Beazer Homes merger converts Merrill shares to $33.50

The merger terms set $33.50 per common share and valued outstanding restricted awards using that amount; unfinished performance periods were treated at target.

Rhea-AI Filing Summary

Beazer Homes USA, Inc. completed its merger with Dream Finders Homes, Inc. on October 20, 2026; Bulldogs Merger Sub, Inc. merged into Beazer, which survived as Dream Finders’ wholly owned subsidiary. At the effective time, Allan P. Merrill ceased to beneficially own Beazer common stock and ceased to be a member of its board of directors.

Each issued and outstanding common share beneficially owned by Merrill immediately before the merger converted into a right to receive $33.50 in cash per share, without interest and subject to required withholding taxes. His outstanding restricted stock awards and performance-based restricted stock awards were canceled and converted into cash rights based on the number of underlying shares and that per-share consideration. For performance awards, uncompleted periods were deemed achieved at target.

Key Figures

Merger consideration per share: $33.50 in cash per share Beneficial ownership after merger: 0 shares Ownership threshold: More than 5% of outstanding shares

3 metrics

Merger consideration per share $33.50 in cash per share Each common share beneficially owned by Merrill immediately before the Effective Time converted into a right to receive this amount.

Beneficial ownership after merger 0 shares Merrill did not beneficially own any shares of Common Stock as a result of the merger.

Ownership threshold More than 5% of outstanding shares As of October 20, 2026, Merrill ceased to beneficially own more than this threshold.

Key Terms

Merger Consideration, Company RSA, Company Performance-Based RSA, Effective Time

4 terms

Merger Consideration financial

"multiplied by (B) 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

"each, a Company RSA"

Company Performance-Based RSA financial

"each, a Company Performance-Based RSA"

Effective Time technical

"occurrence of the effective time of the Merger"

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

FAQ

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

What did Allan P. Merrill's BZH common shares convert into?

Each issued and outstanding share of Common Stock he beneficially owned immediately before the October 20, 2026 Effective Time converted into a right to receive $33.50 in cash per share, without interest and subject to required withholding taxes.

How were Allan P. Merrill's BZH performance-based restricted stock awards treated?

Each outstanding award was canceled and converted into a right to receive cash based on the total number of shares subject to the award multiplied by the $33.50 Merger Consideration, less applicable withholding taxes. Performance conditions for any uncompleted periods were deemed achieved at target.

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

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Available on EDGAR 10/20/2026 - 09:05 AM EDT Accepted by SEC EDGAR 10/20/2026 - 09:04 AM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Beazer Homes USA, Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

07556Q881

(CUSIP Number)

Allan P. Merrill
2002 Summit Blvd NE, 15th Floor,
Atlanta, GA, 30319
(770) 829-3700

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/20/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 07556Q881

1

Name of reporting person

Allan P. Merrill

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.00 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.001 par value per share
(b)	Name of Issuer: Beazer Homes USA, Inc.
(c)	Address of Issuer's Principal Executive Offices: 2002 Summit Blvd NE, 15th Floor, Atlanta, GEORGIA , 30319.
Item 1 Comment: Explanatory Note: This Amendment No. 1 to Schedule 13D ("Amendment No. 1") amends and supplements the Schedule 13D as initially filed with the Securities and Exchange Commission (the "SEC") by Allan P. Merrill on November 24, 2025 (the "Schedule 13D"), which Schedule 13D relates to the common stock, $0.001 par value per share ("Common Stock"), of Beazer Homes USA, Inc., a Delaware corporation (the "Issuer"). Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable.
Item 4.	Purpose of Transaction
	The information contained in Item 4 of the Schedule 13D is hereby supplemented by adding the following sentence to the end thereof: On October 20, 2026, pursuant to the terms of the Agreement and Plan of Merger, dated as of August 6, 2026 (the "Merger Agreement"), by and among Dream Finders Homes, Inc., a Texas corporation ("Parent"), Bulldogs Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and the Issuer, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger as a wholly owned subsidiary of Parent. As a result of the occurrence of the effective time of the Merger (the "Effective Time"), Mr. Merrill ceased to have beneficial ownership of any shares of Common Stock. In connection with the consummation of the Merger, at the Effective Time, Mr. Merrill ceased to be a member of the board of directors of the Issuer.
Item 5.	Interest in Securities of the Issuer
(a)	The information contained in Item 5(a) of the Schedule 13D is hereby amended to read in its entirety as follows: As a result of the Merger, Mr. Merrill does not beneficially own any shares of Common Stock.
(b)	The information contained in Item 5(b) of the Schedule 13D is hereby amended to read in its entirety as follows: As a result of the Merger, Mr. Merrill does not beneficially own any shares of Common Stock.
(c)	The information contained in Item 5(c) of the Schedule 13D is hereby amended to read in its entirety as follows: At the Effective Time, pursuant to the terms of the Merger Agreement, (i) each share of Common Stock beneficially owned by Mr. Merrill that was issued and outstanding immediately prior to the Effective Time was converted into the right to receive $33.50 in cash, without interest (the "Merger Consideration"), and subject to any required withholding taxes, (ii) each restricted stock award granted under the Issuer's equity plans (each, a "Company RSA") beneficially owned by Mr. Merrill 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, and (iii) each performance-based restricted stock award granted under the Issuer's equity plans (each, a "Company Performance-Based RSA") beneficially owned by Mr. Merrill 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 Performance-Based RSA (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.
(d)	The information contained in Item 5(d) of the Schedule 13D is hereby amended to read in its entirety as follows: Not applicable.
(e)	The information contained in Item 5(e) of the Schedule 13D is hereby amended to read in its entirety as follows: As of October 20, 2026, the Mr. Merrill ceased to beneficially own more than 5% of the outstanding shares of Common Stock.
Item 7.	Material to be Filed as Exhibits.
	The information contained in Item 7 of the Schedule 13D is hereby amended to read in its entirety as follows: 99.1 Form of 2014 Long-Term Incentive Plan Award Agreement for Restricted Stock Awards (Named Executive Officers) (incorporated herein by reference to Exhibit 10.21 of the Issuer's Form 10-K filed on November 13, 2014). https://www.sec.gov/Archives/edgar/data/915840/000091584014000043/bzh-9302014x10kex1021.htm 99.2 Form of 2014 Long-Term Incentive Plan Award Agreement for Performance Shares (Named Executive Officers) (incorporated herein by reference to Exhibit 10.2 of the Issuer's Form 10-Q for the quarter ended December 31, 2017). https://www.sec.gov/Archives/edgar/data/915840/000091584018000016/bzh-123117ex102.htm 99.3 Agreement and Plan of Merger, dated as of August 6, 2026, by and among Dream Finders Homes, Inc., Bulldogs Merger Sub, Inc. and the Issuer (incorporated by reference to Exhibit 2.1 of the Issuer's Form 8-K filed on August 7, 2026. https://www.sec.gov/Archives/edgar/data/915840/000110465926092299/tm2622398d1_ex2-1.htm

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Allan P. Merrill

Signature:	/s/ Allan P. Merrill
Name/Title:	Allan P. Merrill
Date:	10/20/2026