33.50 per share Cash consideration for each outstanding common share

Shares subject to restricted stock awards 139,939 shares October 20, 2026 merger transaction

Shares subject to performance-based restricted stock awards 186,785 shares October 20, 2026 merger transaction

Key Terms

Merger Consideration, Company RSA, Company PSA

3 terms

Merger Consideration financial

"such amount per share, the "Merger Consideration""

Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.

Company RSA financial

"restricted stock awards ("Company RSA")"

Company PSA financial

"performance-based restricted stock awards ("Company PSA")"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many BZH common shares did Allan P. Merrill report disposing of?

Allan P. Merrill reported disposition of 1,245,717 Beazer Homes USA common shares on October 20, 2026. Under the merger terms, each share was cancelled and converted into the right to receive $33.50 in cash, without interest, subject to applicable withholding taxes.

How were BZH performance-based restricted stock awards treated in the merger?

The report lists 186,785 shares subject to performance-based restricted stock awards. The awards were cancelled and converted into a right to receive a cash amount based on the shares subject to each award and the merger consideration, less applicable withholding taxes; uncompleted performance periods were deemed achieved at target.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/20/2026 - 09:14 AM EDT Accepted by SEC EDGAR 10/20/2026 - 09:13 AM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MERRILL ALLAN P

(Last) (First) (Middle)

2002 SUMMIT BLVD.

15TH FLOOR

(Street)

ATLANTA GEORGIA 30319

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
BEAZER HOMES USA INC [ BZH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/20/2026		D		1,245,717	D	(1)(2)	326,724	D
Common Stock	10/20/2026		D		139,939	D	(1)(3)	186,785	D
Common Stock	10/20/2026		D		186,785	D	(1)(4)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This Form 4 reports transactions in securities of Beazer Homes USA, Inc. (the "Company") pursuant to the Agreement and Plan of Merger, dated as of August 6, 2026 (the "Merger Agreement"), by and among the Company, Dream Finders Homes, Inc. ("Parent") and Bulldogs Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent.

2. At the effective time of the Merger (the "Effective Time"), each outstanding share of Company common stock, par value $0.001 per share ("Common Stock"), reported in this Form 4 was cancelled and automatically converted into the right to receive $33.50 in cash, without interest, subject to any applicable withholding taxes (such amount per share, the "Merger Consideration").

3. Immediately prior to the Effective Time, each of these restricted stock awards ("Company RSA"), whether vested or unvested, that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash (without interest) equal to the product of (A) the aggregate number of shares of Common Stock subject to such Company RSA, multiplied by (B) the Merger Consideration, less applicable taxes required to be withheld with respect to such payment.

4. Immediately prior to the Effective Time, each of these performance-based restricted stock awards ("Company PSA"), whether vested or unvested, that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash (without interest) equal to the product of (A) the total number of shares of Common Stock subject to such Company PSA (with the performance conditions for any uncompleted periods deemed achieved at target level), multiplied by (B) the Merger Consideration, less applicable taxes required to be withheld with respect to such payment.

Remarks:

	/s/ Kristi O. Crawford, Attorney-in-Fact	10/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)