KB Home CEO gets PSU shares, with tax withholding

KB Home Chief Executive Officer Jeffrey T. Mezger reported two stock transactions involving the company’s common stock.

Rhea-AI Filing Summary

KB Home Chief Executive Officer Jeffrey T. Mezger reported two stock transactions involving the company’s common stock. He acquired 249,005 shares at no cost through the vesting of performance-based restricted stock units that were originally granted on November 14, 2022 and tied to multi-year financial performance goals. In a related move, 106,699 shares at a price of $65.30 per share were disposed of back to KB Home to cover tax withholding obligations from this vesting, leaving him with 1,894,234 directly held shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider MEZGER JEFFREY T

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	249,005	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	106,699	$65.30	$6.97M

Holdings After Transaction: Common Stock — 1,894,234 shares (Direct)

Footnotes (2)

1. F1. Represents shares of common stock granted pursuant to the vesting of performance-based restricted stock units ("PSUs") that were initially awarded to the reporting person on November 14, 2022. The management development and compensation committee of the issuer's board of directors determined the number of vested shares based on the issuer's achieving certain levels of cumulative adjusted earnings per share, average adjusted return on invested capital, and revenue growth (relative to a peer group) over the three-year period of December 1, 2022 to November 30, 2025, per the terms of the PSUs.
2. F2. Disposition of common stock to the issuer solely to cover tax withholding obligations arising from the grant of common stock pursuant to the above-described vesting of PSUs.

FAQ

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

What did KBH CEO Jeffrey Mezger report in this Form 4 filing?

Jeffrey Mezger reported vesting of performance-based stock units and related tax withholding. He received 249,005 KB Home common shares from PSU vesting and used 106,699 shares, returned to the issuer, to satisfy tax obligations arising from that grant.

How many KBH shares did the CEO acquire from PSU vesting?

He acquired 249,005 KB Home common shares through the vesting of previously granted performance-based restricted stock units. These PSUs were tied to multi-year metrics, including cumulative adjusted earnings per share, adjusted return on invested capital, and revenue growth versus a peer group.

Why were 106,699 KBH shares disposed of in this Form 4?

The 106,699 KB Home shares were delivered back to the issuer solely to cover tax withholding obligations from the PSU-related stock grant. This is a tax-withholding disposition, not an open-market sale, and is coded as an “F” transaction in the filing.

What performance period governed the vested KBH PSUs for the CEO?

The vested PSUs covered a three-year performance period from December 1, 2022 to November 30, 2025. Vesting depended on KB Home achieving specific targets for cumulative adjusted earnings per share, average adjusted return on invested capital, and revenue growth relative to a designated peer group.

How many KBH shares does the CEO hold after these transactions?

After the tax-withholding disposition, Jeffrey Mezger directly holds 1,894,234 KB Home common shares. This figure reflects the net shares remaining in his direct ownership following both the PSU-related stock grant and the associated share delivery to satisfy withholding taxes.

Are the KBH CEO’s PSU vesting conditions disclosed in this Form 4?

Yes. The footnotes explain that the management development and compensation committee determined vested shares based on KB Home’s cumulative adjusted earnings per share, average adjusted return on invested capital, and revenue growth performance relative to peers over the specified three-year period.

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Accepted by SEC EDGAR 02/24/2026 - 04:59 PM Learn about SEC filing dates

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^*

MEZGER JEFFREY T

(Last) (First) (Middle)

C/O KB HOME, 10990 WILSHIRE BOULEVARD

7TH FLOOR

(Street)

LOS ANGELES CA 90024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KB HOME [ KBH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		A		249,005(1)	A	$0	2,000,933	D
Common Stock	02/20/2026		F		106,699(2)	D	$65.3	1,894,234	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

Explanation of Responses:

1. Represents shares of common stock granted pursuant to the vesting of performance-based restricted stock units ("PSUs") that were initially awarded to the reporting person on November 14, 2022. The management development and compensation committee of the issuer's board of directors determined the number of vested shares based on the issuer's achieving certain levels of cumulative adjusted earnings per share, average adjusted return on invested capital, and revenue growth (relative to a peer group) over the three-year period of December 1, 2022 to November 30, 2025, per the terms of the PSUs.

2. Disposition of common stock to the issuer solely to cover tax withholding obligations arising from the grant of common stock pursuant to the above-described vesting of PSUs.

Remarks:

	Tony Richelieu, Attorney-in-Fact for Jeffrey T. Mezger	02/24/2026
	** 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).
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