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, Inc. Chief Executive Officer Douglas F. Bauer reported the disposition of his equity interests in connection with the company’s merger with Sumitomo Forestry Co., Ltd. Under the merger agreement, each share of common stock was canceled and converted into the right to receive $47.00 in cash per share.
The filing shows dispositions to the issuer of 556,021 shares of common stock held directly and 350,611 shares held indirectly through The Bauer Revocable Trust, both at $47.00 per share. In addition, 129,589 and 126,426 shares underlying restricted stock units were disposed of as the RSUs were either cashed out or converted into cash-based awards pursuant to the merger terms. Following these transactions, no shares are reported as owned in this filing.
Tri Pointe Homes President and COO Thomas J. Mitchell reported the cash-out of his equity in connection with the merger of Tri Pointe Homes, Inc. with a subsidiary of Sumitomo Forestry Co., Ltd. Under the merger agreement, each share of Tri Pointe common stock was canceled and converted into the right to receive $47.00 in cash.
The filing shows dispositions to the issuer of 683,877 directly held common shares at $47.00 per share and 312,000 common shares at $47.00 per share held indirectly through T K Mitchell Family Holdings, LP. In addition, restricted stock units covering 129,589 and 126,425 shares were canceled and converted into cash rights at the same merger price under the agreement.
After these transactions, the Form 4 reports no remaining shares or restricted stock units for Mitchell from this equity program.
Tri Pointe Homes, Inc. director Robert Kent Grahl reported dispositions of his equity as the company completed its merger with Sumitomo Forestry Co., Ltd. On May 14, 2026, each share of Tri Pointe common stock was automatically canceled and converted into the right to receive $47.00 in cash under the Agreement and Plan of Merger.
Grahl’s filing shows a disposition to the issuer of 3,734 shares of common stock underlying restricted stock units at a price of $0.00 per share and 27,367 shares of common stock at $47.00 per share. Footnotes explain that outstanding restricted stock units granted before February 2026 or held by non-employee directors were fully vested, canceled, and converted into the right to receive the same cash merger consideration.
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.