Michael P. Nieri - 04 May 2026 Form 4 Insider Report for United Homes Group, Inc. (UHG)

Reporting relationship: Executive Chairman, Director, 10%+ Owner
Issuer ticker: UHG
Reported as of: 04 May 2026
Net transaction value: $0
SEC form: 4
Accepted by SEC: 04 May 2026, 18:17:03 UTC
Prior SEC filing: 27 May 2025
Source filing: View source filing
Reporting owner signature: /s/ Michael P. Nieri, By Kathryn Simons through Power of Attorney

Key filing fact

Michael P. Nieri filed Form 4 for United Homes Group, Inc. (UHG) on 04 May 2026.

Key facts

This page summarizes Michael P. Nieri's Form 4 filing for United Homes Group, Inc. (UHG).
9 reported transactions and 7 derivative rows are listed below.
Accepted by SEC: 04 May 2026, 18:17.

Change

Previous filing in this sequence was filed on 27 May 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001967990 Primary reporting owner

Nieri Michael P.

Relationship: Executive Chairman, Director, 10%+ Owner
Address: 917 CHAPIN ROAD, CHAPIN
Signature: /s/ Michael P. Nieri, By Kathryn Simons through Power of Attorney
Signature date: 04 May 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

UHG transaction

Class A Common Stock

Disposed to Issuer

Transaction value
Shares: -1,271,328
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: Direct
Footnotes: F1, F8

UHG transaction

Class A Common Stock

Disposed to Issuer

Transaction value
Shares: -500,000
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: See Footnote 9.
Footnotes: F1, F9

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

UHG transaction Derivative

Rights to Receive Earn Out Shares

Other

Transaction value
Shares: -9,496,897
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: Direct
Underlying class: Class B Common Stock
Underlying amount: 9,496,897
Exercise price: $0.000000
Footnotes: F2, F3

UHG transaction Derivative

Class B Common Stock

Award

Transaction value
Shares: +9,496,897
Change %: +52%
Price
Shares after: 27,818,830
Date: 04 May 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 9,496,897
Exercise price: $0.000000
Footnotes: F3, F4, F5

UHG transaction Derivative

Class B Common Stock

Disposed to Issuer

Transaction value
Shares: -27,818,830
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 27,818,830
Exercise price: $0.000000
Footnotes: F4, F5

UHG transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -654,206
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 654,206
Exercise price: $11.64
Footnotes: F6

UHG transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -337,500
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 337,500
Exercise price: $6.96
Footnotes: F6

UHG transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -168,854
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 168,854
Exercise price: $4.42
Footnotes: F6

UHG transaction Derivative

Performance Share Units

Disposed to Issuer

Transaction value
Shares: -112,500
Change %: -100%
Price
Shares after: 0
Date: 04 May 2026
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 112,500
Exercise price
Footnotes: F7

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Michael P. Nieri is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 9 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of February 22, 2026 (the "Merger Agreement"), among the Issuer, Stanley Martin Homes, LLC ("Parent") and Union MergeCo, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and becoming a wholly owned subsidiary of Parent (the "Merger") and each share of Class A Common Stock was canceled and converted into the right to receive cash in an amount equal to $1.18 per share, without interest thereon, less applicable tax withholding (the "Per Share Amount").

Footnote F2

The Reporting Person received these securities in connection with the merger of Great Southern Homes, Inc. into a wholly owned subsidiary of the Issuer. The right to receive the Earn Out Shares became fixed and irrevocable on March 30, 2023.

Footnote F3

As a result of the Merger, the Earn Out Shares were accelerated and the Reporting Person received shares of Class B Common Stock for no additional consideration.

Footnote F4

Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time, at the holder's election, and has no expiration date.

Footnote F5

Pursuant to the Merger Agreement, each share of Class B Common Stock was canceled and converted into the right to receive the Per Share Amount.

Footnote F6

Pursuant to the Merger Agreement, the option was canceled and terminated without any cash payment being made in respect thereof.

Footnote F7

Pursuant to the Merger Agreement, the performance stock units ("PSUs") were canceled in exchange for the right to receive a lump-sum cash payment, less applicable tax withholdings, equal to the Per Share Amount multiplied by the aggregate number of shares of Class A common stock subject to the PSUs immediately before the Effective Time (with any performance-based goals deemed to 1 be achieved and satisfied at 100%).

Footnote F8

Includes 621,328 shares of Class A Common Stock held in a joint account with the reporting person's spouse.

Footnote F9

Consists of 500,000 shares of Class A Common Stock owned by the reporting person's spouse.