Every 8-K that Dream Finders Homes, Inc. (DFH) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow DFH and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full DFH filings page.
Dream Finders Homes, Inc. (DFH) entered into Subscription Agreements with institutional investors for a private placement of 225,000 shares of newly created Series B Convertible Preferred Stock, with a $1,000 initial liquidation preference per share, raising $225.0 million at a 2.5% original issue discount. Proceeds from this first closing on September 14, 2026 were used to redeem all outstanding Series A Convertible Preferred Stock for approximately $154.3 million, with the balance for general corporate purposes.
The investors also committed to purchase up to 450,000 additional Series B shares at the same terms after conditions to the Beazer Homes merger are satisfied, to help fund the merger consideration and for general corporate purposes. The Series B carries a 12.0% cumulative dividend (step-up to a maximum 15.0%), is non-convertible for six years except upon a Fundamental Change or certain covenant breaches, and then converts at a 20% discount to the 90-day average price, subject to a $4.19 floor and NYSE 19.99% issuance cap. The preferred ranks senior to common stock, includes strong protective and minority consent rights, information rights, transfer and ownership limits (including a 4.99% beneficial ownership cap, adjustable to 19.99%), and is supported by investor rights, registration rights and a voting agreement under which Patrick Zalupski commits his controlling stake to support shareholder approval for conversion-related issuances.
Dream Finders Homes, Inc. (DFH) reports that its Board of Directors approved amendments to the company’s 2021 Equity Incentive Plan. The amendments include an exception to the non-employee director compensation limit, allowing up to $400,000 per fiscal year for a non-employee director serving as Chairman, Co-Chairman, Lead Director or a similar role, as determined by the Board.
Additional administrative changes make Texas the governing law for the plan and modify the definition of “Fair Market Value” to allow greater flexibility in how the Class A Common Stock price is used for plan valuation. The administrative amendments are effective as of August 20, 2026. The change to the director compensation limit was approved on August 20, 2026 by written consent of a holder of a majority of the voting power of the outstanding common stock and will become effective at least 20 calendar days after an Information Statement on Schedule 14C is first mailed or otherwise furnished to shareholders.
Dream Finders Homes, Inc. outlines its expected capital structure following the planned merger in which Bulldogs Merger Sub, Inc. will merge with Beazer Homes USA, Inc., leaving Beazer as a wholly owned subsidiary. The company expects to maintain its existing unsecured revolving credit facility with aggregate commitments of $1.5 billion, including a $25 million letter-of-credit sub-facility, with an accordion feature permitting an increase in commitments up to $2.0 billion subject to additional lender commitments and customary conditions.
Total senior unsecured notes outstanding on a consolidated basis are expected to be about $1.3 billion, including Dream Finders’ 8.250% 2028 and 6.875% 2030 notes (a combined $600 million as of June 30 2026) and Beazer’s 7.500% 2031 and 8.000% 2032 notes (a combined $650 million as of June 30 2026), after an anticipated redemption of Beazer’s 7.250% 2029 notes in the amount of $350 million. The company expects approximately $80 million of junior subordinated notes and about $675 million of redeemable preferred stock outstanding, including roughly $225 million to refinance its Series A Convertible Preferred Stock and about $450 million to be issued in connection with the merger. It states it was in compliance with debt covenants as of June 30 2026 and expects to remain in compliance at and following the merger, while cautioning that financing terms and other forward‑looking elements may change.
Dream Finders Homes, Inc. plans to redeem all outstanding shares of its Series A Convertible Preferred Stock. The company stated it will redeem 150,000 preferred shares on September 14, 2026 at a redemption price of $1,028.50 per share, for a cumulative redemption amount of approximately $154.3 million. The company clarified that this disclosure does not itself serve as the formal notice of redemption, which will be provided separately to holders of the preferred shares.
Dream Finders Homes, Inc. agreed to acquire Beazer Homes USA, Inc. in an all-cash merger in which Beazer shareholders will receive $33.50 per share, valuing the target at about $2.2 billion and implying a 0.8x price-to-book multiple. Beazer will become a wholly owned subsidiary, and the combined builder is described as the sixth-largest in the U.S., with combined total revenue of $6.6 billion and operations across 26 markets and roughly 520 active communities.
Management highlights expected annual run-rate cost synergies of over $100 million and double-digit percentage EPS accretion in the first year after closing. Closing is targeted for the fourth quarter of 2026, subject to Beazer stockholder approval, antitrust clearance and other customary conditions, and is not subject to a financing condition. Dream Finders has obtained commitments for a $900 million bridge loan facility, an $800 million land bank facility and a $450 million convertible preferred equity investment to help fund the deal. Beazer would owe a $31.3 million termination fee in certain circumstances, and Dream Finders reaffirmed its 2026 outlook of approximately 9,250 home closings on a standalone basis.
Dream Finders Homes reported second quarter 2026 results with record net sales and closings but lower revenue and earnings year over year. Net sales rose 15% to 2,232 homes and home closings increased 3% to a record 2,290, while the cancellation rate improved to 11.1% from 14.0%.
Homebuilding revenues were $1.0 billion versus $1.1 billion a year earlier as the average sales price declined to $438,171. Homebuilding gross margin compressed to 14.2% (adjusted 24.2%). Pre-tax income was $37 million versus $74 million, and net income attributable to DFH was $28 million, or $0.27 per basic share, compared with $57 million, or $0.57.
As of June 30, 2026, backlog was 2,319 homes valued at $1.2 billion, active communities increased to 353, and total liquidity was $605 million. Net homebuilding debt to net capitalization was 46.5%. The company repurchased 1,012,621 Class A shares for $15 million and reiterated full-year guidance of approximately 9,250 home closings.
Dream Finders Homes, Inc. expanded its Board of Directors from five to seven members and appointed Richard Beckwitt and Steven Fischer as directors, effective July 13, 2026. Beckwitt was named Co-Chairman alongside Founder, President and CEO Patrick Zalupski.
Fischer joined the Audit Committee, replacing Megha Parekh, and the Board determined he qualifies as an audit committee financial expert. Both Beckwitt and Fischer were deemed independent under NYSE rules. Beckwitt will receive a restricted stock award of 400,000 shares of Class A common stock, vesting annually over three years, subject to stockholder approval of an amendment to the 2021 Equity Incentive Plan, plus pre-approved private air travel reimbursements. Fischer will receive the same compensation as other non-employee directors and Audit Committee members. Press releases dated July 14 and July 17, 2026 announcing these appointments were furnished under Regulation FD.
Dream Finders Homes, Inc. has submitted a revised, non-binding proposal to acquire all outstanding shares of Beazer Homes USA in an all-cash deal at $32.00 per share. The offer is a premium of about 70% to Beazer’s undisturbed share price of $18.77 on May 8, 2026 and about 56% to its undisturbed 30‑day VWAP of $20.48.
Dream Finders previously proposed $25.75 and then $29.25 per share before increasing its bid. It has obtained “highly confident” financing letters from Kennedy Lewis, Goldman Sachs and BofA Securities and states it does not currently anticipate regulatory issues, though any transaction would require due diligence, board approvals, shareholder consents and other customary conditions.
The company says Beazer’s board has resisted engagement and sought a 12‑month standstill in an NDA, so Dream Finders is now publicly urging Beazer shareholders to press the board to negotiate. Management highlights potential strategic and financial benefits from combining the two homebuilders, including scale, complementary markets and operating synergies, but emphasizes that the outcome and terms of any transaction remain uncertain.
Dream Finders Homes, Inc. has completed a legal reincorporation from Delaware to Texas, effective June 9, 2026 at 5 p.m. Eastern Time. Each outstanding share of Delaware Class A and Class B common stock automatically converted into one corresponding share of Texas common stock with the same par value.
The company states that the move does not change its business, management, assets, liabilities, or contracts, and its Class A common stock continues to trade on the NYSE under the symbol DFH. All equity and equity-based awards similarly converted into equivalent Texas-based instruments on the same terms.
Stockholders approved the director nominees, ratified KPMG LLP as auditor for 2026, backed a non-binding say-on-pay resolution for 2025, approved the reincorporation, and supported potential conversion of Series A preferred stock into Class A common stock in accordance with NYSE rules. The board also adopted new Texas-law indemnification agreements for directors and executive officers.
Dream Finders Homes, Inc. has appointed industry veteran Clint Szubinski as Chief Operating Officer, effective June 1, 2026. He will oversee the company’s strategic vision and operational performance, working alongside National President Doug Moran as responsibilities transition.
Under an employment agreement dated June 1, 2026, Mr. Szubinski will receive a base salary of $800,000, annual bonus opportunities, and a one-time signing bonus of restricted stock valued at $6,000,000, vesting annually over three years under the 2021 Equity Incentive Plan. If the company terminates him without Cause within the first three years, he is eligible for 12 months of base salary paid over a year, continued vesting of the signing-bonus stock, and the cash portion of his bonus for the year of termination, paid in three equal annual installments, subject to a release of claims.
In the event of death, Disability or a Change of Control, he would receive 12 months of base salary paid over a year and any Accrued Unpaid Bonus, with unvested signing-bonus equity accelerating, and all unvested shares under any Bonus RSA fully vesting upon a Change of Control.
Dream Finders Homes, Inc. has publicly detailed its proposal to acquire Beazer Homes USA, Inc. in an all‑cash transaction at $25.75 per share, implying approximately $704 million of equity value. The price represents a 40% premium to Beazer’s closing share price on May 5, 2026 and a 25% premium to the 30‑day volume‑weighted average price ending that date.
Dream Finders states that Beazer’s board has rejected the proposal and declined to engage, and has released an investor presentation arguing that Beazer has underperformed peers on margins, growth, leverage and share price. Dream Finders positions itself as a stronger operator with higher growth, profitability and returns, and presents a land‑light M&A track record including 10 acquisitions over seven years.
The company also discloses support from financing partners, including a land bank financing “highly confident” letter from Kennedy Lewis and similar confidence letters from Goldman Sachs and BofA Securities regarding capital markets financing. The 8‑K furnishes the press release and investor presentation under Regulation FD, emphasizing that no definitive agreement has been reached and that any combination would remain subject to shareholder and regulatory approvals.
Dream Finders Homes, Inc. changed its independent auditor, dismissing PricewaterhouseCoopers LLP (PwC) and appointing KPMG LLP following a competitive request-for-proposal process. PwC’s audit reports on the company’s consolidated financial statements for the years ended December 31, 2025 and 2024 contained no adverse opinions, disclaimers, or qualifications.
The company states there were no disagreements with PwC on accounting principles, financial statement disclosure, or audit procedures, and no reportable events during those periods and through May 13, 2026. The audit committee selected KPMG as independent registered public accounting firm for the fiscal year ending December 31, 2026 and indicates the company had not previously consulted KPMG on accounting or auditing matters.
Dream Finders Homes, Inc. has publicly proposed acquiring all outstanding shares of Beazer Homes USA in an all-cash transaction at $25.75 per share, a premium of about 40% to Beazer’s May 5, 2026 closing price of $18.35. Based on 27,333,825 Beazer shares outstanding as of April 27, 2026, the proposal implies an equity value of roughly $704 million.
The offer is non-binding, has been unanimously approved by Dream Finders’ board, and is supported by “highly confident” financing letters from Kennedy Lewis, Goldman Sachs and BofA Securities. Dream Finders positions the deal as creating the seventh-largest U.S. homebuilder, highlighting expected cost synergies, a 100% land-light structure and minimal leverage impact, while urging Beazer’s board and shareholders to engage with the proposal.
Dream Finders Homes, Inc. reported weaker profitability for the first quarter of 2026 while delivering record sales activity. Total revenues were $887.8 million, down from $989.9 million a year earlier, as homebuilding revenues fell to $836.7 million. Net income attributable to Dream Finders dropped to $13.3 million, or $0.11 per basic share, from $54.9 million, or $0.55 per basic share, driven by lower average selling prices, higher incentives and cost pressures that reduced homebuilding gross margin to 14.5% from 19.2%. At the same time, net sales rose 19% to a record 2,408 homes and the cancellation rate improved to 7.5% from 11.7%, supporting a higher backlog of 2,377 homes valued at about $1.1 billion. Financial services revenues surged to $51.2 million, helped by the Alliant Title acquisition, with pre-tax income from that segment increasing to $9 million. The company ended March 31, 2026 with $435.4 million in cash and total liquidity of $661 million and reaffirmed full-year 2026 guidance of approximately 9,250 home closings.
Dream Finders Homes reported mixed fourth quarter and full year 2025 results, with record operational volume but weaker profitability. Full year homebuilding revenues were $4.1 billion versus $4.4 billion in 2024, while home closings ticked up to a record 8,608 homes and net sales rose 15% to 7,747.
Despite this growth, pre-tax income fell to $284 million from $438 million and net income attributable to DFH declined to $217 million, or $2.19 per basic share, from $335 million, or $3.44 per share, as margins compressed and SG&A grew. Homebuilding gross margin slipped to 17.4% from 18.3%, and net homebuilding debt to net capitalization increased to 41.8% from 33.7%. Management highlighted aggressive incentives, over $100 million in mortgage buy-downs, a larger lot pipeline, a strategic partnership involving the Sawgrass Marriott resort, and guided to approximately 9,250 home closings in 2026.
Dream Finders Homes, Inc. reported that on December 29, 2025, it released its 2024 Annual Shareholder Letter. The letter was authored by the company’s President, CEO and Chairman, Patrick Zalupski, and is available on the investor relations section of the company’s website at investors.dreamfindershomes.com. The company also notes that this communication is furnished under a Regulation FD disclosure and is not deemed filed for liability purposes under the Securities Exchange Act or automatically incorporated into other securities law filings.
Dream Finders Homes (DFH) expanded its share repurchase program, authorizing up to an additional $50.0 million of Class A common stock, bringing total authorization to $100.0 million through June 30, 2027, increased from $50.0 million through June 30, 2026.
Through November 11, 2025, the company has repurchased 1,696,063 shares for $41.2 million. Repurchases may occur via open market purchases, privately negotiated transactions, or other methods in compliance with Rule 10b-18 under the Exchange Act.
Dream Finders Homes (DFH) furnished an earnings update. On October 30, 2025, the company issued a press release with financial results for the three and nine months ended September 30, 2025. The release is provided as Exhibit 99.1 and is furnished under Item 2.02, not filed, and therefore not subject to Section 18 liabilities or incorporation by reference.
Dream Finders Homes, Inc. entered into an Indenture governing $300 million aggregate principal amount of 6.875% senior unsecured notes due September 15, 2030. Interest on these 2030 Notes is payable in cash twice a year, on March 15 and September 15, starting March 15, 2026, and the notes are fully and unconditionally guaranteed on a senior unsecured, joint and several basis by certain subsidiaries.
The company may redeem portions of the notes before September 15, 2027 at a premium, including up to 40% at 106.875% using specified equity offering proceeds, and later redemptions step down from 103.438% to par through 2029. If a defined Change of Control occurs, holders can require the company to repurchase their notes at 101% of principal plus accrued interest.
The Indenture includes covenants that limit additional debt, certain dividends and share repurchases, asset sales, investments, liens, affiliate transactions and certain mergers, with many restrictions falling away if the notes are rated investment grade by both Moody’s and S&P. It also specifies detailed Events of Default tied to missed payments, covenant breaches, cross-defaults above $30 million, large unpaid judgments and certain bankruptcy events.
Dream Finders Homes, Inc. disclosed a material financing event: the company arranged an offering of debt securities due 2030 (the "2030 Notes") that will be sold in a transaction exempt from registration under the Securities Act. The Initial Purchasers intend to resell the 2030 Notes to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. The filing states the 2030 Notes are not registered under U.S. or state securities laws and cannot be offered or sold in the United States absent registration or an applicable exemption. The Purchase Agreement is filed as Exhibit 10.1 and a pricing press release is filed as Exhibit 99.1.
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.
Dream Finders Homes, Inc. entered into a Seventh Amendment to its senior unsecured revolving credit facility, increasing aggregate lender commitments to $1.475 billion, subject to a borrowing base. The amendment extends the maturity date to August 21, 2028 for lenders representing $1.240 billion of those commitments. It also raises the minimum tangible net worth covenant’s base component from $739 million to $981 million, tightening the company’s required equity cushion under the facility.
Dream Finders Homes (NYSE:DFH) filed an 8-K revealing its board has doubled the existing share-repurchase authorization to $50 million, up from $25 million approved in June 2023.
The program permits open-market or privately negotiated buybacks, compliant with Rule 10b-18, and runs through June 30, 2026. Management kept full discretion over timing, size and pricing.
- Total authorization: $50 M
- Incremental capacity added: $25 M
- Expiration unchanged
No additional financial results were provided; the filing contains standard forward-looking statements and refers investors to the most recent 10-K/10-Q for risk factors.