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Taylor Morrison (NYSE: TMHC) appoints Amanda Whalen to board and audit committee

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8-K

Rhea-AI Filing Summary

Taylor Morrison Home Corporation has appointed Amanda Whalen as an independent member of its Board of Directors, effective March 1, 2026. She will serve until the 2026 annual meeting of stockholders and has also been named to the Board’s Audit Committee, where the Board determined she qualifies as an “audit committee financial expert.” Whalen is currently Chief Financial Officer of Klaviyo, Inc. and previously held senior finance roles at Walmart Inc., as well as earlier positions in finance, strategy, and management consulting at Bain & Company.

Under the standard director compensation program, Whalen will receive an $85,000 annual cash retainer, an additional $12,000 annual cash retainer for Audit Committee service, and an annual equity award of restricted stock units with a grant date fair value of $175,000. She may participate in the non-employee director deferred compensation plan and has entered into the company’s customary director and officer indemnification agreement. The company issued a press release on December 16, 2025 announcing these Board changes.

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Taylor Morrison Home Corp false 0001562476 0001562476 2025-12-10 2025-12-10
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): December 10, 2025

 

 

Taylor Morrison Home Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-35873   83-2026677

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

4900 N. Scottsdale Road, Suite 2000

Scottsdale, Arizona 85251

(Address of principal executive offices and zip code)

(480) 840-8100

(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:

 

Name of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.00001 par value   TMHC   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 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 provided 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 December 10, 2025, the Board of Directors (the “Board”) of Taylor Morrison Home Corporation (the “Company”), on the recommendation of its Nominating and Governance Committee (the “Nominating Committee”), appointed Amanda Whalen (effective March 1, 2026) as an independent member of the Board to serve as a director until the Company’s annual meeting of stockholders to be held in 2026 and until her respective successor has been duly elected and qualified, or until her respective earlier death, resignation, retirement, disqualification or removal. In addition, the Board also appointed Ms. Whalen as a member of the Audit Committee of the Board (“Audit Committee”), effective as of March 1, 2026, and determined that she is an “audit committee financial expert” (as defined in Item 407 of Regulation S-K under the Securities Exchange Act of 1934, as amended).

Ms. Whalen, age 50, has served as the Chief Financial Officer of Klaviyo, Inc., an AI-first customer relationship management (CRM) platform built for business to consumer brands, since May 2022. From July 2017 to March 2022, Ms. Whalen held various senior leadership roles at Walmart Inc., a global omnichannel retailer, including most recently as Executive Vice President and Chief Financial Officer of Walmart International. From 2008 to 2017, Ms. Whalen served as a finance and strategy executive in various industries, and from 1997 to 2008 she was with Bain & Company, a global management consulting firm. Ms. Whalen holds a B.A. in Comparative Literature from Princeton University and an M.B.A. from the Massachusetts Institute of Technology’s Sloan School of Management.

Under the Company’s annual compensation program for eligible directors, Ms. Whalen will be entitled to receive the Company’s standard compensation provided to all the Company’s independent directors for service on the Board (currently an $85,000 annual cash retainer, an additional $12,000 annual cash retainer payable to members of the Audit Committee and an annual equity award with a grant date fair value of $175,000 and payable in the form of restricted stock units (“RSUs”)). Ms. Whalen will also be entitled to participate in the Taylor Morrison Home Corporation Non-Employee Deferred Compensation Plan (the “Director Plan”). The material terms of the Taylor Morrison Home Corporation 2013 Omnibus Equity Award Plan, as amended and restated (the “Incentive Plan”), the RSUs, the Director Plan and the deferred stock units issued under the Director Plan are the same as those described in the Company’s definitive Proxy Statement on Schedule 14A filed with the SEC on April 11, 2025 and as provided in the Incentive Plan, the form of RSU award agreement, the Director Plan and the form of deferred stock unit agreement, each as previously filed with the SEC.

Ms. Whalen has also entered into the Company’s customary indemnification agreement for directors and officers.

Item 7.01. Regulation FD Disclosure.

On December 16, 2025, the Company issued a press release announcing the changes in the Board. A copy of the Company’s press release is attached as Exhibit 99.1 to this report.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits

 

Exhibit

No.

    
99.1    Press release issued December 16, 2025
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


Signature

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.

 

Taylor Morrison Home Corporation
By:  

/s/ Todd Merrill

Name:   Todd Merrill
Title:   Executive Vice President, Chief Legal Officer and Secretary

Date: December 16, 2025

FAQ

Who was appointed to Taylor Morrison (TMHC)'s Board of Directors?

Taylor Morrison Home Corporation appointed Amanda Whalen as an independent member of its Board of Directors. She will also serve on the Board’s Audit Committee.

When does Amanda Whalen's appointment to Taylor Morrison's Board become effective and how long will she serve?

Amanda Whalen’s appointment becomes effective on March 1, 2026. She will serve as a director until Taylor Morrison’s 2026 annual meeting of stockholders and until her successor is duly elected and qualified or until an earlier termination event such as death, resignation, retirement, disqualification, or removal.

What committee role will Amanda Whalen hold at Taylor Morrison (TMHC)?

In addition to joining the Board, Amanda Whalen has been appointed to the Audit Committee. The Board has determined that she is an “audit committee financial expert” as defined in Item 407 of Regulation S-K under the Securities Exchange Act of 1934.

What compensation will Amanda Whalen receive as an independent director of Taylor Morrison?

Under Taylor Morrison’s standard program for independent directors, Amanda Whalen will receive an $85,000 annual cash retainer, an additional $12,000 annual cash retainer for her Audit Committee service, and an annual equity award in the form of restricted stock units with a grant date fair value of $175,000.

Is Amanda Whalen eligible for any additional plans or agreements with Taylor Morrison (TMHC)?

Yes. Amanda Whalen is eligible to participate in the Taylor Morrison Home Corporation Non-Employee Deferred Compensation Plan for directors. She has also entered into the company’s customary indemnification agreement for directors and officers.

What is Amanda Whalen's professional background before joining Taylor Morrison's Board?

Amanda Whalen has served as Chief Financial Officer of Klaviyo, Inc. since May 2022. From 2008 to 2017 she worked as a finance and strategy executive in various industries, and from 1997 to 2008 she was with Bain & Company. Between July 2017 and March 2022 she held senior leadership roles at Walmart Inc., including Executive Vice President and Chief Financial Officer of Walmart International. She holds a B.A. from Princeton University and an M.B.A. from MIT’s Sloan School of Management.

Did Taylor Morrison announce the Board changes publicly?

Yes. Taylor Morrison issued a press release on December 16, 2025 announcing the Board changes. This press release is included as Exhibit 99.1 to the report.

Taylor Morrison Home Corp

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