MI HOMES INC

On February 15, 2024, the Compensation Committee of the Board of Directors awarded Robert H. Schottenstein (the Company’s Chairman, Chief Executive Officer and President), Phillip G. Creek (the Company’s Executive Vice President and Chief Financial Officer) and Susan E. Krohne (the Company’s Senior Vice President, Chief Legal Officer and Secretary), 24,065, 12,032 and 3,609 restricted share units, respectively, under the 2018 LTIP pursuant to the award agreement attached as Exhibit 10.28 to this Annual Report on Form 10-K. These restricted share units will vest in one-third increments on the first three anniversaries of the date of grant, subject to the employee’s continued service on the vesting date (except in the case of death, disability or retirement) and will be settled in the Company’s common shares.

As previously disclosed, on May 24, 2023, William H. Carter announced his decision to retire from the Board of Directors effective May 31, 2023. As a result of Mr. Carter’s retirement, a vacancy was created in the class of directors with a term expiring at the Company’s 2025 Annual Meeting of Shareholders (“2025 Class”). In order to balance the number of directors within each of the three classes comprising the Board of Directors at three, the Board of Directors determined to move Nancy J. Kramer from the class of directors with a term expiring at the Company’s 2026 Annual Meeting of Shareholders (“2026 Class”) to the 2025 Class. Accordingly, on February 15, 2024, Ms. Kramer agreed to resign as a 2026 Class director and was immediately reappointed by the Board of Directors as a 2025 Class director. Ms. Kramer continues to serve on the Nominating and Governance Committee and Audit Committee of the Board of Directors. The resignation and reappointment of Ms. Kramer was effected solely to rebalance the Board of Directors classes, and for all other purposes, including director compensation matters, Ms. Kramer’s service on the Board of Directors is deemed to have continued uninterrupted. In addition, the Board of Directors also reduced the number of directors that comprise the Board of Directors and 2026 Class to nine and three, respectively.

During the three months ended December 31, 2023, no director or officer (as defined under Rule 16a-1 of the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as such terms are defined in Item 408(a) of Regulation S-K.