Smith Douglas Homes (SDHC) director awarded 1,745 shares instead of cash fees

Rhea-AI Filing Summary

Smith Douglas Homes Corp. director Neill B. Faucett received a stock grant instead of cash fees. He acquired 1,745 shares of Class A common stock at a reference value of $14.33 per share under the company’s Amended Non-Employee Director Compensation Program and 2024 Incentive Award Plan, bringing his direct holdings to 22,793 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Faucett Neill B

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	1,745	$14.33	$25K

Holdings After Transaction: Class A Common Stock — 22,793 shares (Direct)

Footnotes (1)

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Key Figures

Shares granted: 1,745 shares Reference share value: $14.33 per share Post-transaction holdings: 22,793 shares

3 metrics

Shares granted 1,745 shares Director stock award in lieu of cash retainers

Reference share value $14.33 per share Fair Market Value used to calculate grant size

Post-transaction holdings 22,793 shares Director’s direct Class A common stock position after grant

Key Terms

Amended Non-Employee Director Compensation Program, 2024 Incentive Award Plan, Fair Market Value

3 terms

Amended Non-Employee Director Compensation Program financial

"Shares were issued pursuant to the Company's Amended Non-Employee Director Compensation Program"

2024 Incentive Award Plan financial

"and the Company's 2024 Incentive Award Plan (the "2024 Plan") in lieu of a quarterly Board"

Fair Market Value financial

"the number of shares issued was determined based on the Fair Market Value (as defined in the 2024 Plan)"

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

Form 4 Insider Transactions: What Each Field Means →

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^*

Faucett Neill B

(Last) (First) (Middle)

110 VILLAGE TRAIL, SUITE 215

(Street)

WOODSTOCK GEORGIA 30188

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Smith Douglas Homes Corp. [ SDHC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/08/2026		A		1,745	A(1)	$14.33	22,793	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. Shares were issued pursuant to the Company's Amended Non-Employee Director Compensation Program (the "Program") and the Company's 2024 Incentive Award Plan (the "2024 Plan") in lieu of a quarterly Board of Directors retainer fee, quarterly Board committee retainer fee, and quarterly Board committee chair retainer fee that would otherwise be payable in cash. In accordance with the Program, the number of shares issued was determined based on the Fair Market Value (as defined in the 2024 Plan) of the Company's common stock on the issuance date.

Remarks:

	/s/ Brett A. Steele, Attorney-in-Fact	04/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did SDHC director Neill B. Faucett report in this Form 4?

Neill B. Faucett reported receiving a grant of 1,745 Smith Douglas Homes Class A common shares. The shares were awarded as part of director compensation, replacing cash fees for board and committee service under the company’s established compensation programs.

Was the SDHC Form 4 transaction a market purchase or sale?

The transaction was not an open-market trade. It was a grant of 1,745 shares classified as a “grant, award, or other acquisition,” issued as stock-based compensation in lieu of quarterly board and committee cash retainers under company plans.

How many Smith Douglas Homes (SDHC) shares does Neill B. Faucett now hold?

After this stock grant, Neill B. Faucett directly holds 22,793 Class A common shares. This total reflects his position following the 1,745-share award reported in the Form 4, which was issued under the company’s director compensation and incentive plans.

What programs governed the SDHC director share grant reported here?

The share grant was issued under Smith Douglas Homes’ Amended Non-Employee Director Compensation Program and its 2024 Incentive Award Plan. These programs allow directors to receive stock instead of cash fees for board, committee, and committee chair service each quarter.

How was the number of SDHC shares in the director grant determined?

The number of shares, 1,745, was based on the stock’s Fair Market Value on the issuance date. Fair Market Value is defined in the company’s 2024 Incentive Award Plan and is used to convert the director’s quarterly cash retainers into an equivalent stock amount.