Form 8-K - Current report

0000822416falsetrue00008224162024-10-222024-10-220000822416us-gaap:CommonStockMember2024-10-222024-10-220000822416phm:SeriesAJuniorParticipatingPreferredSharePurchaseRightsMember2024-10-222024-10-22

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 22, 2024

PULTEGROUP, INC.

(Exact name of registrant as specified in its Charter)

Michigan			1-9804			38-2766606
(State or other jurisdiction			(Commission			(IRS Employer
of incorporation)			File Number)			Identification No.)

3350 Peachtree Road NE, Suite 1500
Atlanta,			Georgia			30326
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code 404 978-6400

____________________________________________________

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Shares, par value $0.01

PHM

New York Stock Exchange

Series A Junior Participating Preferred Share Purchase Rights

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company.  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

---

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On October 22, 2024, PulteGroup, Inc. (the "Company") issued a press release announcing its financial results for its third quarter ended September 30, 2024. A copy of this earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in Item 2.02 by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

99.1    Third Quarter 2024 earnings press release dated October 22, 2024.

104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

The information in Item 2.02 of this Current Report on Form 8-K, including the earnings press release incorporated in such Item 2.02, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

---

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

                                

PULTEGROUP, INC.

Date:

October 22, 2024

By:

/s/ Todd N. Sheldon

Name:

Todd N. Sheldon

Title:

Executive Vice President, General Counsel and Corporate Secretary

FOR IMMEDIATE RELEASE			Company Contact
			Investors: Jim Zeumer
			[phone]
			[e-mail]

PULTEGROUP REPORTS THIRD QUARTER 2024 FINANCIAL RESULTS

•Earnings Increased 16% to $3.35 Per Share

•Closings Increased 12% to 7,924

•Home Sale Revenues Increased 12% to $4.3 Billion

•Home Sale Gross Margin of 28.8%

•Net New Orders Totaled 7,031 Homes with a Value of $3.9 Billion

•Unit Backlog of 12,089 Homes with a Value of $7.7 Billion

•Repurchased $320 Million of Common Shares in the Quarter

ATLANTA – Oct. 22, 2024 – PulteGroup, Inc. (NYSE: PHM) announced today financial results for its third quarter ended September 30, 2024. For the quarter, the Company reported net income of $698 million, or $3.35 per share. In the prior year period, the Company reported net income of $639 million, or $2.90 per share.

“Supported by the successful execution of our balanced spec and build-to-order operating model, PulteGroup realized record third quarter home sale revenues of $4.3 billion and earnings of $3.35 per share, as we increased home closings in the period by 12% over last year,” said PulteGroup President and CEO, Ryan Marshall. “Consistent with our stated strategies, in the third quarter we invested $1.4 billion into our business, while returning over $360 million to our shareholders and generating a return on equity of 27%* for the trailing 12 months.

“Years of underbuilding has created a structural shortage of homes and correspondingly high home prices, so the Federal Reserve’s pivot to lowering interest rates provides a powerful tool in helping to address the affordability challenge faced by today’s homebuyers,” said Mr. Marshall. “Given our strong third quarter and nine-month financial results, we are well positioned to deliver a record year of earnings for the Company.”

Third Quarter Results

Home sale revenues in the third quarter increased 12% over the prior year to $4.3 billion. Higher revenues in the third quarter were driven by a 12% increase in closings to 7,924 homes. The average selling price of homes closed in the period was $548,000, effectively unchanged from the prior year.

The Company’s reported home sale gross margin in the third quarter was 28.8%, compared with 29.5% in the prior year period. Homebuilding SG&A expense for the third quarter was $407 million, or 9.4% of home sale revenues, compared with $353 million, or 9.1% in the prior year period.

The Company’s net new orders for the third quarter were 7,031 homes, which is consistent with net new orders of 7,065 homes in the prior year period. The value of net new orders in the quarter was $3.9 billion, or an

1

---

increase of 3% over last year. Average community count for the third quarter was 957, which is up 4% from the prior year.

At the end of the third quarter, the Company’s backlog was 12,089 homes with a value of $7.7 billion.

The Company's financial services operations generated pre-tax income of $55 million, an increase of 90% over prior year pre-tax income of $29 million. The significant increase in pre-tax income reflects the benefit of higher volumes in the Company’s homebuilding operations, as well as a more favorable operating environment. Mortgage capture rate for the third quarter was 87%, up from 84% last year.

Third quarter pre-tax income for the Company increased 7% over the prior year period to $906 million. Income tax expense for the third quarter was $208 million, or an effective tax rate of 23.0%.

PulteGroup repurchased 2.5 million of its common shares in the third quarter for $320 million, or an average price of $126.05 per share. Through the first nine months of 2024, the Company has repurchased 7.6 million common shares, or 3.6% of shares outstanding, for $880 million, or $115.74 per share. The Company ended the quarter with $1.5 billion of cash and a debt-to-capital ratio of 12.3%.

A conference call discussing PulteGroup's third quarter 2024 results is scheduled for Tuesday, October 22, 2024, at 8:30 a.m. Eastern Time. Interested investors can access the live webcast via PulteGroup's corporate website at www.pultegroupinc.com.

* The Company's return on equity is calculated as net income for the trailing twelve months divided by average shareholders' equity, where average shareholders' equity is the sum of ending shareholders' equity balances of the trailing five quarters divided by five.

Forward-Looking Statements

This release includes “forward-looking statements.” These statements are subject to a number of risks, uncertainties and other factors that could cause our actual results, performance, prospects or opportunities, as well as those of the markets we serve or intend to serve, to differ materially from those expressed in, or implied by, these statements.

You can identify these statements by the fact that they do not relate to matters of a strictly factual or historical nature and generally discuss or relate to forecasts, estimates or other expectations regarding future events. Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “plan,” “project,” “may,” “can,” “could,” “might,” “should,” “will” and similar expressions identify forward-looking statements, including statements related to any potential impairment charges and the impacts or effects thereof, expected operating and performing results, planned transactions, planned objectives of management, future developments or conditions in the industries in which we participate and other trends, developments and uncertainties that may affect our business in the future.

Such risks, uncertainties and other factors include, among other things: interest rate changes and the availability of mortgage financing; the impact of any changes to our strategy in responding to the cyclical nature of the industry or deteriorations in industry changes or downward changes in general economic or other business conditions, including any changes regarding our land positions and the levels of our land spend; economic changes nationally or in our local markets, including inflation, deflation, changes in consumer confidence and preferences and the state of the market for homes in general; labor supply shortages and the cost of labor; the availability and cost of land and other raw materials used by us in our homebuilding operations; a decline in the value of the land and home inventories we maintain and resulting possible future writedowns of the carrying value of our real estate assets; competition within the industries in which we operate; governmental regulation directed at or affecting the housing market, the homebuilding industry or construction activities, slow growth initiatives and/or local building moratoria; the availability and cost of insurance covering risks associated with our businesses, including warranty and other legal or regulatory proceedings or claims; damage from improper acts of persons over whom we do not have control or attempts to impose liabilities or obligations of third parties on us; weather related slowdowns; the impact of climate change and related governmental regulation; adverse capital and credit market conditions, which may affect our

2

---

access to and cost of capital; the insufficiency of our income tax provisions and tax reserves, including as a result of changing laws or interpretations; the potential that we do not realize our deferred tax assets; our inability to sell mortgages into the secondary market; uncertainty in the mortgage lending industry, including revisions to underwriting standards and repurchase requirements associated with the sale of mortgage loans, and related claims against us; risks related to information technology failures, data security issues, and the effect of cybersecurity incidents and threats; the impact of negative publicity on sales; failure to retain key personnel; the impairment of our intangible assets; the disruptions associated with the COVID-19 pandemic (or another epidemic or pandemic or similar public threat or fear of such an event), and the measures taken to address it; and other factors of national, regional and global scale, including those of a political, economic, business and competitive nature. See Item 1A – Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 for a further discussion of these and other risks and uncertainties applicable to our businesses. We undertake no duty to update any forward-looking statement, whether as a result of new information, future events or changes in our expectations.

About PulteGroup

PulteGroup, Inc. (NYSE: PHM), based in Atlanta, Georgia, is one of America’s largest homebuilding companies with operations in more than 45 markets throughout the country. Through its brand portfolio that includes Centex, Pulte Homes, Del Webb, DiVosta Homes, American West and John Wieland Homes and Neighborhoods, the company is one of the industry’s most versatile homebuilders able to meet the needs of multiple buyer groups and respond to changing consumer demand. PulteGroup’s purpose is building incredible places where people can live their dreams.

For more information about PulteGroup, Inc. and PulteGroup brands, go to pultegroup.com; pulte.com; centex.com; delwebb.com; divosta.com; jwhomes.com; and americanwesthomes.com. Follow PulteGroup, Inc. on X: @PulteGroupNews.

# # #

3

---

PulteGroup, Inc.

Consolidated Statements of Operations

($000's omitted, except per share data)

(Unaudited)

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
			2024						2023						2024						2023
Revenues:
Homebuilding
Home sale revenues			$	4,343,227					$	3,886,908					$	12,610,981					$	11,433,476
Land sale and other revenues			19,284						39,905						96,327						107,575
			4,362,511						3,926,813						12,707,308						11,541,051
Financial Services			113,831						76,720						317,848						226,875
Total revenues			4,476,342						4,003,533						13,025,156						11,767,926
Homebuilding Cost of Revenues:
Home sale cost of revenues			(3,091,267)						(2,739,596)						(8,897,835)						(8,068,287)
Land sale and other cost of revenues			(25,287)						(35,007)						(101,204)						(92,467)
			(3,116,554)						(2,774,603)						(8,999,039)						(8,160,754)
Financial Services expenses			(58,905)						(46,431)						(159,615)						(137,244)
Selling, general, and administrative expenses			(406,897)						(353,167)						(1,125,637)						(1,004,323)
Equity income from unconsolidated entities, net			2,508						891						42,577						4,348
Other income, net			9,702						17,091						39,709						32,496
Income before income taxes			906,196						847,314						2,823,151						2,502,449
Income tax expense			(208,282)						(208,539)						(653,128)						(611,070)
Net income			$	697,914					$	638,775					$	2,170,023					$	1,891,379
Per share:
Basic earnings			$	3.38					$	2.92					$	10.36					$	8.49
Diluted earnings			$	3.35					$	2.90					$	10.28					$	8.45
Cash dividends declared			$	0.20					$	0.16					$	0.60					$	0.48
Number of shares used in calculation:
Basic			206,774						218,288						209,374						221,832
Effect of dilutive securities			1,686						1,394						1,683						1,152
Diluted			208,460						219,682						211,057						222,984

4

---

PulteGroup, Inc.

Condensed Consolidated Balance Sheets

($000's omitted)

(Unaudited)

			September 30, 2024						December 31, 2023
ASSETS
Cash and equivalents			$	1,397,664					$	1,806,583
Restricted cash			57,472						42,594
Total cash, cash equivalents, and restricted cash			1,455,136						1,849,177
House and land inventory			12,641,932						11,795,370
Land held for sale			24,914						23,831
Residential mortgage loans available-for-sale			556,664						516,064
Investments in unconsolidated entities			213,022						166,913
Other assets			1,897,985						1,545,667
Goodwill			68,930						68,930
Other intangible assets			48,802						56,338
Deferred tax assets			47,708						64,760
			$	16,955,093					$	16,087,050
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Accounts payable			$	704,663					$	619,012
Customer deposits			597,820						675,091
Deferred tax liabilities			401,142						302,155
Accrued and other liabilities			1,539,476						1,645,690
Financial Services debt			524,093						499,627
Notes payable			1,623,686						1,962,218
			5,390,880						5,703,793
Shareholders' equity			11,564,213						10,383,257
			$	16,955,093					$	16,087,050

5

---

PulteGroup, Inc.

Consolidated Statements of Cash Flows

($000's omitted)

(Unaudited)

			Nine Months Ended
			September 30,
			2024						2023
Cash flows from operating activities:
Net income			$	2,170,023					$	1,891,379
Adjustments to reconcile net income to net cash from operating activities:
Deferred income tax expense			116,013						132,389
Land-related charges			19,929						16,978
Depreciation and amortization			64,975						59,765
Equity income from unconsolidated entities			(42,577)						(4,348)
Distributions of income from unconsolidated entities			2,557						4,564
Share-based compensation expense			39,247						38,401
Other, net			(74)						(863)
Increase (decrease) in cash due to:
Inventories			(805,331)						(173,377)
Residential mortgage loans available-for-sale			(45,184)						262,637
Other assets			(366,279)						(142,131)
Accounts payable, accrued and other liabilities			(40,115)						(177,050)
Net cash provided by operating activities			1,113,184						1,908,344
Cash flows from investing activities:
Capital expenditures			(94,065)						(67,561)
Investments in unconsolidated entities			(15,105)						(18,059)
Distributions of capital from unconsolidated entities			9,017						2,316
Other investing activities, net			(8,197)						(11,727)
Net cash used in investing activities			(108,350)						(95,031)
Cash flows from financing activities:
Repayments of notes payable			(350,453)						(86,794)
Financial Services borrowings (repayments), net			24,465						(161,254)
Debt issuance costs			—						(1,500)
Proceeds from liabilities related to consolidated inventory not owned			46,256						108,707
Payments related to consolidated inventory not owned			(94,121)						(49,379)
Share repurchases			(879,999)						(700,000)
Cash paid for shares withheld for taxes			(18,463)						(10,409)
Dividends paid			(126,560)						(107,676)
Net cash used in financing activities			(1,398,875)						(1,008,305)
Net increase (decrease) in cash, cash equivalents, and restricted cash			(394,041)						805,008
Cash, cash equivalents, and restricted cash at beginning of period			1,849,177						1,094,553
Cash, cash equivalents, and restricted cash at end of period			$	1,455,136					$	1,899,561
Supplemental Cash Flow Information:
Interest paid (capitalized), net			$	20,144					$	11,048
Income taxes paid (refunded), net			$	546,344					$	546,871

6

---

PulteGroup, Inc.

Segment Data

($000's omitted)

(Unaudited)

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
			2024						2023						2024						2023
HOMEBUILDING:
Home sale revenues			$	4,343,227					$	3,886,908					$	12,610,981					$	11,433,476
Land sale and other revenues			19,284						39,905						96,327						107,575
Total Homebuilding revenues			4,362,511						3,926,813						12,707,308						11,541,051
Home sale cost of revenues			(3,091,267)						(2,739,596)						(8,897,835)						(8,068,287)
Land sale and other cost of revenues			(25,287)						(35,007)						(101,204)						(92,467)
Selling, general, and administrative expenses			(406,897)						(353,167)						(1,125,637)						(1,004,323)
Equity income from unconsolidated entities, net			2,508						891						41,527						3,293
Other income, net			9,702						18,431						39,709						33,836
Income before income taxes			$	851,270					$	818,365					$	2,663,868					$	2,413,103
FINANCIAL SERVICES:
Income before income taxes			$	54,926					$	28,949					$	159,283					$	89,346
CONSOLIDATED:
Income before income taxes			$	906,196					$	847,314					$	2,823,151					$	2,502,449

7

---

PulteGroup, Inc.

Segment Data, continued

($000's omitted)

(Unaudited)

									Three Months Ended												Nine Months Ended
									September 30,												September 30,
															2024						2023						2024						2023
Home sale revenues															$	4,343,227					$	3,886,908					$	12,610,981					$	11,433,476
Closings - units
Northeast															391						344						1,054						996
Southeast															1,340						1,291						4,284						3,864
Florida															1,984						1,983						6,051						5,802
Midwest															1,194						1,018						3,380						2,693
Texas															1,485						1,211						4,285						4,030
West															1,530						1,229						4,062						3,603
															7,924						7,076						23,116						20,988
Average selling price															$	548					$	549					$	546					$	545
Net new orders - units
Northeast															385						376						1,226						1,161
Southeast															1,340						1,374						4,130						4,277
Florida															1,681						1,598						5,399						5,386
Midwest															1,233						1,090						3,772						3,426
Texas															1,134						1,258						3,863						4,070
West															1,258						1,369						4,669						4,046
															7,031						7,065						23,059						22,366
Net new orders - dollars															$	3,928,860					$	3,823,619					$	12,986,027					$	11,884,620
Unit backlog
Northeast																											739						639
Southeast																											2,092						2,319
Florida																											3,140						4,225
Midwest																											2,084						2,083
Texas																											1,215						1,829
West																											2,819						2,452
																											12,089						13,547
Dollars in backlog																											$	7,694,761					$	8,125,182

8

---

    

PulteGroup, Inc.

Segment Data, continued

($000's omitted)

(Unaudited)

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
			2024						2023						2024						2023
MORTGAGE ORIGINATIONS:
Origination volume			5,005						4,362						14,442						12,770
Origination principal			$	2,103,197					$	1,745,952					$	5,998,347					$	5,053,379
Capture rate			86.7		%				83.5		%				85.9		%				80.5		%

Supplemental Data

($000's omitted)

(Unaudited)

			Three Months Ended												Nine Months Ended
			September 30,												September 30,
			2024						2023						2024						2023
Interest in inventory, beginning of period			$	149,362					$	141,994					$	139,078					$	137,262
Interest capitalized			26,443						31,659						86,346						95,388
Interest expensed			(29,708)						(33,643)						(79,327)						(92,640)
Interest in inventory, end of period			$	146,097					$	140,010					$	146,097					$	140,010

9

---

PulteGroup, Inc.

Reconciliation of Non-GAAP Financial Measures

This report contains information about our debt-to-capital ratios. These measures could be considered non-GAAP financial measures under the SEC's rules and should be considered in addition to, rather than as a substitute for, comparable GAAP financial measures. We calculate total net debt by subtracting total cash, cash equivalents, and restricted cash from notes payable to present the amount of assets needed to satisfy the debt. We use the debt-to-capital and net debt-to-capital ratios as indicators of our overall leverage and believe they are useful financial measures in understanding the leverage employed in our operations. We believe that these measures provide investors relevant and useful information for evaluating the comparability of financial information presented and comparing our profitability and liquidity to other companies in the homebuilding industry. Although other companies in the homebuilding industry report similar information, the methods used may differ. We urge investors to understand the methods used by other companies in the homebuilding industry to calculate these measures and any adjustments thereto before comparing our measures to those of such other companies.

The following table sets forth a reconciliation of the debt-to-capital ratios ($000's omitted):

Debt-to-Capital Ratios
						September 30, 2024						December 31, 2023
Notes payable						$	1,623,686					$	1,962,218
Shareholders' equity						11,564,213						10,383,257
Total capital						$	13,187,899					$	12,345,475
Debt-to-capital ratio						12.3		%				15.9		%
Notes payable						$	1,623,686					$	1,962,218
Less: Total cash, cash equivalents, and      restricted cash						(1,455,136)						(1,849,177)
Total net debt						$	168,550					$	113,041
Shareholders' equity						11,564,213						10,383,257
Total net capital						$	11,732,763					$	10,496,298
Net debt-to-capital ratio						1.4		%				1.1		%

10

Document and Entity Information Document	Oct. 22, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Oct. 22, 2024
Entity Registrant Name	PULTEGROUP, INC.
Entity Central Index Key	0000822416
Amendment Flag	false
Entity Incorporation, State or Country Code	MI
Entity File Number	1-9804
Entity Tax Identification Number	38-2766606
Entity Address, Address Line One	3350 Peachtree Road NE, Suite 1500
Entity Address, City or Town	Atlanta,
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30326
City Area Code	404
Local Phone Number	978-6400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Entity Information [Line Items]
Title of 12(b) Security	Common Shares, par value $0.01
Security Exchange Name	NYSE
Trading Symbol	PHM
Series A Junior Participating Preferred Share Purchase Rights [Member]
Entity Information [Line Items]
No Trading Symbol Flag	true
Title of 12(b) Security	Series A Junior Participating Preferred Share Purchase Rights
Security Exchange Name	NYSE

---