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MHO Form 4: Bruce Soll Receives 205 Phantom Units Convertible to Shares

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bruce A. Soll, a director of M/I Homes, Inc. (MHO), received 205 Phantom Stock Units as board compensation under the company's Director Deferral Plan. The units are 1-for-1 convertible into common shares and are to be settled in common stock upon the earlier of the date specified in Mr. Soll's deferral notice or his termination of service as a director. The reported exercise/settlement reference price for the units is $139.93 and, after this grant, Mr. Soll beneficially owns 3,445 common shares directly.

The filing documents a routine, non-derivative equity compensation award for board service that increases the reporting person's direct share ownership and creates a contingent right to receive common shares in the future under the Plan.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine director equity award increases direct ownership by 205 shares (1-for-1 phantom units), limited immediate market impact.

The 205 Phantom Stock Units represent compensation tied to board service and convert 1-for-1 into common shares under the Director Deferral Plan. At a referenced price of $139.93, the grant has an implicit economic value but will only dilute upon settlement if shares are issued then. The reporting person now beneficially owns 3,445 shares, a useful disclosure for modeling insider alignment but not a material transaction for company valuation on its own.

TL;DR: Governance practice: director compensation deferred into phantom units convertible to shares, aligning pay with shareholder outcomes.

The grant was made pursuant to the company's Director Deferral Plan and will be settled in common shares either on a date the director selected or upon termination of board service. This structure is a common governance tool to link director pay to long-term shareholder value while deferring receipt. The filing transparently reports the award and resulting direct beneficial ownership, meeting disclosure expectations for insiders.

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*
SOLL BRUCE A

(Last) (First) (Middle)
141 SOUTH DREXEL AVENUE

(Street)
BEXLEY OH 43209

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
M/I HOMES, INC. [ MHO ]
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)
08/20/2025
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
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
Phantom Stock(1) (2) 08/20/2025 A 205 (3) (3) Common Shares 205 $139.93 3,445 D
Explanation of Responses:
1. The Phantom Stock Units were granted as payment for serving as a member of the Board of Directors pursuant to the M/I Homes, Inc. Director Deferral Plan (the "Plan).
2. 1-for-1
3. The Phantom Stock units accrue under the Plan and are to be settled in Common Shares upon the earlier of (i) the date speciated by the reporting person in his deferral notice, or (ii) the date of the reporting person's termination of service as a director.
Remarks:
/s/Phillip G. Creek, Attorney-in-Fact for Bruce A. Soll 08/22/2025
** 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 Bruce A. Soll report on Form 4 for MHO?

The report discloses a grant of 205 Phantom Stock Units to Bruce A. Soll as board compensation under the Director Deferral Plan.

How many shares will the 205 Phantom Stock Units convert into for M/I Homes (MHO)?

The Phantom Stock Units convert 1-for-1 into common shares, so 205 units correspond to 205 common shares upon settlement.

What is the reported reference price for the phantom units in the MHO Form 4?

The filing shows a reference price of $139.93 associated with the Phantom Stock Units.

How many common shares does Bruce A. Soll beneficially own after the reported transaction?

After the grant, Bruce A. Soll beneficially owns 3,445 common shares directly.

Under what conditions will the Phantom Stock Units be settled into common shares?

The units will be settled in common shares upon the earlier of the date specified in the director's deferral notice or the director's termination of service as stated in the Director Deferral Plan.
M/I HOMES INC

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