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. President and COO Thomas J. Mitchell reported equity compensation-related transactions in company common stock. On February 12, 2026, 180,956 performance-based restricted stock units vested and were settled into the same number of shares, based on revenue and pre-tax earnings goals, and 85,785 shares were withheld to cover tax obligations tied to this vesting. On February 17, 2026, he received a separate grant of 129,589 restricted stock units that vest in three equal annual installments and are to be settled in an equal number of shares of common stock or cash under specified circumstances. Following these transactions, he holds shares both directly and indirectly, including 610,000 shares held by The Mitchell Family Trust.
Tri Pointe Homes General Counsel David Ch. Lee reported equity compensation activity involving the company’s common stock. On February 12, 2026, 32,312 performance-based restricted stock units vested into the same number of shares after revenue and pre-tax earnings goals were met under the 2022 Long-Term Incentive Plan. To cover related tax obligations, 12,176 shares were withheld and disposed of as a tax-withholding transaction, rather than an open-market sale. On February 17, 2026, Lee received a new grant of 18,358 restricted stock units, which will vest in three equal annual installments and be settled in an equivalent number of shares or, in some cases, cash.
Tri Pointe Homes, Inc. CFO and CAO Glenn J. Keeler reported equity award activity involving common stock. On February 12, 2026, 51,700 performance-based restricted stock units vested into the same number of shares based on revenue and pre-tax earnings goals, and 21,749 shares were withheld to cover taxes. On February 17, 2026, he received a separate grant of 37,796 restricted stock units that vest in three equal annual installments, bringing his directly held common stock to 236,968 shares after these transactions.
Tri Pointe Homes, Inc. agreed to be acquired by Sumitomo Forestry in an all-cash merger. Tri Pointe stockholders will receive US$47.00 per share, valuing the deal at approximately US$4.5 billion, a 29% premium to the February 12, 2026 closing price and a 42% premium to the 90-day VWAP. Closing is expected in the second quarter of 2026, subject to Tri Pointe stockholder approval, antitrust clearance under HSR, absence of prohibitive orders, and no Company Material Adverse Effect. Parent obtained a debt financing commitment of the Japanese yen equivalent of $5.4 billion, and the merger is not subject to a financing condition. Under certain circumstances, including accepting a Superior Proposal, Tri Pointe must pay Parent an $82,336,000 termination fee. Key executives will receive cash retention bonuses at closing, including $11.5 million for CEO Douglas Bauer and $11.025 million for President and COO Thomas Mitchell, in exchange for waiving post-closing change-in-control severance. The board also adopted a bylaw amendment designating the Delaware Court of Chancery and U.S. federal courts as exclusive forums for specified claims. After completion, Tri Pointe shares will be delisted from the NYSE.
FMR LLC has filed an amended Schedule 13G showing a significant passive ownership position in Tri Pointe Homes, Inc. common stock. FMR and Abigail P. Johnson report beneficial ownership of 7,129,772.96 shares, representing 8.3% of the outstanding common stock as of 12/31/2025.
FMR reports sole voting power over 7,118,996 shares and sole dispositive power over 7,129,772.96 shares, with no shared voting or dispositive power. The securities are certified as acquired and held in the ordinary course of business, not for the purpose of changing or influencing control of Tri Pointe Homes.
Tri Pointe Homes, Inc. insider reports routine tax-related share withholding. General Counsel & Secretary David Ch Lee reported a transaction dated 12/26/2025 involving company common stock. A total of 922 shares were withheld at a price of $32.2 per share, coded as "F," which indicates shares withheld to cover tax obligations.
After this transaction, Lee beneficially owns 102,071 shares of Tri Pointe Homes common stock in direct ownership. The explanation notes that the withholding relates to tax obligations arising from the vesting of restricted stock unit awards under the company’s 2022 Long-Term Incentive Plan.
Tri Pointe Homes, Inc. officer Glenn J. Keeler, the company’s CFO and CAO, reported a Form 4 transaction involving company common stock. On 12/26/2025, 5,765 shares of common stock were withheld at a price of $32.2 per share. This transaction is coded “F,” indicating it represents shares withheld by the company to satisfy tax withholding obligations tied to the vesting of restricted stock unit (RSU) awards under the company’s 2022 Long-Term Incentive Plan.
Following this tax withholding event, Keeler beneficially owned 169,221 shares of Tri Pointe Homes common stock in direct ownership. The filing reflects an administrative equity compensation event rather than an open-market purchase or sale.
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.
Tri Pointe Homes, Inc. Chief Executive Officer and director reported a routine tax-related share withholding. On 12/26/2025, 23,164 shares of common stock were withheld at a price of $32.2 per share to cover tax obligations arising from the vesting of restricted stock unit awards under the company's 2022 Long-Term Incentive Plan.
After this transaction, the reporting person beneficially owned 604,669 shares of Tri Pointe Homes common stock directly and 350,611 shares indirectly through The Bauer Revocable Trust. The filing was made by a single reporting person on Form 4.
FMR LLC filed a Schedule 13G reporting beneficial ownership of 6,037,623.35 Tri Pointe Homes (TPH) common shares, representing 6.9% of the class as of the event date 09/30/2025.
FMR reports sole voting power over 6,031,139 shares and sole dispositive power over 6,037,623.35 shares, with no shared voting or dispositive power. Abigail P. Johnson is also a reporting person, listing sole dispositive power over 6,037,623.35 shares and no voting or shared powers.
The filing states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. It also notes one or more other persons may receive dividends or sale proceeds, with no single such interest exceeding 5% of the class.