Tri Pointe Homes (TPH) COO reports RSU tax withholding and holdings

Rhea-AI Filing Summary

Tri Pointe Homes, Inc.'s President and COO reported an automatic share withholding tied to restricted stock unit vesting. On 12/26/2025, 25,829 shares of common stock were disposed of at $32.2 per share under transaction code "F," which indicates shares were withheld to cover tax obligations rather than sold in an open‑market trade.

After this tax withholding event, the officer beneficially owned 749,108 shares of Tri Pointe Homes common stock directly. In addition, 610,000 shares were held indirectly through The Mitchell Family Trust. This reflects an administrative adjustment related to equity compensation, not a discretionary sale.

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

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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^*

MITCHELL THOMAS J.

(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)
	President and COO

3. Date of Earliest Transaction (Month/Day/Year)
12/26/2025

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
Common Stock	12/26/2025		F		25,829(1)	D	$32.2	749,108	D
Common Stock								610,000	I	See Note(2)

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.

2. By The Mitchell Family Trust.

Remarks:

	/s/ Glenn J. Keeler, attorney-in-fact	12/30/2025
	** 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 insider transaction did Tri Pointe Homes (TPH) report in this Form 4?

The President and COO of Tri Pointe Homes, Inc. reported an automatic disposition of 25,829 shares of common stock on 12/26/2025 under transaction code "F," which reflects shares withheld to satisfy tax obligations related to restricted stock unit vesting.

At what price were the Tri Pointe Homes (TPH) shares recorded in the tax withholding transaction?

The 25,829 shares of Tri Pointe Homes common stock were recorded at a price of $32.2 per share in connection with the tax withholding transaction.

How many Tri Pointe Homes (TPH) shares does the officer own directly after the transaction?

Following the reported transaction, the officer beneficially owned 749,108 shares of Tri Pointe Homes common stock in direct ownership.

What is the nature of the indirect ownership reported for Tri Pointe Homes (TPH) shares?

In addition to directly held shares, the filing reports 610,000 Tri Pointe Homes shares held in indirect ownership through The Mitchell Family Trust.

What does transaction code "F" mean in this Tri Pointe Homes (TPH) Form 4?

The explanation states that the transaction represents withholding of shares to satisfy tax withholding obligations arising from the vesting of RSU awards under Tri Pointe Homes' 2022 Long-Term Incentive Plan, which corresponds to transaction code "F."

What role does the reporting person hold at Tri Pointe Homes (TPH)?

The reporting person is an officer of Tri Pointe Homes, serving as President and COO, and filed the Form 4 as a single reporting person.