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 agreed to be acquired by Japan’s Sumitomo Forestry, with each share of common stock to be converted into $47.00 in cash, subject to stockholder approval, antitrust clearance under HSR and other customary conditions. If completed, Tri Pointe will become a wholly owned subsidiary of Sumitomo Forestry and its stock will be de‑listed from the NYSE.
Tri Pointe is a large U.S. homebuilder operating in 17 markets across 12 states and the District of Columbia, organized into West, Central and East segments. In 2025 it delivered 4,947 homes at an average price of about $680,000, and ended the year with 156 active communities, 32,219 lots owned or controlled, and backlog of about $670.1 million.
The company also runs a financial services segment providing mortgage, title, escrow and insurance services. As of December 31, 2025, it held $982.8 million in cash and cash equivalents, had $450 million outstanding under its term loan facility and $647.6 million of senior notes, with significant remaining availability on its revolving credit facility.
Tri Pointe Homes, Inc. reported weaker 2025 results, with home sales revenue down 23% to $3.4 billion and net income available to common stockholders down 47% to $241.1 million, or $2.72 per diluted share. Fourth quarter home sales revenue fell 23% to $945.9 million, while quarterly net income declined 53% to $60.2 million, or $0.70 per diluted share. Homebuilding gross margin decreased to 21.0% for the year from 23.3%, with adjusted homebuilding gross margin at 25.2%. Despite softer demand and lower orders, the company ended 2025 with $1.8 billion of liquidity, including $982.8 million of cash, and a net homebuilding debt‑to‑net capital ratio of 3.5%. The results were released alongside a reminder of the previously announced definitive agreement for Tri Pointe to be acquired by Sumitomo Forestry Co., Ltd., subject to stockholder and regulatory approvals.
Tri Pointe Homes, Inc. Chief Financial Officer and Chief Accounting Officer Glenn J. Keeler reported two tax-related share dispositions of common stock under the company’s equity plan. On February 21, 2026, 4,072 shares were withheld at $46.31 per share, and on February 22, 2026, 4,272 shares were withheld at $46.31 per share. These transactions were classified as “payment of exercise price or tax liability by delivering securities” and relate to RSU vesting under the 2022 Long-Term Incentive Plan. Following the later transaction, Keeler directly owned 223,943 common shares.
Tri Pointe Homes Chief Executive Officer Douglas F. Bauer reported two tax-withholding dispositions of common stock tied to restricted stock unit vesting under the company’s 2022 Long-Term Incentive Plan. He surrendered 10,017 shares on February 21 and 8,940 shares on February 22 at $46.31 per share to cover tax obligations.
After these withholding transactions, Bauer directly owned 812,036 Tri Pointe Homes shares. He also had 350,611 shares held indirectly through The Bauer Revocable Trust, reflecting an additional trust-held position separate from his direct holdings.
Tri Pointe Homes, Inc. President and COO Thomas J. Mitchell reported tax-related share dispositions tied to restricted stock unit vesting. On February 21 and February 22, he disposed of 11,169 and 9,968 shares of common stock, respectively, at $46.31 per share to satisfy withholding obligations under the company’s 2022 Long-Term Incentive Plan. After these non‑market transactions, he directly owned 939,891 shares, and an additional 610,000 shares were held indirectly by The Mitchell Family Trust.
Tri Pointe Homes, Inc. General Counsel & Secretary David Ch. Lee reported two tax-related share dispositions of company common stock. On February 22, 2026, 2,670 shares were withheld at $46.31 per share, and on February 21, 2026, 1,977 shares were withheld at the same price.
Both transactions are coded as “F”, meaning shares were withheld to cover tax obligations tied to vesting of restricted stock unit awards under the company’s 2022 Long-Term Incentive Plan, rather than open-market sales. After these transactions, Lee directly held 133,645 and 136,315 shares, respectively, as reported.
Tri Pointe Homes President and COO Thomas J. Mitchell reported a tax-related share disposition tied to restricted stock unit vesting. On this Form 4, 12,840 shares of common stock were withheld at $46.31 per share to cover tax obligations from RSU awards under the company’s 2022 Long-Term Incentive Plan, rather than sold in an open-market trade.
After this withholding, Mitchell directly holds 961,028 shares of common stock. He also has an indirect holding of 610,000 shares through The Mitchell Family Trust, as noted in the filing, reflecting a substantial continuing ownership stake.
Tri Pointe Homes, Inc. Chief Executive Officer Douglas F. Bauer reported a tax-related share disposition. On February 19, 2026, he disposed of 11,515 shares of common stock at $46.31 per share to satisfy tax withholding obligations tied to vesting of restricted stock units under the company’s 2022 Long-Term Incentive Plan.
After this withholding transaction, Bauer directly owned 830,993 shares of Tri Pointe Homes common stock. An additional 350,611 shares were held indirectly by The Bauer Revocable Trust, reflecting his trust-related beneficial holdings.
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.
Tri Pointe Homes, Inc. executive Glenn J. Keeler, the company’s CFO and CAO, reported an administrative share transaction related to equity compensation. On February 19, 2026, 4,681 shares of common stock were withheld at $46.31 per share to cover tax withholding obligations tied to the vesting of restricted stock unit awards under the company’s 2022 Long-Term Incentive Plan. After this tax-withholding disposition, Keeler directly owned 232,287 shares of Tri Pointe Homes common stock. This type of transaction is a routine mechanism to satisfy taxes owed on vested equity and does not represent an open-market buy or sell decision.