Tri Pointe Homes (TPH) counsel settles RSU taxes with 2,273 withheld shares

Rhea-AI Filing Summary

Tri Pointe Homes, Inc. General Counsel & Secretary David Ch. Lee reported a small share disposition tied to equity compensation. On the RSU vesting date, 2,273 shares of common stock at $46.31 per share were withheld to cover tax obligations under the company’s 2022 Long-Term Incentive Plan, rather than sold in the open market. After this tax-withholding transaction, Lee directly holds 138,292 shares of Tri Pointe Homes common stock.

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

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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^*

LEE DAVID CH

(Last) (First) (Middle)

C/O TRI POINTE HOMES, INC.

940 SOUTHWOOD BLVD, SUITE 200

(Street)

INCLINE VILLAGE NV 89451

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tri Pointe Homes, Inc. [ TPH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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	02/19/2026		F		2,273(1)	D	$46.31	138,292	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. Withholding of shares to satisfy tax withholding obligations incident to vesting of RSU awards under the Company's 2022 Long-Term Incentive Plan.

Remarks:

	/S/ DAVID CH LEE	02/20/2026
	** 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).
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FAQ

What insider activity did Tri Pointe Homes (TPH) report for David Ch. Lee?

Tri Pointe Homes reported that General Counsel & Secretary David Ch. Lee had 2,273 common shares withheld to satisfy tax obligations on vested RSUs. This was recorded as a Form 4 tax-withholding disposition, not an open-market purchase or sale of stock.

How many Tri Pointe Homes (TPH) shares were used for David Ch. Lee’s tax withholding?

A total of 2,273 Tri Pointe Homes common shares were withheld for David Ch. Lee’s tax obligations. The shares were valued at $46.31 each and relate to restricted stock units vesting under the company’s 2022 Long-Term Incentive Plan.

Was David Ch. Lee’s Tri Pointe Homes (TPH) Form 4 an open-market stock sale?

No, the Form 4 reflects a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to cover tax obligations incident to RSU vesting under the 2022 Long-Term Incentive Plan, rather than sold on the stock market.

How many Tri Pointe Homes (TPH) shares does David Ch. Lee own after this transaction?

After the tax-withholding disposition, David Ch. Lee directly owns 138,292 Tri Pointe Homes common shares. This figure reflects his remaining direct holdings following the withholding of 2,273 shares for RSU-related tax obligations.

What triggered the tax-withholding share disposition for Tri Pointe Homes (TPH) insider David Ch. Lee?

The disposition was triggered by the vesting of RSU awards granted under Tri Pointe Homes’ 2022 Long-Term Incentive Plan. When these restricted stock units vested, 2,273 shares were withheld to satisfy associated tax withholding requirements.