D.R. Horton (DHI) Insider Trims Stake; 2,150 Shares Sold

Rhea-AI Filing Summary

Form 4 alert: D.R. Horton, Inc. (DHI) director Michael R. Buchanan disclosed the sale of 2,150 common shares on 24 Jun 2025 at a weighted-average price of $127.6988, generating proceeds of roughly $274k. The transaction was coded “S,” indicating an open-market sale rather than option exercise or other derivative activity. After the trade, Buchanan’s direct ownership falls to 2,193 shares, while he continues to hold 8,136 shares indirectly through his spouse, for a combined beneficial position of 10,329 shares.

The filing notes that the price range for the sale was $127.53–$127.895; detailed breakdowns are available on request. No derivative transactions were reported, and the filing does not reference a Rule 10b5-1 trading plan.

Relative impact: the disposed shares represent roughly 49% of Buchanan’s direct stake but are immaterial versus DHI’s ~357 million shares outstanding. Insider sales can signal limited near-term enthusiasm, yet a single, modest-sized sale—worth <0.01% of daily trading volume—typically carries limited market significance. Investors may monitor future filings for any pattern of continued selling.

Positive

• None.

Negative

• Director reduced direct holdings by ~49%, which may be interpreted by some investors as a modest confidence signal downgrade.

Insights

Financial Analyst

TL;DR: Modest insider sale; signal neutral due to immaterial size vs. market cap.

Buchanan’s $274k sale trims nearly half his directly held shares, but leaves his total beneficial ownership above 10k shares. The transaction equals roughly 0.0006% of DHI’s shares outstanding and <0.3 days of average trading volume, suggesting minimal liquidity impact. No 10b5-1 plan disclosed, yet a one-off sale of this size rarely alters the earnings or housing-cycle narrative driving DHI’s valuation. I classify the event as neutral for investors, worth monitoring only if further insider selling follows.

Corporate Governance Expert

TL;DR: Governance view neutral; sale is routine and properly disclosed.

The director remains compliant with SEC Section 16 reporting requirements, filing on the trade date. Holding retention after the sale still aligns with typical board equity guidelines, preserving alignment with shareholders. Absence of derivatives or complex structures simplifies risk assessment. Unless repeated, this sale raises no governance red flags.

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

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^*

BUCHANAN MICHAEL R

(Last) (First) (Middle)

1341 HORTON CIRCLE

(Street)

ARLINGTON TX 76011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HORTON D R INC /DE/ [ DHI ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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

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

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

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	06/24/2025		S		2,150	D	$127.6988(1)	2,193(2)	D
Common Stock								8,136(2)	I	Held by Mr. Buchanan's wife.

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. The price reported in Column 4 is a weighted average price. The prices actually received ranged from $127.53 to $127.895. The reporting person has provided to the issuer and will provide any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

2. Following all transactions listed on this Form 4, Mr. Buchanan directly owns 2,193 shares of DHI common stock and indirectly holds 8,136 shares of DHI common stock.

	/s/ Michael R. Buchanan	06/24/2025
	** 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.

FAQ

How many DHI shares did Director Michael R. Buchanan sell on 24 Jun 2025?

He sold 2,150 shares of D.R. Horton common stock.

At what price were the DHI shares sold according to the Form 4?

The weighted-average sale price was $127.6988, with individual trades ranging from $127.53 to $127.895.

What is Buchanan’s remaining ownership in DHI after the transaction?

He directly owns 2,193 shares and indirectly owns 8,136 shares, totaling 10,329 shares.

Did the filing mention a Rule 10b5-1 trading plan?

No. The Form 4 does not state that the sale was executed under a 10b5-1 plan.

Is this insider sale considered material for D.R. Horton shareholders?

Given the small size relative to DHI’s 357 million shares outstanding, the sale is not considered materially impactful.