Legacy Housing SEC Filings

Legacy Housing Corporation reported the results of its Annual Meeting of Stockholders held on December 18, 2025. The company had 23,868,727 shares of common stock outstanding as of October 29, 2025, and holders of 20,747,424 shares were present in person or by proxy, indicating strong participation.

Stockholders elected five directors to serve one-year terms or until their successors are elected and qualified. Support levels varied by nominee, with votes "for" ranging from 14,567,637 to 19,914,446 and broker non-votes of 677,675 for each director. Stockholders also ratified the appointment of Frazier & Deeter, LLC as the company’s independent registered public accounting firm for the year ending December 31, 2025, with 20,539,201 votes for, 206,207 against, and 2,016 abstentions.

Legacy Housing Corporation will hold its Annual Meeting on December 18, 2025 at 10:00 a.m. local time at 1600 Airport Freeway, Suite 100, Bedford, Texas.

Stockholders will vote on two items: (1) elect five directors for one-year terms — Curtis D. Hodgson, Kenneth E. Shipley, Brian J. Ferguson, Skyler M. Howton and Jeffrey K. Stouder — and (2) ratify Frazier & Deeter, LLC as the independent registered public accounting firm for the year ending December 31, 2025. The Board recommends voting FOR all nominees and FOR ratification.

The record date is October 29, 2025. A quorum requires a majority of the 23,868,727 shares outstanding as of the record date. Brokers may exercise discretion only on the auditor ratification proposal.

Audit fees to Frazier & Deeter were $590,000 (2024) and $505,000 (2023). The Audit Committee reported material weaknesses in internal control over financial reporting in 2024 and noted management’s continued evaluation in 2025. The Board has three fully independent committees; Kenneth E. Shipley serves as Chairman and Interim Chief Executive Officer during the CEO search.

Legacy Housing Corporation furnished a Form 8-K to provide an update on preliminary, unaudited third-quarter 2025 product sales and deliveries of floor sections. The company reported these metrics via a press release dated November 7, 2025, which is incorporated by reference as Exhibit 99.1.

The information was furnished under Item 2.02 and is not deemed “filed” for purposes of Section 18 of the Exchange Act. Investors can review the detailed figures and context in the attached press release to understand recent sales and delivery trends.

Legacy Housing (LEGH) reported lower quarterly results. For the three months ended September 30, 2025, total net revenue was $40.5 million, down from $44.3 million a year ago, as product sales softened and other revenue declined. Net income was $8.6 million versus $15.8 million, and diluted EPS was $0.35.

Revenue mix shifted toward financing: loan portfolio interest was $10.9 million, up from $10.3 million, while product sales were $28.8 million, down from $30.2 million. Operating income fell to $9.7 million due to higher cost of product sales and SG&A. The effective tax rate decreased to 15.7% in the quarter, reflecting §45L energy-efficient home credits and a $5.0 million federal tax credit purchased at a discount.

Cash rose to $13.6 million from $1.1 million at year-end, with $18.1 million provided by operating activities year-to-date. The $50 million secured revolver had no outstanding balance, and the company was in compliance with covenants. Consumer loans receivable grew to $192.3 million (net $188.1 million) with total past due at 2.7% of the portfolio; repossessed homes increased to $9.7 million. Shares outstanding were 23,868,727 as of November 7, 2025.

Legacy Housing Corporation reported two governance updates. The Board approved amendments to the company’s Bylaws on October 29, 2025, in connection with recent changes to the Texas Business Organizations Code. The amendments are effective as of that date and the full texts are filed as Exhibits 3.2, 3.3, and 3.4, with the current Bylaws filed as Exhibit 3.1.

The Board also appointed co‑founder Curtis D. Hodgson as Executive Chairman of the Board, effective October 29, 2025. Hodgson has served as a director since January 2018 and previously held the Executive Chairman role from January 2022 to December 2024. Kenneth E. Shipley, who served as Chairman prior to this appointment, will continue as a Board member.

Legacy Housing Corporation filed a Form 8-K reporting a press release issued on October 10, 2025. The filing identifies the document as an interactive data cover page and is signed by Kenneth E. Shipley in his capacity as Interim Chief Executive Officer. The 8-K notes the press release was issued from Bedford, Texas, and references the company contact phone number. The filing does not include the text of the press release or financial tables within the provided content.

Legacy Housing Corporation filed an 8-K under Item 5.02 reporting a change in its officer roster. The filing names Kenneth E. Shipley as Interim Chief Executive Officer and is dated October 9, 2025. The Item heading references departures and elections of directors or certain officers, and the document lists Mr. Shipley’s interim title and the company signatory role. No additional details about the predecessor, any compensatory arrangements, or timing beyond the date shown are provided.