STOCK TITAN

Lennar (NYSE: LEN) CEO Stuart Miller receives stock grants, withholds shares

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Lennar Corporation Executive Chairman and CEO Stuart A. Miller, who is also a 10% owner, reported equity awards and related share withholding in Class A common stock on January 20, 2026. He received 161,083 shares of Class A common stock subject to performance-based vesting over a three-year performance period and 69,035 shares of Class A common stock that vest in three equal installments on February 14, 2027, 2028, and 2029. Both grants were recorded at $0.00 per share and are subject to forfeiture under their terms. In connection with a restricted stock grant on January 20, 2026, 25,913 Class A shares were surrendered to Lennar at $115.16 per share to satisfy tax withholding under a Rule 10b5-1 plan. After these transactions, Miller directly held 1,168,244 Class A shares and 121,322 Class B shares, with additional Class A and Class B shares reported as indirectly held through various trusts and ESOP-related accounts.

Positive

  • None.

Negative

  • None.
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*
MILLER STUART A

(Last) (First) (Middle)
5505 WATERFORD DISTRICT DRIVE

(Street)
MIAMI FL 33126

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LENNAR CORP /NEW/ [ LEN, LEN.B ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman & CEO
3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026
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
Class A Common Stock 01/20/2026 A 161,083(1) A $0.00 1,125,122 D
Class A Common Stock 01/20/2026 A 69,035(2) A $0.00 1,194,157 D
Class A Common Stock 01/20/2026 F 25,913(3) D $115.16 1,168,244 D
Class B Common Stock 121,322 D
Class A Common Stock 2,695 I By GRAT 1(4)
Class A Common Stock 200,000 I By GRAT 2(5)
Class A Common Stock 500,000 I By GRAT 3(6)
Class A Common Stock 14,476 I By Trust(7)
Class A Common Stock 20,607 I By ESOP Trust(8)
Class B Common Stock 2,600 I By ESOP Trust(8)
Class B Common Stock 21,619,137 I By Family Trust(7)
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 shares of Class A common stock granted are subject to performance-based vesting conditions over a three-year performance period. The grant is subject to forfeiture in accordance with its terms.
2. The shares of Class A common stock granted vest in three equal amounts on each of February 14, 2027, February 14, 2028, and February 14, 2029. The grants are subject to forfeiture in accordance with their terms.
3. Surrendered shares to the Company pursuant to a 10b5-1 plan to satisfy withholding obligations due to a grant of restricted stock on January 20, 2026.
4. These shares are held by a Grantor Retained Annuity Trust ("GRAT 1") of which Mr. Miller is the sole beneficiary and sole annuitant, as well as the trustee. Mr. Miller continues to report beneficial ownership of all of the Lennar Class A common stock held by GRAT 1 but disclaims beneficial ownership except to the extent of his pecuniary interest therein.
5. These shares are held by a Grantor Retained Annuity Trust ("GRAT 2") of which Mr. Miller is the sole beneficiary and sole annuitant, as well as the trustee. Mr. Miller continues to report beneficial ownership of all of the Lennar Class A common stock held by GRAT 2 but disclaims beneficial ownership except to the extent of his pecuniary interest therein.
6. These shares are held by a Grantor Retained Annuity Trust ("GRAT 3") of which Mr. Miller is the sole annuitant, as well as the trustee. Mr. Miller continues to report beneficial ownership of all of the Lennar Class A common stock held by GRAT 3 but disclaims beneficial ownership except to the extent of his pecuniary interest therein.
7. Mr. Miller has sole voting and investment power with respect to these shares, even though he has only limited pecuniary interest in these shares. Mr. Miller disclaims beneficial ownership of these shares except to the extent of such pecuniary interest.
8. Represents the number of shares indirectly held by the Reporting Person, as reflected in the Reporting Person's Employee Stock Ownership Plan ("ESOP") account on December 31, 2025.
/s/ Mark Liberman as attorney-in-fact for Stuart Miller 01/22/2026
** 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).
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 transactions did Lennar (LEN) CEO Stuart Miller report on January 20, 2026?

Stuart A. Miller reported awards of 161,083 Class A shares subject to performance-based vesting and 69,035 Class A shares with time-based vesting, both at $0.00 per share, plus the surrender of 25,913 Class A shares at $115.16 per share to cover tax withholding.

How do the new Lennar Class A stock awards to Stuart Miller vest?

The 161,083 Class A shares are subject to performance-based vesting over a three-year period. The 69,035 Class A shares vest in three equal installments on February 14, 2027, February 14, 2028, and February 14, 2029, and all grants are subject to forfeiture under their terms.

Why did Stuart Miller surrender 25,913 Lennar Class A shares at $115.16?

The 25,913 Class A shares were surrendered to Lennar at $115.16 per share pursuant to a Rule 10b5-1 plan to satisfy withholding obligations arising from a restricted stock grant on January 20, 2026.

How many Lennar shares does Stuart Miller directly own after these Form 4 transactions?

Following the reported transactions, Stuart Miller directly owned 1,168,244 shares of Class A common stock and 121,322 shares of Class B common stock.

What Lennar shares are reported as indirectly held by Stuart Miller through trusts and ESOP?

Indirect holdings reported include 2,695 Class A shares by GRAT 1, 200,000 Class A shares by GRAT 2, 500,000 Class A shares by GRAT 3, 14,476 Class A shares by a trust, 20,607 Class A shares by an ESOP trust, 2,600 Class B shares by an ESOP trust, and 21,619,137 Class B shares by a family trust, with various footnotes describing Miller’s pecuniary interest and control.

What is Stuart Miller’s role at Lennar Corporation as disclosed in this Form 4?

Stuart A. Miller is disclosed as Executive Chairman & CEO of Lennar Corporation and is also reported as a director and a 10% owner.

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