Sheryl Palmer - 11 Feb 2025 Form 4 Insider Report for Taylor Morrison Home Corp (TMHC)

Role
Chairman, President and CEO, Director
Signature
/s/ Darrell Sherman, as Attorney-in-Fact
Issuer symbol
TMHC
Transactions as of
11 Feb 2025
Net transactions value
-$2,881,357
Form type
4
Filing time
13 Feb 2025, 18:50:01 UTC
Previous filing
28 Jan 2025
Next filing
20 Feb 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TMHC Common Stock Options Exercise +25,218 +9.1% 302,147 11 Feb 2025 Direct F1
transaction TMHC Common Stock Tax liability $658,464 -10,554 -3.5% $62.39 291,593 11 Feb 2025 Direct F2
transaction TMHC Common Stock Award $0 +90,784 +31% $0.000000 382,377 11 Feb 2025 Direct F3
transaction TMHC Common Stock Tax liability $2,222,893 -35,629 -9.3% $62.39 346,748 11 Feb 2025 Direct F4
holding TMHC Common Stock 19,211 11 Feb 2025 By Trust F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TMHC Restricted Stock Units Options Exercise -25,218 -100% 0 11 Feb 2025 Common Stock 25,218 Direct F1, F6, F7
transaction TMHC Performance-based restricted stock units Award +90,784 90,784 11 Feb 2025 Common Stock 90,784 Direct F8
transaction TMHC Performance-based restricted stock units Options Exercise -90,784 -100% 0 11 Feb 2025 Common Stock 90,784 Direct F3, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 Represents settlement of restricted stock units ("RSUs") through the issuance of one share of Common Stock for each vested RSU.
F2 Represents shares of Common Stock withheld by the Issuer to cover tax withholding obligations upon the vesting of RSUs.
F3 Represents the vesting and settlement of performance-based vesting restricted stock units ("PSUs") granted by the Issuer on February 11, 2022, under Issuer's 2013 Omnibus Equity Award Plan, as amended (the "Equity Plan"). Upon vesting, each PSU is settled in a share of the Issuer's Common Stock.
F4 Represents shares of Common Stock withheld by the Issuer to cover tax withholding obligations upon the vesting of PSUs.
F5 Held by Sheryl D. Palmer Trust, established October 4, 2019, of which the Reporting Person is a trustee and sole beneficiary.
F6 On February 11, 2022, the Reporting Person was granted 75,653 RSUs, generally vesting in three installments of approximately 33 1/3% on each of February 11, 2023, February 11, 2024 and February 11, 2025.
F7 The RSUs were granted to the Reporting Person pursuant to the Equity Plan.
F8 On February 11, 2022, the Reporting Person received a grant of PSUs representing 75,653 shares of the Issuer's Common Stock (at target). The PSUs cliff vest at the end of a three year performance cycle, generally subject to the Reporting Person's continued employment through the date the compensation committee determines and certifies the applicable level of performance achieved for the fiscal 2024 tranche, with the number of PSUs earned and issued determined based on achievement of return on net asset performance objectives approved by the Issuer's compensation committee for each year of the performance cycle. The compensation committee determined that the objectives for the fiscal 2024 tranche were achieved at a level resulting in 90,784 PSUs being earned by the Reporting Person on February 11, 2025, subject to satisfaction of the vesting conditions for such grant.