John Ho Exits Entire Landsea Homes Stake as $11.30 Deal Closes

Rhea-AI Filing Summary

Landsea Homes Corporation (LSEA) – Form 4 insider filing: CEO and Director John Ho disclosed the full disposition of his equity interests in connection with the company’s cash-for-stock merger.

On 06/24/2025 Ho tendered 428,673 directly held common shares and 25,082 shares held through the J and J Ho Family Trust to Lido Merger Sub, Inc. at a fixed $11.30 per-share offer price (transaction code “U”). The filing notes that the tender was executed under the Agreement and Plan of Merger dated 05/12/2025.

Subsequently, on 06/25/2025, 200,578 unvested restricted stock units (RSUs) were cancelled and converted into the right to receive cash equal to the same $11.30 consideration, reflecting the final step of the merger close-out process. After these transactions Ho reports 0 shares held either directly or indirectly.

The disclosure indicates that the merger has advanced to the stage where insider holdings have already been cashed out at the agreed price, leaving no remaining equity stake for the reporting person.

Positive

• All 654,333 shares and RSUs monetized at a guaranteed $11.30 cash price, providing definitive liquidity for affected shareholders.

Negative

• Reporting person now holds no Landsea Homes equity, eliminating insider alignment with any future residual entity performance.

Insights

Securities Analyst

TL;DR: CEO exits entire LSEA stake at $11.30 via merger, confirming deal close; impact largely neutral for public holders.

The Form 4 shows John Ho tendered 654,333 shares/RSUs at the pre-agreed $11.30 cash price. Because the disposition is merger-driven, it does not reflect discretionary insider sentiment but rather mandatory conversion terms. The filing corroborates that closing mechanics under the 05/12/2025 merger agreement are underway or complete. From a market perspective, upside or downside was likely embedded once the deal price was announced; therefore, this report is confirmatory rather than catalytic. Rating 0 (neutral).

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

X

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^*

Ho John

(Last) (First) (Middle)

C/O LANDSEA HOMES CORPORATION

1717 MCKINNEY AVENUE, SUITE 1000

(Street)

DALLAS TX 75202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Landsea Homes Corp [ LSEA ]

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)
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, par value $0.0001	06/24/2025		U		428,673(1)	D	$11.3	200,578(2)	D
Common Stock, par value $0.0001	06/24/2025		U		25,082(1)	D	$11.3	0	I	By J and J Ho Family Trust
Common Stock, par value $0.0001	06/25/2025		D		200,578(2)	D	(3)	0	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 securities tendered to Lido Merger Sub, Inc. ("Merger Sub"), a wholly owned, direct subsidiary of Lido Holdco, Inc. ("Parent") at a price of $11.30 per share (the "Offer Price").

2. Includes 200,578 unvested restricted stock units ("RSUs").

3. Pursuant to that certain Agreement and Plan of Merger, dated as of May 12, 2025 (the "Merger Agreement"), by and among the Issuer, Parent and Merger Sub, on June 25, 2025, each share of the Issuer's Common Stock not previously tendered by the Reporting Person was cancelled and converted into the right to receive an amount in cash equal to the Offer Price (the "Merger Consideration"). In addition, each RSU award was canceled and terminated and converted into the right to receive an amount in cash (without interest) equal to the product obtained by multiplying (x) the aggregate number of shares of common stock underlying such award immediately prior to the Effective Time (as defined in the Merger Agreement), by (y) the Merger Consideration.

	/s/ Kelly Rentzel, Attorney-in-fact for John Ho	06/25/2025
	** 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 did Landsea Homes CEO John Ho report in the latest Form 4?

He tendered 428,673 directly held shares, 25,082 trust-held shares, and 200,578 RSUs for $11.30 each, leaving a zero share balance.

What is the cash consideration Ho received per share?

$11.30 per common share or RSU, as stated in the merger agreement with Lido Holdco.

How many total securities were disposed of by John Ho?

A combined 654,333 shares and RSUs were converted to cash.

What transaction codes were used in the filing?

Code “U” for tender offer exchange on 06/24/2025 and code “D” for RSU cancellation on 06/25/2025.

Does John Ho retain any Landsea Homes shares after these transactions?

No. The Form 4 shows 0 shares remaining directly or indirectly owned.

What corporate action triggered the share conversion?

The Agreement and Plan of Merger dated 05/12/2025 between Landsea Homes, Lido Holdco, and Lido Merger Sub.