DHI Form 4: 264 RSUs vested for director Barbara Smith

Rhea-AI Filing Summary

Barbara Smith, a director of D.R. Horton, reported receipt of shares from the vesting of restricted stock units. The filing shows that on 08/26/2025 264 restricted stock units converted into 264 shares of DHI common stock under Transaction Code M. After this conversion, the reporting person beneficially owned 1,056 shares directly. The form notes that 1,320 restricted stock units were originally granted on 08/26/2024 and vest in five annual installments beginning 08/26/2025, and each restricted stock unit converts into one share of common stock.

Positive

• Vesting occurred as scheduled: 264 RSUs converted to 264 shares on 08/26/2025, consistent with the grant's five-year vesting timetable.
• Clear disclosure: The Form 4 provides specific counts and the change in direct beneficial ownership (1,056 shares after conversion).

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received annual RSU vesting; 264 RSUs converted to 264 shares, reflecting routine compensation vesting.

This Form 4 documents a standard director equity compensation event: the conversion of vested restricted stock units into common shares. The filing cites a 08/26/2024 grant of 1,320 RSUs that vest in five annual installments beginning 08/26/2025, and the report shows the first installment of 264 RSUs converted on 08/26/2025. Such vesting schedules are commonly used to align director incentives with long-term shareholder value. The filing provides the current direct beneficial ownership position of 1,056 shares following the conversion and includes an attorney-in-fact signature.

Securities Analyst

TL;DR: Transaction is a non-cash, routine conversion of RSUs to shares with no price paid, indicating compensation realization rather than market purchase.

The derivative table shows the conversion of 264 restricted stock units into 264 shares at a $0 price, consistent with RSU vesting rather than a purchased option exercise. Transaction Code M denotes a conversion/exchange event. The report documents ownership after the transaction but does not disclose cash proceeds or sales. This is a routine disclosure of insider equity changes under Section 16.

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
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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^*

Smith Barbara

(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)
08/26/2025

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	08/26/2025		M		264	A	(1)	264	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
Restricted Stock Unit	(1)	08/26/2025		M			264	(2)	(2)	Common Stock	264	$0	1,056	D

Explanation of Responses:

1. Each restricted stock unit converts into one share of DHI common stock.

2. On August 26, 2024, the reporting person was granted 1,320 restricted stock units, vesting in five annual installments beginning August 26, 2025.

	/s/ Thomas B. Montano, Attorney-in-Fact	08/27/2025
	** 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

What insider transaction did DHI director Barbara Smith report on Form 4?

The filing reports that on 08/26/2025 264 restricted stock units converted into 264 shares of DHI common stock (Transaction Code M).

How many restricted stock units were originally granted to the reporting person?

The filing states that 1,320 restricted stock units were granted on 08/26/2024, vesting in five annual installments beginning 08/26/2025.

What is the reporting person’s beneficial ownership after the transaction?

Following the reported transaction, the reporting person beneficially owned 1,056 shares directly.

Did the reporting person pay a purchase price to receive these shares?

The derivative table shows the conversion at a $0 price, consistent with RSU vesting rather than a cash purchase.

Who signed the Form 4 filing?

The filing is signed by Thomas B. Montano, Attorney-in-Fact on behalf of the reporting person on 08/27/2025.