Meritage Homes (NYSE: MTH) raises 2026 incentive pay for executives

Rhea-AI Filing Summary

Meritage Homes Corporation reported that its Executive Compensation Committee approved higher 2026 incentive compensation for several senior executives under their existing employment agreements. Effective January 1, 2026, target annual cash bonuses rise to $4,000,000 for CEO Phillippe Lord, $1,600,000 for CFO Hilla Sferruzza, $756,000 for EVP and General Counsel Malissia Clinton, and $412,000 for EVP and Chief People Officer Javier Feliciano.

The committee also raised target annual equity incentive values for Lord to $6,000,000 and for Feliciano to $901,250. About half of each equity award will be time-based restricted stock units and half performance-based shares. The performance portion will be tied 70% to targeted adjusted return on equity and 30% to three-year relative total shareholder return versus the company’s peer group. Compensation for Executive Chairman Steven J. Hilton and EVP Austin Woffinden remains unchanged.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_______________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): March 23, 2026

_______________________

MERITAGE HOMES CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Maryland

001-9977

86-0611231

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

18655 North Claret Drive, Suite 400, Scottsdale, Arizona 85255

(Address of Principal Executive Offices, including Zip Code)

(480) 515-8100

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock $.01 par value			MTH			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities and Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act.

☐

ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

On March 23, 2026, the Executive Compensation Committee of the Board of Directors of Meritage Homes Corporation approved increases in certain components of compensation for Phillippe Lord, Chief Executive Officer, Hilla Sferruzza, Executive Vice President and Chief Financial Officer, Malissia Clinton, Executive Vice President and General Counsel, and Javier Feliciano, Executive Vice President and Chief People Officer, as allowed by each of their respective employment agreements. The compensation for Steven J. Hilton, Executive Chairman, and Austin Woffinden, Executive Vice President, Corporate Operations and Strategy, remains unchanged.

Following is a description of the changes in compensation for each executive. The descriptions contained in this Form 8-K are qualified in their entirety by the terms of the actual notices filed herewith as exhibits to this Form 8-K and incorporated by reference herein.

Performance-Based Cash Incentive and Equity (Non-Cash) Compensation

The target annual cash incentive bonus and target value of equity compensation (non-cash) increased effective January 1, 2026 to the amounts noted below.

Executive Officer						Revised Annual Target Cash Incentive Compensation
Phillippe Lord						$4,000,000
Hilla Sferruzza						$1,600,000
Malissia Clinton						$756,000
Javier Feliciano						$412,000

Executive Officer						Revised Annual Target (non-cash) Equity Incentive Compensation (1) (2)
Phillippe Lord						$6,000,000
Javier Feliciano						$901,250

(1) Approximately 50% of the award value is to be comprised of time-based restricted stock units and approximately 50% of the award value is to be comprised of performance-based share awards.

(2) The performance-based portion of the 2026 equity incentive awards will have two performance metrics, targeted adjusted return on equity and three-year relative total shareholder return relative to our peer group, which are weighted 70% and 30%, respectively.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit Number			Description
10.1			Phillippe Lord - Notice of Approved 2026 Compensation
10.2			Hilla Sferruzza - Notice of Approved 2026 Compensation
10.3			Malissia Clinton - Notice of Approved 2026 Compensation
10.4			Javier Feliciano - Notice of Approved 2026 Compensation
104			The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: March 26, 2026

MERITAGE HOMES CORPORATION
/s/			Javier Feliciano
By:			Javier Feliciano
			Executive Vice President and Chief People Officer

FAQ

What executive compensation changes did Meritage Homes (MTH) approve for 2026?

Meritage Homes approved higher 2026 incentive compensation for key executives. Target cash bonuses and certain equity award values were increased effective January 1, 2026, while pay for the Executive Chairman and an operations executive remained unchanged under their existing arrangements.

How much is Meritage Homes’ CEO eligible to earn in 2026 incentive compensation?

CEO Phillippe Lord’s 2026 target annual cash incentive is set at $4,000,000, with a target annual equity incentive value of $6,000,000. These awards are structured under his employment agreement and subject to time-based and performance-based vesting conditions defined by the company.

Which Meritage Homes executives received increases to cash incentive targets?

Increases apply to CEO Phillippe Lord, CFO Hilla Sferruzza, EVP and General Counsel Malissia Clinton, and EVP and Chief People Officer Javier Feliciano. Their revised 2026 target cash incentives are $4,000,000, $1,600,000, $756,000, and $412,000, respectively, effective January 1, 2026.

How are Meritage Homes’ 2026 equity incentive awards structured for executives?

For executives receiving 2026 equity incentives, about 50% of the award value is time-based restricted stock units and 50% is performance-based share awards. This blend ties part of compensation to continued service and part to achievement of specified performance goals over time.

What performance metrics determine Meritage Homes’ 2026 performance-based equity awards?

The 2026 performance-based equity awards use two metrics: targeted adjusted return on equity and three-year relative total shareholder return versus a peer group. These metrics are weighted 70% and 30%, respectively, influencing how many performance shares ultimately vest for each participating executive.

Did all Meritage Homes executives have their 2026 compensation changed?

No. While several senior executives saw increases to 2026 incentive targets, compensation for Executive Chairman Steven J. Hilton and Executive Vice President, Corporate Operations and Strategy, Austin Woffinden remains unchanged. Their existing compensation terms continue without revision in this update.

Filing Exhibits & Attachments

7 documents

Agreements & Contracts

• EX-10.1 EX-10.1 9.5 KB
• EX-10.2 EX-10.2 9.5 KB
• EX-10.3 EX-10.3 9.8 KB
• EX-10.4 EX-10.4 9.4 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.8 KB