Welcome to our dedicated page for Tri Pointe Homes SEC filings (Ticker: TPH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Tri Pointe Homes, Inc. filings document the public-company record of a Delaware homebuilder with NYSE-listed common stock under TPH. Its Form 8-K reports include quarterly operating and financial results, material-event disclosures, exhibits, and capital-structure information tied to the company’s homebuilding and related financial-services operations.
The filing record also covers material agreements, including credit-agreement modifications, shareholder voting matters, governance disclosures, risk factors and proxy materials. Definitive proxy statements describe board and executive-compensation matters, equity-award information, shareholder proposals and other governance topics for the company’s common stockholders.
Tri Pointe Homes notifies removal of its Common Stock from listing and/or registration on the New York Stock Exchange LLC via Form 25, citing compliance with 17 CFR 240.12d2-2. The Exchange certified it has reasonable grounds and the notification was signed by an NYSE analyst.
Tri Pointe Homes, Inc. has been acquired by Sumitomo Forestry Co., Ltd. for US$47.00 per share, and is now a wholly owned subsidiary of Sumitomo Forestry America. As a result, Tri Pointe Homes will cease trading on the New York Stock Exchange and requested the NYSE file Form 25 to delist and deregister its common stock.
Upon completion of the merger, a change in control occurred, and Tri Pointe became an indirect wholly owned subsidiary of Sumitomo Forestry. Existing directors Steven J. Gilbert, Lawrence B. Burrows, R. Kent Grahl, Vicki D. McWilliams, and Constance B. Moore resigned, Merger Sub’s directors joined the surviving corporation’s board, and the Company’s existing officers continued in their roles.
The Company amended indemnification agreements for non‑employee directors to provide $10,000 per day for certain post‑service proceedings and to cover business class travel as a reimbursable expense. It also entered into a letter agreement reducing President and COO Thomas J. Mitchell’s lump‑sum retention bonus to $10,865,000.
State Street Corporation reported beneficial ownership of 3,998,656 shares of Tri Pointe Homes, Inc. common stock, representing 4.7% of the class as of 03/31/2026. The filing shows shared voting power of 3,733,632 shares and shared dispositive power of 3,998,656 shares.
The Schedule 13G lists several State Street advisory subsidiaries (e.g., SSGA Funds Management, Inc.) as related entities. The filing is a passive ownership disclosure under the beneficial ownership rules and indicates ownership of 5% or less of the class.
Tri Pointe Homes ownership disclosure: Glazer Capital, LLC and Paul J. Glazer report beneficial ownership of 4,601,792 shares of Tri Pointe Homes common stock, representing 5.40% of the class. The filing states Glazer Capital has shared voting and shared dispositive power over these shares.
The statement identifies Glazer Capital Enhanced Master Fund, Ltd. as having the right to receive proceeds from the sale of more than 5% of the shares reported. The filing lists Glazer Capital's business address and notes Mr. Glazer is the managing member.
FMR LLC filed an amendment to Schedule 13G/A reporting beneficial ownership of 407,396.96 shares of Tri Pointe Homes Inc common stock. The filing states this equals 0.5% of the class and cites an ownership as of 03/31/2026. The filing lists sole dispositive power for 407,396.96 shares and no shared voting or dispositive power.
Tri Pointe Homes Inc ownership update: Vanguard Capital Management reports beneficial ownership of 4,258,902 shares of Common Stock, representing 5% of the class as reported for the period ending 03/31/2026. The filing shows sole voting power over 642,820 shares and sole dispositive power over 4,258,902 shares.
The filing is a Schedule 13G disclosure by Vanguard Capital Management describing passive beneficial ownership and lists affiliated investment divisions that exercise voting or dispositive power on certain accounts.
Tri Pointe Homes reported much weaker results for the quarter ended March 31, 2026 as home demand softened and merger costs rose. Homebuilding revenue fell to $507.9 million from $723.4 million a year earlier, and net income available to common stockholders dropped to $6.8 million, or $0.08 per diluted share, from $64.0 million, or $0.70 per share.
Homebuilding income from operations declined sharply, and the company recorded $5.9 million of transaction expense tied to its planned all-cash acquisition by Sumitomo Forestry. Under the Merger Agreement, each share of Tri Pointe common stock will be converted into the right to receive $47.00 in cash at closing, subject to customary conditions.
Tri Pointe Homes ownership filing: Vanguard Portfolio Management reports beneficial ownership of 4,711,129 shares of Tri Pointe Homes common stock, representing 5.53% of the class as reported. The filing states dispositive power is held by Vanguard Portfolio Management LLC and affiliated advisory units; signature dated 04/29/2026.
Tri Pointe Homes, Inc. reported much weaker results for the first quarter ended March 31, 2026, while its planned merger with Sumitomo Forestry advanced on key approvals. Net income available to common stockholders fell to $6.8 million, or $0.08 per diluted share, from $64.0 million or $0.70 a year earlier.
Home sales revenue declined to $506.5 million from $720.8 million, driven by fewer new home deliveries, which fell to 736 from 1,040, while average selling price was essentially flat at $688,000. Homebuilding gross margin compressed to 18.8% from 23.9%, and adjusted homebuilding gross margin decreased to 22.3% from 27.3%, reflecting higher relative costs.
Adjusted EBITDA dropped to $39.9 million from $125.7 million, and SG&A expense rose as a percentage of home sales revenue to 17.9% from 14.0%, indicating reduced operating leverage on the lower volume. Orders and backlog also softened, with backlog units at 1,360 versus 1,715 and backlog dollar value at $989.9 million versus $1.3 billion, while the average sales price in backlog declined to $728,000 from $763,000.
The company ended the quarter with strong liquidity of $1.7 billion, including $847.9 million of cash and cash equivalents and $827.5 million of availability under its revolving credit facility. The ratio of homebuilding debt-to-capital was 25.0%, and the net homebuilding debt-to-net capital ratio increased to 7.2% from 3.5%. The press release also notes that stockholder approval and Hart-Scott-Rodino waiting period conditions for the Merger with Sumitomo Forestry have been satisfied, while other conditions in the Merger Agreement remain outstanding.
Grahl Robert Kent reported acquisition or exercise transactions in this Form 4 filing.
Tri Pointe Homes, Inc. director Robert Kent Grahl received a grant of 3,734 restricted stock units, a form of stock-based compensation. The award is valued using a reference price of $46.86 per share and will vest on the day immediately prior to the company’s 2027 Annual Meeting of Stockholders.
Upon vesting, the restricted stock units are to be settled in an equal number of common shares. After this grant, Grahl holds 31,101 shares of Tri Pointe Homes common stock directly, reflecting his ongoing equity stake in the company.