Dream Finders Homes (NYSE: DFH) targets up to $300M in 2030 senior notes

Rhea-AI Filing Summary

Dream Finders Homes, Inc. disclosed that it intends to offer, subject to market and other conditions, up to $300 million aggregate principal amount of unsecured senior notes due 2030 in a private placement. The notes, referred to as the 2030 Notes, are expected to be offered to eligible investors under Rule 144A and Regulation S under the Securities Act of 1933.

The company emphasized that the 2030 Notes have not been, and will not be, registered under the Securities Act or state securities laws, meaning they can only be offered or sold under an applicable exemption from registration. The announcement was made through a press release, which is included as an exhibit.

Insights

Corporate finance analyst

DFH plans a private offering of up to $300 million in 2030 notes.

Dream Finders Homes signaled a significant potential financing move by announcing an intended private offering of up to $300 million in unsecured senior notes due 2030. Unsecured senior notes rank ahead of equity but behind secured debt, so they represent a standard corporate borrowing tool rather than asset-backed financing.

The placement will be conducted under Rule 144A and Regulation S, which limits primary buyers to qualified institutional and certain non‑U.S. investors. Because the notes are not registered under the Securities Act, any secondary trading in the United States depends on holders relying on exemptions rather than public market liquidity.

The actual impact will depend on final terms such as interest rate, covenants, and any refinancing or growth uses described in the related press release and subsequent disclosures. Investors can assess the importance of this capital structure move once pricing and final size of the 2030 Notes are known.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

0001825088FALSE00018250882025-09-022025-09-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): September 2, 2025

Dream Finders Homes, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-39916

85-2983036

(State or other jurisdiction of incorporation)

(Commission  File Number)

(I.R.S. Employer  Identification No.)

14701 Phillips Highway, Suite 300 Jacksonville, Florida						32256
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (904) 644-7670

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Class A Common Stock			DFH			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On September 2, 2025, Dream Finders Homes, Inc. (the “Company”) issued a press release announcing its intention to offer, subject to market and other conditions, up to $300 million aggregate principal amount of unsecured senior notes due 2030 (the “2030 Notes”) in a private placement in accordance with Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The 2030 Notes have not been, and will not be, registered under the Securities Act or any state securities laws. The 2030 Notes may not be offered or sold in the United States or to, or for the benefit of, U.S. persons absent registration under, or an applicable exemption from, the registration requirements of the Securities Act and applicable state securities laws.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Number						Description
99.1						Press Release dated September 2, 2025
104						Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

Date: September 2, 2025			DREAM FINDERS HOMES, INC.
			By:			/s/ Robert E. Riva
						Robert E. Riva
						Vice President, General Counsel and Corporate Secretary

FAQ

What financing did Dream Finders Homes (DFH) announce in this 8-K?

Dream Finders Homes announced its intention to offer, subject to market and other conditions, up to $300 million aggregate principal amount of unsecured senior notes due 2030 in a private placement.

What are the key terms of the Dream Finders Homes 2030 Notes?

The company plans to offer unsecured senior notes due 2030 with an aggregate principal amount of up to $300 million. They will be offered privately under Rule 144A and Regulation S.

Will Dream Finders Homes’ 2030 Notes be registered with the SEC?

No. The 2030 Notes have not been, and will not be, registered under the Securities Act or state securities laws and can only be offered or sold under applicable registration exemptions.

Who can buy the Dream Finders Homes 2030 Notes?

The 2030 Notes are to be offered in a private placement in accordance with Rule 144A and Regulation S, generally limiting purchases to qualified institutional buyers and certain non-U.S. investors.

Is there a related press release for the Dream Finders Homes notes offering?

Yes. The company issued a press release dated September 2, 2025 describing the intended offering, which is attached as Exhibit 99.1.

Are there any restrictions on resales of the Dream Finders Homes 2030 Notes?

Yes. Because the 2030 Notes are not registered, they may not be offered or sold in the United States or to U.S. persons without registration or an applicable exemption under the Securities Act and state laws.