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M/I HOMES, INC.

For the period ended Sep 30, 2025. Filed Oct 24, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Oct 24, 2025

MHO$131.60-2.0%Stored close · as of Nov 6, 2026
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Item 1. M/I Homes, Inc. and Subsidiaries Unaudited Condensed Consolidated Financial Statements

Unaudited Condensed Consolidated Balance Sheets at September 30, 2025 and December 31, 20243
Unaudited Condensed Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2025 and 20244
Unaudited Condensed Consolidated Statements of Shareholders’ Equity for the Three and Nine Months Ended September 30, 2025 and 20245
Unaudited Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 20246
Notes to Unaudited Condensed Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations23
Item 3.Quantitative and Qualitative Disclosures About Market Risk41
Item 4.Controls and Procedures43
PART II.OTHER INFORMATION
Item 1.Legal Proceedings43
Item 1A.Risk Factors43
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds43
Item 3.Defaults Upon Senior Securities44
Item 4.Mine Safety Disclosures44
Item 5.Other Information44
Item 6.Exhibits45
Signatures46

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Dollars in thousands, except par values)September 30,2025December 31,2024
ASSETS:
Cash, cash equivalents and restricted cash$734,174$821,570
Mortgage loans held for sale239,585283,540
Inventory3,412,8303,091,862
Property and equipment - net32,66834,513
Investment in joint venture arrangements81,51465,334
Operating lease right-of-use assets50,32253,895
Deferred income tax asset13,45113,451
Goodwill16,40016,400
Other assets188,600169,231
TOTAL ASSETS$4,769,544$4,549,796
LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES:
Accounts payable$257,981$198,579
Customer deposits61,60269,327
Operating lease liabilities51,96855,365
Other liabilities293,716281,019
Community development district obligations8,74712,839
Obligation for consolidated inventory not owned18,12211,809
Notes payable bank - financial services operations231,979286,159
Senior notes due 2028 - net398,233397,653
Senior notes due 2030 - net297,747297,369
TOTAL LIABILITIES$1,620,095$1,610,119
Commitments and contingencies (Note 6)——
SHAREHOLDERS’ EQUITY:
Common shares - $0.01 par value; authorized 58,000,000 shares at both September 30, 2025 and December 31, 2024; issued 30,137,141 shares at both September 30, 2025 and December 31, 2024$301$301
Additional paid-in capital339,812348,705
Retained earnings3,204,0432,865,073
Treasury shares - at cost - 3,988,632 and 3,074,118 shares at September 30, 2025 and December 31, 2024, respectively(394,707)(274,402)
TOTAL SHAREHOLDERS’ EQUITY$3,149,449$2,939,677
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$4,769,544$4,549,796

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

Three Months Ended September 30,Nine Months Ended September 30,
(In thousands, except per common share amounts)2025202420252024
Revenue$1,131,791$1,142,909$3,270,476$3,299,393
Costs and expenses:
Land and housing$854,122$833,468$2,453,405$2,397,329
Impairment of inventory and land deposit write-offs7,583—7,583—
General and administrative70,76668,285197,086188,363
Selling64,04959,163180,490171,598
Interest income, net of interest expense(4,548)(6,680)(14,122)(20,948)
Total costs and expenses$991,972$954,236$2,824,442$2,736,342
Income before income taxes139,819188,673446,034563,051
Provision for income taxes33,32943,224107,064132,795
Net income$106,490$145,449$338,970$430,256
Earnings per common share:
Basic$4.01$5.26$12.60$15.45
Diluted$3.92$5.10$12.32$14.99
Weighted average shares outstanding:
Basic26,54427,64426,89527,857
Diluted27,18828,53427,51328,703

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Three Months Ended September 30, 2025
Common Shares
Shares Outstanding · Additional Paid-in Capital · Retained Earnings · Treasury Shares · Total Shareholders’ Equity
(Dollars in thousands)Amount
Balance at June 30, 202526,339,786$301$344,536$3,097,553$(360,254)$3,082,136
Net income———106,490—106,490
Stock options exercised120,200—(5,149)—11,5976,448
Stock-based compensation expense——4,525——4,525
Repurchase of common shares(355,000)———(50,179)(50,179)
Deferral of executive and director compensation——29——29
Executive and director deferred compensation distributions43,523—(4,129)—4,129—
Balance at September 30, 202526,148,509$301$339,812$3,204,043$(394,707)$3,149,449
Nine Months Ended September 30, 2025
Common Shares
Shares Outstanding · Additional Paid-in Capital · Retained Earnings · Treasury Shares · Total Shareholders’ Equity
(Dollars in thousands)Amount
Balance at December 31, 202427,063,023$301$348,705$2,865,073$(274,402)$2,939,677
Net income———338,970—338,970
Stock options exercised160,200—(6,940)—15,2528,312
Stock-based compensation expense——12,641——12,641
Repurchase of common shares(1,237,000)———(150,378)(150,378)
Deferral of executive and director compensation——227——227
Executive and director deferred compensation distributions162,286—(14,821)—14,821—
Balance at September 30, 202526,148,509$301$339,812$3,204,043$(394,707)$3,149,449
Three Months Ended September 30, 2024
Common Shares
Shares Outstanding · Additional Paid-in Capital · Retained Earnings · Treasury Shares · Total Shareholders’ Equity
(Dollars in thousands)Amount
Balance at June 30, 202427,403,908$301$350,554$2,586,155$(195,893)$2,741,117
Net income———145,449—145,449
Stock options exercised123,146—(3,549)—9,0345,485
Stock-based compensation expense——3,510——3,510
Repurchase of common shares(322,000)———(50,234)(50,234)
Deferral of executive and director compensation——29——29
Executive and director deferred compensation distributions——————
Balance at September 30, 202327,205,054$301$350,544$2,731,604$(237,093)$2,845,356
Nine Months Ended September 30, 2024
Common Shares
Shares Outstanding · Additional Paid-in Capital · Retained Earnings · Treasury Shares · Total Shareholders’ Equity
(Dollars in thousands)Amount
Balance at December 31, 202327,761,299$301$349,907$2,301,348$(134,617)$2,516,939
Net income———430,256—430,256
Stock options exercised310,696—(7,172)—20,20613,034
Stock-based compensation expense——10,859——10,859
Repurchase of common shares(922,000)———(125,819)(125,819)
Deferral of executive and director compensation——87——87
Executive and director deferred compensation distributions55,059—(3,137)—3,137—
Balance at September 30, 202427,205,054$301$350,544$2,731,604$(237,093)$2,845,356

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended September 30,
(Dollars in thousands)20252024
OPERATING ACTIVITIES:
Net income$338,970$430,256
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Impairment of inventory and land deposit write-offs7,583—
Mortgage loan originations(2,121,412)(1,923,219)
Proceeds from the sale of mortgage loans2,171,2631,856,834
Fair value adjustment of mortgage loans held for sale(5,896)(98)
Capitalization of originated mortgage servicing rights(4,827)(3,845)
Amortization of mortgage servicing rights768954
Depreciation11,52510,511
Amortization of debt issue costs2,5042,425
Gain on sale of mortgage servicing rights(1,718)(2,613)
Loss on early extinguishment of debt——
Stock-based compensation expense12,64110,859
Excess tax benefits on equity compensation(2,316)(4,612)
Other, net—3,240
Change in assets and liabilities:
Inventory(314,542)(335,062)
Other assets(12,011)(33,366)
Accounts payable59,40252,030
Customer deposits(7,725)2,215
Accrued compensation(17,291)(4,322)
Other liabilities29,13813,154
Net cash provided by operating activities146,05675,341
INVESTING ACTIVITIES:
Purchase of property and equipment(5,352)(6,350)
Return of capital from joint venture arrangements2,002—
Investment in joint venture arrangements(34,410)(45,920)
Proceeds from sale of mortgage servicing rights7,0627,233
Net cash used in investing activities(30,698)(45,037)
FINANCING ACTIVITIES:
Net proceeds from (repayments of) bank borrowings - financial services operations(54,180)69,597
Repurchase of common shares(150,378)(125,819)
Debt issue costs(6,508)—
Proceeds from exercise of stock options8,31213,034
Net cash used in financing activities(202,754)(43,188)
Net decrease in cash, cash equivalents and restricted cash(87,396)(12,884)
Cash, cash equivalents and restricted cash balance at beginning of period821,570732,804
Cash, cash equivalents and restricted cash balance at end of period$734,174$719,920
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
Interest — net of amount capitalized$7,609$7,426
Income taxes$103,809$131,959
NON-CASH TRANSACTIONS DURING THE PERIOD:
Community development district infrastructure$(4,092)$(4,166)
Consolidated inventory not owned$6,313$(15,384)
Distribution of single-family lots from joint venture arrangements$16,223$27,234

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. Basis of Presentation

The accompanying Unaudited Condensed Consolidated Financial Statements (the “financial statements”) of M/I Homes, Inc. and its subsidiaries (the “Company”) and notes thereto have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information. The financial statements include the accounts of the Company. All intercompany transactions have been eliminated. Results for the interim period are not necessarily indicative of results for a full year. In the opinion of management, the accompanying financial statements reflect all adjustments (all of which are normal and recurring in nature) necessary for a fair presentation of financial results for the interim periods presented. These financial statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”).

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during that period. Actual results could differ from these estimates and have a significant impact on the financial condition and results of operations and cash flows. With regard to the Company, estimates and assumptions are inherent in calculations relating to valuation of inventory and investment in unconsolidated joint ventures, property and equipment depreciation, valuation of derivative financial instruments, accounts payable on inventory, accruals for costs to complete inventory, accruals for warranty claims, accruals for self-insured general liability claims, litigation, accruals for health care and workers’ compensation, accruals for guaranteed or indemnified loans, stock-based compensation expense, income taxes, and contingencies. Items that could have a significant impact on these estimates and assumptions include the risks and uncertainties listed in “Item 1A. Risk Factors” in Part I of our 2024 Form 10-K, as the same may be updated from time to time in our subsequent filings with the SEC.

Impact of New Accounting Standards and SEC Guidance

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. The amendments in this update also expand the interim segment disclosure requirements. ASU 2023-07 was applied retrospectively and is effective for annual reporting periods in fiscal years beginning after December 15, 2023, and interim reporting periods in fiscal years beginning after December 31, 2024. ASU 2023-07 has become effective and applied retrospectively to all prior periods presented in our consolidated financial statements. See Note 11 of our financial statements for more information regarding our reportable segments.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires public companies to annually (1) disclose specific categories in the income tax rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than five percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). ASU 2023-09 will be effective for the annual reporting periods in fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact the adoption of ASU 2023-09 may have on our consolidated financial statements and disclosures, but we do not expect the impact to be significant.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Topic 220): Disaggregation of Income Statement Expenses(“ASU 2024-03”). ASU 2024-03 requires disclosure of certain costs and expenses on an interim and annual basis in the notes to the financial statements. ASU 2024-03 will be effective for the annual reporting periods in fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027. The Company is currently evaluating the impact the adoption of ASU 2024-03 may have on our consolidated financial statements and disclosures.

Significant Accounting Policies

There have been no significant changes to our significant accounting policies during the quarter ended September 30, 2025 as compared to those disclosed in our 2024 Form 10-K.

NOTE 2. Inventory and Capitalized Interest

Inventory

Inventory is recorded at cost, unless events and circumstances indicate that the carrying value of the inventory is impaired, at which point the inventory is written down to fair value (see Note 4 to our financial statements for additional details relating to our procedures for evaluating our inventories for impairment). Inventory includes the costs of land acquisition, land development and home construction, capitalized interest, real estate taxes, direct overhead costs incurred during development and home construction, and common costs that benefit the entire community, less impairments, if any.

A summary of the Company’s inventory as of September 30, 2025 and December 31, 2024 is as follows:

(In thousands)September 30, 2025December 31, 2024
Single-family lots, land and land development costs$1,743,476$1,630,190
Land held for sale9,2317,699
Homes under construction1,457,8431,271,626
Model homes and furnishings - at cost (less accumulated depreciation: September 30, 2025 - $14,197; December 31, 2024 - $12,765)93,89188,216
Community development district infrastructure8,74712,839
Land purchase deposits81,52069,483
Consolidated inventory not owned18,12211,809
Total inventory$3,412,830$3,091,862

Single-family lots, land and land development costs include raw land that the Company has purchased to develop into lots, costs incurred to develop the raw land into lots, and lots for which development has been completed, but which have not yet been used to start construction of a home.

Homes under construction include homes that are in various stages of construction. As of September 30, 2025 and December 31, 2024, we had 3,001 homes (with a carrying value of $707.3 million) and 2,502 homes (with a carrying value of $551.3 million), respectively, included in homes under construction that were not subject to a sales contract.

Model homes and furnishings include homes that are under construction or have been completed and are being used as sales models. The amount also includes the net book value of furnishings included in our model homes. Depreciation on model home furnishings is recorded using an accelerated method over the estimated useful life of the assets, which is typically three years.

We own lots in certain communities in Florida that have Community Development Districts (“CDDs”). The Company records a liability for the estimated developer obligations that are probable and estimable and user fees that are required to be paid or transferred at the time the parcel or unit is sold to an end user. The Company reduces this liability at the time of closing and the transfer of the property. The Company recorded an $8.7 million liability and a $12.8 million liability related to these CDD bond obligations as of September 30, 2025 and December 31, 2024, respectively, along with the related inventory infrastructure.

Land purchase deposits include both refundable and non-refundable amounts paid to third party sellers relating to the purchase of land. On an ongoing basis, the Company evaluates the land option agreements relating to the land purchase deposits. The Company expenses any deposits and accumulated pre-acquisition costs relating to such agreements in the period when the Company makes the decision not to proceed with the purchase of land under an agreement.

Capitalized Interest

The Company capitalizes interest during land development and home construction. Capitalized interest is charged to land and housing costs and expenses as the related inventory is delivered to a third party. A summary of capitalized interest for the three and nine months ended September 30, 2025 and 2024 is as follows:

Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2025202420252024
Capitalized interest, beginning of period$38,742$33,858$35,953$32,144
Interest capitalized to inventory8,9558,95226,87226,906
Capitalized interest charged to land and housing costs and expenses(7,651)(7,632)(22,779)(23,872)
Capitalized interest, end of period$40,046$35,178$40,046$35,178
Interest incurred - net$4,407$2,272$12,750$5,958

NOTE 3. Investment in Joint Venture Arrangements

Investment in Joint Venture Arrangements

In order to minimize our investment and risk of land exposure in a single location, we have periodically partnered with other land developers or homebuilders to share in the land investment and development of a property through joint ownership and development agreements, joint ventures, and other similar arrangements. As of September 30, 2025 and December 31, 2024, our investment in such joint venture arrangements totaled $81.5 million and $65.3 million, respectively, and was reported as Investment in Joint Venture Arrangements on our Unaudited Condensed Consolidated Balance Sheets. The $16.2 million increase during the nine-month period ended September 30, 2025 was driven primarily by our cash contributions to our joint venture arrangements during the first nine months of 2025 of $34.4 million, offset, in part, by lot distributions from our joint venture arrangements of $16.2 million and return of capital from joint ventures of $2.0 million.

The majority of our investment in joint venture arrangements for both September 30, 2025 and December 31, 2024 consisted of joint ownership and development agreements for which a special purpose entity was not established (“JODAs”). In these JODAs, we own the property jointly with partners which are typically other builders, and land development activities are funded jointly until the developed lots are subdivided for separate ownership by the partners in accordance with the JODA and the approved site plan. As of September 30, 2025 and December 31, 2024, the Company had $75.1 million and $59.3 million, respectively, invested in JODAs.

The remainder of our investment in joint venture arrangements was comprised of joint venture arrangements where a special purpose entity was established to own and develop the property. For these joint venture arrangements, we generally enter into limited liability company or similar arrangements (“LLCs”) with the other partners. These entities typically engage in land development activities for the purpose of distributing or selling developed lots to the Company and its partners in the LLC. As of September 30, 2025 and December 31, 2024, the Company had $6.4 million and $6.0 million of equity invested in LLCs, respectively. The Company’s percentage of ownership in these LLCs as of both September 30, 2025 and December 31, 2024 ranged from 25% to 50%.

We use the equity method of accounting for investments in LLCs and other joint venture arrangements, including JODAs, over which we exercise significant influence but do not have a controlling interest. Under the equity method, our share of the LLCs’ earnings or loss, if any, is included in our Unaudited Condensed Consolidated Statements of Income. There wereno losses or income from the Company’s LLCs during the three and nine months ended September 30, 2025 or the three and nine months ended September 30, 2024. Our share of the profit relating to lots we purchase from our LLCs is deferred until homes are delivered by us and title passes to a homebuyer.

We believe that the Company’s maximum exposure related to its investment in these joint venture arrangements as of September 30, 2025 was the amount invested of $81.5 million, which is reported as Investment in Joint Venture Arrangements on our Unaudited Condensed Consolidated Balance Sheets. We expect to invest further amounts in these joint venture arrangements as development of the properties progresses.

The Company assesses its investments in unconsolidated LLCs for recoverability on a quarterly basis. See Note 4 to our financial statements for additional details relating to our procedures for evaluating our investments for impairment.

Variable Interest Entities

With respect to our investments in these LLCs, we are required, under Accounting Standards Codification (“ASC”) 810-10, Consolidation (“ASC 810”), to evaluate whether or not such entities should be consolidated into our consolidated financial statements. We initially perform these evaluations when each new entity is created and upon any events that require reconsideration of the entity. See Note 1, “Summary of Significant Accounting Policies - Variable Interest Entities” in the Company’s 2024 Form 10-K for additional information regarding the Company’s methodology for evaluating entities for consolidation.

Land Option Agreements

In the ordinary course of business, the Company enters into land option or purchase agreements for which we generally pay non-refundable deposits. Pursuant to these land option agreements, the Company provides a deposit to the seller as consideration for the right to purchase land at different times in the future, usually at predetermined prices. In accordance with ASC 810, we analyze our land option or purchase agreements to determine whether the corresponding land sellers are variable interest entities (“VIEs”) and, if so, whether we are the primary beneficiary, as further described in Note 1, “Summary of Significant Accounting Policies - Land Option Agreements” in the 2024 Form 10-K. If we are deemed to be the primary beneficiary of a VIE, we will consolidate the VIE in our consolidated financial statements and reflect such assets and liabilities in our Consolidated Inventory Not Owned in our Unaudited Condensed Consolidated Balance Sheets. At both September 30, 2025 and December 31, 2024, we concluded that we were not the primary beneficiary of any VIEs from which we are purchasing land under option or purchase agreements.

NOTE 4. Fair Value Measurements

There are three measurement input levels for determining fair value: Level 1, Level 2, and Level 3. Fair values determined by Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Fair values determined by Level 2 inputs utilize inputs other than quoted prices included in Level 1 that are observable for the asset or liabilities, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liabilities, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.

Assets Measured on a Recurring Basis

The Company measures both mortgage loans held for sale and interest rate lock commitments (“IRLCs”) at fair value. Fair value measurement results in a better presentation of the changes in fair values of the loans and the derivative instruments used to economically hedge them.

In the normal course of business, our financial services segment enters into contractual commitments to extend credit to buyers of single-family homes with fixed expiration dates. The commitments become effective when the borrowers “lock-in” a specified interest rate within established time frames. Market risk arises if interest rates move adversely between the time of the “lock-in” of rates by the borrower and the sale date of the loan to an investor. To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, the Company enters into optional or mandatory delivery forward sale contracts to sell whole loans and mortgage-backed securities to broker-dealers. The forward sale contracts lock in an interest rate and price for the sale of loans similar to the specific rate lock commitments. The Company does not engage in speculative trading or derivative activities. Both the rate lock commitments to borrowers and the forward sale contracts to broker-dealers or investors are undesignated derivatives, and accordingly, are marked to fair value through earnings. Changes in fair value measurements are included in earnings in the accompanying statements of income.

The fair value of mortgage loans held for sale is estimated based primarily on published prices for mortgage-backed securities with similar characteristics. To calculate the effects of interest rate movements, the Company utilizes applicable published mortgage-backed security prices, and multiplies the price movement between the rate lock date and the balance sheet date by the notional loan commitment amount. The Company applies a fallout rate to IRLCs when measuring the fair value of rate lock commitments. Fallout is defined as locked loan commitments for which the Company does not close a mortgage loan and is based on management’s judgment and company experience.

The Company sells loans on a servicing released or servicing retained basis and receives servicing compensation. Thus, the value of the servicing rights included in the fair value measurement is based upon contractual terms with investors and depends on the loan type. Mortgage servicing rights (Level 3 financial instruments as they are measured using significant unobservable inputs such as mortgage prepayment rates, discount rates and delinquency rates) are periodically evaluated for impairment. The amount of impairment is the amount by which the mortgage servicing rights, net of accumulated amortization, exceed their fair value, which is calculated using third-party valuations. Impairment, if any, is recognized through a valuation allowance and a reduction of revenue. Both the carrying value and fair value of our mortgage servicing rights were $8.3 million at September 30, 2025. At December 31, 2024, both the carrying value and fair value of our mortgage servicing rights were $9.9 million.

The fair value of the Company’s forward sales contracts to broker-dealers solely considers the market price movement of the same type of security between the trade date and the balance sheet date. The market price changes are multiplied by the notional amount of the forward sales contracts to measure the fair value.

Interest Rate Lock Commitments. IRLCs are extended to certain homebuying customers who have applied for a mortgage loan and meet certain defined credit and underwriting criteria. Typically, the IRLCs will have a term of less than six months; however, in certain markets, the term could extend to twelve months.

Some IRLCs are committed to a specific third-party investor through the use of whole loan delivery commitments matching the exact terms of the IRLC loan. Uncommitted IRLCs are considered derivative instruments and are fair value adjusted, with the resulting gain or loss recorded in current earnings.

Forward Sales of Mortgage-Backed Securities. Forward sales of mortgage-backed securities (“FMBSs”) are used to protect uncommitted IRLC loans against the risk of changes in interest rates between the lock date and the funding date. FMBSs related to uncommitted IRLCs and FMBSs related to mortgage loans held for sale are classified and accounted for as non-designated derivative instruments and are recorded at fair value, with gains and losses recorded in current earnings.

Mortgage Loans Held for Sale. Mortgage loans held for sale consists primarily of single-family residential loans collateralized by the underlying property. Generally, all of the mortgage loans and related servicing rights are sold to third-party investors shortly after origination. During the period between when a loan is closed and when it is sold to an investor, the interest rate risk is covered through the use of a whole loan contract or by FMBSs.

The table below shows the notional amounts of our financial instruments at September 30, 2025 and December 31, 2024:

Description of Financial Instrument (in thousands)September 30, 2025December 31, 2024
Whole loan contracts and related committed IRLCs$3,401$—
Uncommitted IRLCs320,905215,696
FMBSs related to uncommitted IRLCs344,000228,000
Whole loan contracts and related mortgage loans held for sale10,31017,667
FMBSs related to mortgage loans held for sale247,000252,000
Mortgage loans held for sale covered by FMBSs231,158276,140

The following table sets forth the amount of (loss) gain recognized, within our revenue in the Unaudited Condensed Consolidated Statements of Income, on assets and liabilities measured on a recurring basis for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30,Nine Months Ended September 30,
Description (in thousands)2025202420252024
Mortgage loans held for sale$443$3,569$5,896$98
Forward sales of mortgage-backed securities2,052(2,896)(7,092)5,992
Interest rate lock commitments1681,7094,789(470)
Whole loan contracts(488)493156444
Total gain (loss) recognized$2,175$2,875$3,749$6,064

The following tables set forth the fair value of the Company’s derivative instruments and their location within the Unaudited Condensed Consolidated Balance Sheets for the periods indicated (except for mortgage loans held for sale which are disclosed as a separate line item):

Asset Derivatives · Liability Derivatives
September 30, 2025September 30, 2025
Description of DerivativesBalance Sheet LocationFair Value (in thousands)Balance Sheet LocationFair Value (in thousands)
Forward sales of mortgage-backed securitiesOther assets$—Other liabilities$4,146
Interest rate lock commitmentsOther assets5,383Other liabilities—
Whole loan contractsOther assets—Other liabilities770
Total fair value measurements$5,383$4,916
Asset Derivatives · Liability Derivatives
December 31, 2024December 31, 2024
Description of DerivativesBalance Sheet LocationFair Value (in thousands)Balance Sheet LocationFair Value (in thousands)
Forward sales of mortgage-backed securitiesOther assets$2,946Other liabilities$—
Interest rate lock commitmentsOther assets532Other liabilities—
Whole loan contractsOther assets—Other liabilities864
Total fair value measurements$3,478$864

Assets Measured on a Non-Recurring Basis

Inventory. The Company assesses inventory for recoverability on a quarterly basis based on the difference in the carrying value of the inventory and its fair value at the time of the evaluation. Determining the fair value of a community’s inventory involves a number of variables, estimates and projections, which are Level 3 measurement inputs. See Note 1, “Summary of Significant Accounting Policies - Inventory” in the 2024 Form 10-K for additional information regarding the Company’s methodology for determining fair value.

The Company uses significant assumptions to evaluate the recoverability of its inventory, such as estimated average selling price, construction and development costs, absorption rate (reflecting any product mix change strategies implemented or to be implemented), selling strategies, alternative land uses (including disposition of all or a portion of the land owned), or discount rates. Changes in these assumptions could materially impact future cash flow and fair value estimates and may lead the Company to incur additional impairment charges in the future. Our analysis is conducted only if indicators of a decline in value of our inventory exist, which include, among other things, declines in gross margin on sales contracts in backlog or homes that have been delivered, slower than anticipated absorption pace, declines in average sales price or high incentive offers by management to improve absorptions, declines in margins regarding future land sales, or declines in the value of the land itself as a result of third party appraisals. If communities are not recoverable based on the estimated future undiscounted cash flows, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. During the three and nine months ended September 30, 2025, the Company recorded $6.0 million of inventory impairment charges and $1.6 million of write-offs of land deposits for land we no longer intend to acquire as part of our efforts to optimize our land portfolio.

Investment in Unconsolidated Joint Ventures. We evaluate our investments in unconsolidated joint ventures for impairment on a quarterly basis based on the difference in the investment’s carrying value and its fair value at the time of the evaluation. If the Company has determined that the decline in value is other than temporary, the Company would write down the value of the investment to its estimated fair value. Determining the fair value of investments in unconsolidated joint ventures involves a number of variables, estimates and assumptions, which are Level 3 measurement inputs. See Note 1, “Summary of Significant Accounting Policies - Investment in Unconsolidated Joint Ventures,” in the 2024 Form 10-K for additional information regarding the Company’s methodology for determining fair value. Because of the high degree of judgment involved in developing these assumptions, it is possible that changes in these assumptions could materially impact future cash flow and fair value estimates of the investments which may lead the Company to incur additional impairment charges in the future. During the three and nine months ended September 30, 2025 and 2024, the Company didnot record any impairment charges on its investments in unconsolidated joint ventures.

Financial Instruments

Counterparty Credit Risk. To reduce the risk associated with losses that would be recognized if counterparties failed to perform as contracted, the Company limits the entities with whom management can enter into commitments. This risk of accounting loss is the difference between the market rate at the time of non-performance by the counterparty and the rate to which the Company committed.

The following table presents the carrying amounts and fair values of the Company’s financial instruments at September 30, 2025 and December 31, 2024. The objective of the fair value measurement is to estimate the price at which an orderly transaction to sell the asset or transfer the liability would take place between market participants at the measurement date under current market conditions.

September 30, 2025 · December 31, 2024
(In thousands)Fair Value HierarchyCarrying AmountFair ValueCarrying AmountFair Value
Assets:
Cash, cash equivalents and restricted cashLevel 1$734,174$734,174$821,570$821,570
Mortgage loans held for saleLevel 2239,585239,585283,540283,540
Interest rate lock commitmentsLevel 25,3835,383532532
Forward sales of mortgage-backed securitiesLevel 2——2,9462,946
Liabilities:
Notes payable - homebuilding operationsLevel 2————
Notes payable - financial services operationsLevel 2231,979231,979286,159286,159
Senior notes due 2028 (a)Level 2400,000397,500400,000383,500
Senior notes due 2030 (a)Level 2300,000286,125300,000267,375
Whole loan contracts for committed IRLCs and mortgage loans held for saleLevel 2770770864864
Forward sales of mortgage-backed securitiesLevel 24,1464,146——

(a)Our senior notes are stated at the principal amount outstanding which does not include the impact of premiums, discounts, and debt issuance costs that are amortized to interest cost over the respective terms of the notes.

The following methods and assumptions were used by the Company in estimating its fair value disclosures of financial instruments at September 30, 2025 and December 31, 2024:

Cash, Cash Equivalents and Restricted Cash. The carrying amounts of these items approximate fair value because they are short-term by nature.

Mortgage Loans Held for Sale, Forward Sales of Mortgage-Backed Securities, Interest Rate Lock Commitments, Whole Loan Contracts for Committed IRLCs and Mortgage Loans Held for Sale, Senior Notes due 2028 and Senior Notes due 2030. The fair value of these financial instruments was determined based upon market quotes at September 30, 2025 and December 31, 2024. The market quotes used were quoted prices for similar assets or liabilities along with inputs taken from observable market data by correlation. The inputs were adjusted to account for the condition of the asset or liability.

Notes Payable - Homebuilding Operations. The interest rate available to the Company during the quarter ended September 30, 2025 under the Company’s $900 million unsecured revolving credit facility, dated July 18, 2013, as amended (the “Credit Facility”), fluctuated daily with the secured overnight financing rate (“SOFR”) plus a margin of 150 basis points, and thus the carrying value is a reasonable estimate of fair value. See Note 8 to our financial statements for additional information regarding the Credit Facility.

Notes Payable - Financial Services Operations. M/I Financial, LLC, a 100% owned subsidiary of M/I Homes, Inc. (“M/I Financial”), is a party to a $300 million mortgage repurchase agreement, as amended (the “MIF Mortgage Repurchase Facility”). The interest rate for the MIF Mortgage Repurchase Facility is based on a variable rate index, and thus its carrying value is a reasonable estimate of fair value. The interest rate available to M/I Financial fluctuated with SOFR. See Note 8 to our financial statements for additional information regarding the MIF Mortgage Repurchase Facility.

NOTE 5. Guarantees and Indemnifications

In the ordinary course of business, M/I Financial enters into agreements that provide a limited-life guarantee on loans sold to certain third-party purchasers of its mortgage loans that M/I Financial will repurchase a loan if certain conditions occur, primarily if the mortgagor does not meet the terms of the loan within the first six months after the sale of the loan. Loans totaling approximately$816.5 million and $936.0 million were covered under these guarantees as of September 30, 2025 and December 31, 2024, respectively. The decrease in loans covered by these guarantees from December 31, 2024 is a result of a change in the mix of investors and their related purchase terms. A portion of the revenue paid to M/I Financial for providing the guarantees on these loans was deferred at September 30, 2025, and will be recognized in income as M/I Financial is released from its obligation under the guarantees. The risk associated with the guarantees above is offset by the value of the underlying assets.

M/I Financial has received inquiries concerning underwriting matters from purchasers of its loans regarding certain loans totaling approximately $1.0 million and $4.7 million for September 30, 2025 and December 31, 2024, respectively.

M/I Financial has also guaranteed the collectability of certain loans to third party insurers (U.S. Department of Housing and Urban Development and U.S. Veterans Administration) of those loans for periods ranging from five to thirty years. The maximum potential amount of future payments is equal to the outstanding loan value less the value of the underlying asset plus administrative costs incurred related to foreclosure on the loans, should this event occur.

The Company recorded a liability relating to the guarantees described above totaling $1.2 million and $1.3 million for periods ending September 30, 2025 and December 31, 2024, respectively which is management’s best estimate of the Company’s liability with respect to such guarantees.

NOTE 6. Commitments and Contingencies

Warranty

We use subcontractors for nearly all aspects of home construction. Although our subcontractors are generally required to repair and replace any product or labor defects, we are, during applicable warranty periods, ultimately responsible to the homeowner for making such repairs. As such, we record warranty reserves to cover our exposure to the costs for materials and labor not expected to be covered by our subcontractors to the extent they relate to warranty-type claims. Warranty reserves are established by charging cost of sales and crediting a warranty reserve for each home delivered. The amounts charged are estimated by management to be adequate to cover expected warranty-related costs under the Company’s warranty programs. Warranty reserves are recorded for warranties under our Home Builder’s Limited Warranty (“HBLW”) and our transferable structural warranty in Other Liabilities on the Company’s Unaudited Condensed Consolidated Balance Sheets.

The warranty reserves for the HBLW are established as a percentage of average sales price and adjusted based on historical payment patterns determined, generally, by geographic area and recent trends. Factors that are given consideration in determining the HBLW reserves include: (1) the historical range of amounts paid per average sales price on a home; (2) type and mix of amenity packages added to the home; (3) any warranty expenditures not considered to be normal and recurring; (4) timing of payments; (5) improvements in quality of construction expected to impact future warranty expenditures; and (6) conditions that may affect certain projects and require a different percentage of average sales price for those specific projects. Changes in estimates for warranties occur due to changes in the historical payment experience and differences between the actual payment pattern experienced during the period and the historical payment pattern used in our evaluation of the warranty reserve balance at the end of each quarter. Actual future warranty costs could differ from our current estimated amount.

Our warranty reserves for our transferable structural warranty programs are established on a per-unit basis. While the structural warranty reserve is recorded as each house is delivered, the sufficiency of the structural warranty per unit charge and total reserve is reevaluated on an annual basis, with the assistance of an actuary, using our own historical data and trends, industry-wide historical data and trends, and other project specific factors. The reserves are also evaluated quarterly and adjusted if we encounter activity that is inconsistent with the historical experience used in the annual analysis. These reserves are subject to variability due to uncertainties regarding structural defect claims for products we build, the markets in which we build, claim settlement history, insurance and legal interpretations, among other factors.

Our warranty reserve amounts are based upon historical experience and geographic location. While we believe that our warranty reserves are sufficient to cover our projected costs, there can be no assurances that historical data and trends will accurately predict our actual warranty costs.

A summary of warranty activity for the three and nine months ended September 30, 2025 and 2024 is as follows:

Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2025202420252024
Warranty reserves, beginning of period$35,232$33,061$36,219$31,980
Warranty expense on homes delivered during the period6,1586,13117,70717,634
Changes in estimates for pre-existing warranties5479154931,517
Settlements made during the period(6,213)(6,305)(18,695)(17,329)
Warranty reserves, end of period$35,724$33,802$35,724$33,802

Performance Bonds and Letters of Credit

At September 30, 2025, the Company had outstanding approximately$567.8 million of completion bonds and standby letters of credit, some of which were issued to various local governmental entities that expire at various times through September 2030. Included in this total are: (1)$471.0 million of performance and maintenance bonds and$77.6 million of performance letters of credit that serve as completion bonds for land development work in progress; (2)$13.3 million of financial letters of credit, of which$12.9 million represent deposits on land and lot purchase agreements; (3)$4.7 million of financial bonds; and (4)$1.2 million of corporate notes.

Land Option Contracts and Other Similar Contracts

At September 30, 2025, the Company also had options and contingent purchase agreements to acquire land and developed lots with an aggregate purchase price of approximately$1.61 billion. Purchase of properties under these agreements is contingent upon satisfaction of certain requirements by the Company and the sellers.

Legal Matters

The Company and certain of its subsidiaries have been named as defendants in certain legal proceedings which are incidental to our business. While management currently believes that the ultimate resolution of these other legal proceedings, individually and in the aggregate, will not have a material adverse effect on the Company’s financial position, results of operations and cash flows, such legal proceedings are subject to inherent uncertainties. The Company has recorded a liability to provide for the anticipated costs, including legal defense costs, associated with the resolution of these other legal proceedings. However, the possibility exists that the costs to resolve these legal proceedings could differ from the recorded estimates and, therefore, have a material effect on the Company’s net income for the periods in which they are resolved. For September 30, 2025 and December 31, 2024, the Company had$1.4 million and $1.2 million, respectively, reserved for legal expenses.

NOTE 7. Goodwill

Goodwill represents the excess of the purchase price paid over the fair value of the net assets acquired and liabilities assumed in business combinations. In connection with the Company’s acquisition of the homebuilding assets and operations of Pinnacle Homes in Detroit, Michigan in March 2018, the Company recorded goodwill of $16.4 million, which is included as Goodwill in our Consolidated Balance Sheets. This amount was based on the estimated fair values of the acquired assets and liabilities at the date of the acquisition in accordance with ASC 350.

In accordance with ASC 350, the Company analyzes goodwill for impairment on an annual basis (or more often if indicators of impairment exist). The Company performs a qualitative assessment to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment indicates that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then a quantitative assessment is performed to determine the reporting unit’s fair value. If the reporting unit’s carrying value exceeds its fair value, then an impairment loss is recognized for the amount of the excess of the carrying amount over the reporting unit’s fair value. The Company performed its annual goodwill impairment analysis via a quantitative test during the fourth quarter of 2024, and there was no impairment recorded at December 31, 2024. At September 30, 2025, no indicators for impairment existed and therefore no impairment was recorded. However, we will continue to monitor the fair value of the reporting unit in future periods if conditions worsen or other events occur that could impact the fair value of the reporting unit.

NOTE 8. Debt

Notes Payable - Homebuilding

On September 18, 2025, the Company entered into an amendment to the Credit Facility which, among other things, (1) increased the commitments from lenders to $900 million, (2) extended the maturity to September 18, 2030, (3) increased the accordion feature pursuant to which the maximum borrowing availability may be increased to an aggregate of $1.05 billion, subject to obtaining additional commitments from lenders, (4) decreased the SOFR margin to 150 basis points from 175 basis points (subject to adjustment in subsequent quarterly periods based on the Company’s then applicable leverage ratio), (5) decreased the commitment fee paid quarterly by the Company on the remaining available commitment amount by 5 basis points to 25 basis points (subject to adjustment in subsequent quarterly periods based on the Company’s then applicable leverage ratio) and (6) increased the borrowing base advance rates for certain categories of inventory used to calculate the available amount under the Credit Facility.

Interest on amounts borrowed under the Credit Facility is payable at multiple interest rate options including one, three or six month adjusted term SOFR plus a margin of 150 basis points (subject to adjustment in subsequent quarterly periods based on the Company’s leverage ratio). The Credit Facility also contains certain financial covenants. At September 30, 2025, the Company was in compliance with all financial covenants of the Credit Facility.

The available amount under the Credit Facility is computed in accordance with a borrowing base, which is calculated by applying various advance rates for different categories of inventory, and totaled $2.47 billion of availability for additional senior debt at September 30, 2025. As a result, the full $900 million commitment amount of the Credit Facility was available, less any borrowings and letters of credit outstanding. At September 30, 2025, there wereno borrowings outstanding and$91.0 million of letters of credit outstanding, leaving a net remaining borrowing availability of$809.0 million. The Credit Facility includes a $250 million sub-facility for letters of credit.

The Company’s obligations under the Credit Facility are guaranteed by all of the Company’s subsidiaries, with the exception of subsidiaries that are primarily engaged in the business of mortgage financing, title insurance or similar financial businesses relating to the homebuilding and home sales business, certain subsidiaries that are not 100%-owned by the Company or another subsidiary, and other subsidiaries designated by the Company as Unrestricted Subsidiaries (as defined in the Credit Facility), subject to limitations on the aggregate amount invested in such Unrestricted Subsidiaries in accordance with the terms of the Credit Facility and the indentures governing the Company’s $300.0 million aggregate principal amount of 3.95% Senior Notes due 2030 (the “2030 Senior Notes”) and the Company’s $400.0 million aggregate principal amount of 4.95% Senior Notes due 2028 (the “2028 Senior Notes”). The guarantors for the Credit Facility (the “Subsidiary Guarantors”) are the same subsidiaries that guarantee the 2030 Senior Notes and the 2028 Senior Notes.

The Company’s obligations under the Credit Facility are general, unsecured senior obligations of the Company and the Subsidiary Guarantors and rank equally in right of payment with all our and the Subsidiary Guarantors’ existing and future unsecured senior indebtedness. Our obligations under the Credit Facility are effectively subordinated to our and the Subsidiary Guarantors’ existing and future secured indebtedness with respect to any assets comprising security or collateral for such indebtedness.

Notes Payable - Financial Services

The MIF Mortgage Repurchase Facility is used to finance eligible residential mortgage loans originated by M/I Financial. M/I Financial pays interest on each advance under the MIF Mortgage Repurchase Facility at a per annum rate based on Daily Adjusting One-Month Term SOFR plus a margin as defined in the repurchase agreement. The MIF Mortgage Repurchase Facility also contains certain financial covenants. At September 30, 2025, M/I Financial was in compliance with all financial covenants of the MIF Mortgage Repurchase Facility.

At both September 30, 2025 and December 31, 2024, M/I Financial’s maximum borrowing availability under the MIF Mortgage Repurchase Facility was $300 million. At September 30, 2025 and December 31, 2024, M/I Financial had $232.0 million and $286.2 million, respectively, in borrowings outstanding under the MIF Mortgage Repurchase Facility.

On October 21, 2025, M/I Financial entered into an amendment to the MIF Mortgage Repurchase Facility and a new mortgage repurchase agreement (“MIF Master Repurchase Agreement”). The amendment to the MIF Mortgage Repurchase Facility extends the term of the MIF Mortgage Repurchase Facility for an additional year to October 20, 2026 and decreases the aggregate commitment amount to $200 million. The MIF Master Repurchase Agreement provides for an uncommitted maximum borrowing availability of $100 million and expires on October 20, 2026 or upon agent demand with a 30 day notice. The MIF Master Repurchase Agreement is used to finance eligible residential mortgage loans originated by M/I Financial. M/I Financial pays interest on each advance under the MIF Master Repurchase Agreement at a per annum rate based on Daily Simple SOFR plus a margin as defined in the agreement. The MIF Master Repurchase Agreement contains the same financial covenants as the MIF Mortgage Repurchase Facility, each of which is defined in the MIF Mortgage Repurchase Facility. As of the date of this report, M/I Financial’s total combined maximum borrowing availability under the MIF Mortgage Repurchase Facility and the MIF Master Repurchase Agreement was $300 million.

Senior Notes

As of both September 30, 2025 and December 31, 2024, we had $300.0 million of our 2030 Senior Notes outstanding. The 2030 Senior Notes bear interest at a rate of 3.95% per year, payable semiannually in arrears on February 15 and August 15 of each year, and mature on February 15, 2030. The Company may redeem some or all of the 2030 Senior Notes at any time prior to August 15, 2029 (the date that is six months prior to the maturity of the 2030 Senior Notes), at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date, plus a “make-whole” amount set forth in the indenture governing the 2030 Senior Notes. In addition, on or after August 15, 2029 (the date that is six months prior to the maturity of the 2030 Senior Notes), the Company may redeem some or all of the 2030 Senior Notes at a redemption price equal to 100.000% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date.

As of both September 30, 2025 and December 31, 2024, we had $400.0 million of our 2028 Senior Notes outstanding. The 2028 Senior Notes bear interest at a rate of 4.95% per year, payable semiannually in arrears on February 1 and August 1 of each year and mature on February 1, 2028. We may redeem all or any portion of the 2028 Senior Notes at a stated redemption price, together with accrued and unpaid interest thereon. The redemption price is currently 101.238% of the principal amount outstanding and will decline to 100.000% of the principal amount outstanding if redeemed on or after February 1, 2026, but prior to maturity.

The 2030 Senior Notes contain certain covenants, as more fully described and defined in the indenture governing the 2030 Senior Notes, which limit the ability of the Company and the restricted subsidiaries to, among other things: incur certain liens securing indebtedness without equally and ratably securing the 2030 Senior Notes and the guarantees thereof; enter into certain sale and leaseback transactions; and consolidate or merge with or into other companies, liquidate or sell or otherwise dispose of all or substantially all of the Company’s assets. These covenants are subject to a number of exceptions and qualifications as described in the indenture governing the 2030 Senior Notes. As of September 30, 2025, the Company was in compliance with all terms, conditions, and covenants under the indenture.

The 2028 Senior Notes contain certain covenants, as more fully described and defined in the indenture governing the 2028 Senior Notes, which limit the ability of the Company and the restricted subsidiaries to, among other things: incur additional indebtedness; make certain payments, including dividends, or repurchase any shares, in an aggregate amount exceeding our “restricted payments basket”; make certain investments; and create or incur certain liens, consolidate or merge with or into other companies, or liquidate or sell or transfer all or substantially all of our assets. These covenants are subject to a number of exceptions and qualifications as described in the indenture governing the 2028 Senior Notes. As of September 30, 2025, the Company was in compliance with all terms, conditions, and covenants under the indenture.

The 2030 Senior Notes and the 2028 Senior Notes are fully and unconditionally guaranteed jointly and severally on a senior unsecured basis by the Subsidiary Guarantors. The 2030 Senior Notes and the 2028 Senior Notes are general, unsecured senior obligations of the Company and the Subsidiary Guarantors and rank equally in right of payment with all our and the Subsidiary Guarantors’ existing and future unsecured senior indebtedness. The 2030 Senior Notes and the 2028 Senior Notes are effectively subordinated to our and the Subsidiary Guarantors’ existing and future secured indebtedness with respect to any assets comprising security or collateral for such indebtedness.

The indenture governing the 2028 Senior Notes limits our ability to pay dividends on, and repurchase, our common shares and any of our preferred shares then outstanding to the amount of the positive balance in our “restricted payments basket,” as defined in the indenture. The “restricted payments basket” is equal to $125.0 million plus (1)50% of our aggregate consolidated net income (or minus 100% of our aggregate consolidated net loss) from October 1, 2015, excluding income or loss from Unrestricted Subsidiaries (as defined in the indenture), plus (2)100% of the net cash proceeds from either contributions to the common equity of the Company after December 1, 2015 or the sale of qualified equity interests after December 1, 2015, plus other items and subject to other exceptions. The positive balance in our restricted payments basket was$900.9 million at September 30, 2025 and $900.2 million at December 31, 2024. The determination to pay future dividends on, or make future repurchases of, our common shares will be at the discretion of our board of directors and will depend upon our results of operations, financial condition, capital requirements and compliance with debt covenants, and other factors deemed relevant by our board of directors (see Note 12 to our financial statements for more information).

NOTE 9. Earnings Per Common Share

The table below presents a reconciliation between basic and diluted weighted average shares outstanding, net income, and basic and diluted income per common share for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended · Nine Months Ended
September 30,September 30,
(In thousands, except per common share amounts)2025202420252024
NUMERATOR
Net income$106,490$145,449$338,970$430,256
DENOMINATOR
Basic weighted average shares outstanding26,54427,64426,89527,857
Dilutive securities644890618846
Diluted weighted average shares outstanding27,18828,53427,51328,703
Earnings per common share:
Basic$4.01$5.26$12.60$15.45
Diluted$3.92$5.10$12.32$14.99
Anti-dilutive equity awards not included in the calculation of diluted earnings per common share————

NOTE 10. Income Taxes

The Inflation Reduction Act (IRA) was enacted on August 16, 2022 to address the high cost of prescription drugs, healthcare availability, climate change and inflation. The IRA extended the energy efficient homes credit through 2032 and, as a result, the Company recognized a $2.8 million tax benefit for energy efficient homes credit during both the nine months ended September 30, 2025 and the nine months ended September 30, 2024. The One Big Beautiful Bill Act (OBBBA) was enacted on July 4, 2025 which accelerates the termination date of the energy efficient homes credit to June 30, 2026. The Company is still assessing the full impact that the OBBBA will have on its consolidated financial statements.

During the three months ended September 30, 2025 and 2024, the Company recorded a tax provision of $33.3 million and $43.2 million, respectively, which reflects income tax expense related to income before income taxes for the periods. The effective tax rate for the three months ended September 30, 2025 and 2024 was 23.8% and 22.9%, respectively. The increase in the effective rate from the three months ended September 30, 2024 was primarily attributable to a $1.0 million decrease in tax benefits from equity compensation in 2025.

During the nine months ended September 30, 2025 and 2024, the Company recorded a tax provision of $107.1 million and $132.8 million, respectively. The effective tax rate for the nine months ended September 30, 2025 and 2024 was 24.0% and 23.6%, respectively. The increase in the effective rate from the nine months ended September 30, 2024 was primarily attributable to a $2.3 million decrease in tax benefit from equity compensation in 2025.

NOTE 11. Business Segments

The Company’s chief operating decision makers evaluate the Company’s performance in various ways, including: (1) the results of our individual homebuilding operating segments and the results of our financial services operations; (2) the results of our homebuilding reportable segments; and (3) our consolidated financial results.

In accordance with ASC 280, Segment Reporting (“ASC 280”), we have identified each homebuilding division as an operating segment and have elected to aggregate our operating segments into separate reportable segments as they share similar aggregation characteristics prescribed in ASC 280 in the following regards: (1) long-term economic characteristics; (2) historical and expected future long-term gross margin percentages; (3) housing products, production processes and methods of distribution; and (4) geographical proximity.

The homebuilding operating segments that comprise each of our reportable segments are as follows:

NorthernSouthern
Chicago, IllinoisFt. Myers/Naples, Florida
Cincinnati, OhioOrlando, Florida
Columbus, OhioSarasota, Florida
Indianapolis, IndianaTampa, Florida
Minneapolis/St. Paul, MinnesotaAustin, Texas
Detroit, MichiganDallas/Fort Worth, Texas
Houston, Texas
San Antonio, Texas
Charlotte, North Carolina
Raleigh, North Carolina
Nashville, Tennessee

The following table shows, by segment: revenue; cost of sales; selling, general and administrative expense; operating income; interest (income) expense; and income before income taxes for thethree and nine months ended September 30, 2025 and 2024:

Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2025202420252024
Revenue:
Northern homebuilding$487,931$498,503$1,386,558$1,371,804
Southern homebuilding609,211614,4361,786,2991,839,895
Financial services (a)34,64929,97097,61987,694
Total revenue$1,131,791$1,142,909$3,270,476$3,299,393
Cost of Sales:
Northern homebuilding$375,573$387,709$1,072,011$1,065,250
Southern homebuilding486,132445,7591,388,9771,332,079
Financial services (a)————
Total cost of sales (b)$861,705$833,468$2,460,988$2,397,329
General and administrative expense:
Northern homebuilding$10,579$10,605$30,538$30,170
Southern homebuilding21,16020,75060,97256,381
Financial services (a)14,68113,40241,34238,056
Segment general and administrative expense$46,420$44,757$132,852$124,607
Corporate and unallocated general and administrative expense24,34623,52864,23463,756
Total general and administrative expense$70,766$68,285$197,086$188,363
Selling expense:
Northern homebuilding$24,411$24,704$70,035$70,017
Southern homebuilding39,03033,787108,73099,702
Financial services (a)————
Segment selling expense$63,441$58,491$178,765$169,719
Corporate and unallocated selling expense6086721,7251,879
Total selling expense$64,049$59,163$180,490$171,598
Operating income:
Northern homebuilding$77,368$75,485$213,974$206,367
Southern homebuilding62,889114,140227,620351,733
Financial services (a)19,96816,56856,27749,638
Segment operating income$160,225$206,193$497,871$607,738
Corporate selling, general and administrative expense(24,954)(24,200)(65,959)(65,635)
Total operating income (b)$135,271$181,993$431,912$542,103
Interest (income) expense - net:
Northern homebuilding$(22)$(59)$(69)$(195)
Southern homebuilding(192)(618)(194)(1,016)
Financial services (a)3,3703,6329,0979,990
Segment Interest (income) expense - net$3,156$2,955$8,834$8,779
Corporate Interest (income) expense - net(7,704)(9,635)(22,956)(29,727)
Total interest income, net of interest expense$(4,548)$(6,680)$(14,122)$(20,948)
Income before income taxes$139,819$188,673$446,034$563,051

(a)Our financial services operational results should be viewed in connection with our homebuilding business as its operations originate loans and provide title services primarily for our homebuying customers, with the exception of an immaterial amount of mortgage refinancing.

(b)For the quarter ended September 30, 2025, total cost of sales and operating income was reduced by $7.6 million, related to inventory impairment charges and land deposit write-offs taken during the period. $1.3 million and $6.3 million of these charges and write-offs were attributable to the Northern homebuilding operating segment and the Southern homebuilding operating segment, respectively.

.

The following tables show total assets by segment at September 30, 2025 and December 31, 2024:

(In thousands)NorthernSouthernFinancial ServicesSegmentTotalCorporate and UnallocatedTotal
Deposits on real estate under option or contract$17,148$64,372$—$81,520$—$81,520
Inventory (a)1,171,1632,160,147—3,331,310—3,331,310
Investments in joint venture arrangements—81,514—81,514—81,514
Other assets41,643142,135(b)327,427511,205763,9951,275,200
Total assets$1,229,954$2,448,168$327,427$4,005,549$763,995$4,769,544
(In thousands)NorthernSouthernFinancial ServicesSegmentTotalCorporate and UnallocatedTotal
Deposits on real estate under option or contract$12,209$57,274$—$69,483$—$69,483
Inventory (a)1,041,7131,980,666—3,022,379—3,022,379
Investments in joint venture arrangements—65,334—65,334—65,334
Other assets37,721132,316(b)370,558540,595852,0051,392,600
Total assets$1,091,643$2,235,590$370,558$3,697,791$852,005$4,549,796

(a)Inventory includes single-family lots, land and land development costs; land held for sale; homes under construction; model homes and furnishings; community development district infrastructure; and consolidated inventory not owned.

(b)Includes development reimbursements from local municipalities.

NOTE 12. Share Repurchase Program

On February 11, 2025, the Company announced that its Board of Directors approved a new share repurchase program pursuant to which the Company may purchase up to $250 million of its outstanding common shares (the “2025 Share Repurchase Program”). The 2025 Share Repurchase Program replaced the Company’s previous $250 million share repurchase program announced on May 14, 2024 (“2024 Share Repurchase Program”).

Pursuant to the 2025 Share Repurchase Program, the Company may purchase up to $250 million of its outstanding common shares through open market transactions, privately negotiated transactions or otherwise in accordance with all applicable laws. The timing, amount and other terms and conditions of any additional repurchases under the 2025 Share Repurchase Program will be based on a variety of factors, including the market price of the Company’s common shares, business considerations, general market and economic conditions and legal requirements. The 2025 Share Repurchase Program does not have an expiration date and the Board may modify, discontinue or suspend it at any time.

The Company repurchased 0.4 million outstanding common shares at an aggregate purchase price of $50.2 million under the 2025 Share Repurchase Program during the third quarter of 2025. As of September 30, 2025, $99.6 million remained available for repurchases under the 2025 Share Repurchase Program.

NOTE 13. Revenue Recognition

Revenue and the related profit from the sale of a home and revenue and the related profit from the sale of land to third parties are recognized in the financial statements on the date of closing if delivery has occurred, title has passed to the buyer, all performance obligations (as defined below) have been met, and control of the home or land is transferred to the buyer in an amount that reflects the consideration we expect to be entitled to receive in exchange for the home or land. If not received immediately upon closing, cash proceeds from home closings are held in escrow for the Company’s benefit, typically for up to three days, and are included in Cash, cash equivalents and restricted cash on the Condensed Consolidated Balance Sheets.

Sales incentives vary by type of incentive and by amount on a community-by-community and home-by-home basis. The costs of any sales incentives in the form of free or discounted products and services provided to homebuyers are reflected in Land and housing costs in the Condensed Consolidated Statements of Income because such incentives are identified in our home purchase contracts with homebuyers as an intrinsic part of our single performance obligation to deliver and transfer title to their home for the transaction price stated in the contracts. Sales incentives that we may provide in the form of closing cost allowances are recorded as a reduction of housing revenue at the time the home is delivered.

We record sales commissions within Selling expenses in the Condensed Consolidated Statements of Income when incurred (i.e., when the home is delivered) as the amortization period is generally one year or less and therefore capitalization is not required as part of the practical expedient for incremental costs of obtaining a contract.

Contract liabilities include customer deposits related to sold but undelivered homes. Substantially all of our home sales are scheduled to close and be recorded to revenue within one year from the date of receiving a customer deposit. Contract liabilities expected to be recognized as revenue, excluding revenue pertaining to contracts that have an original expected duration of one year or less, is not material.

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. All of our home purchase contracts have a single performance obligation as the promise to transfer the home is not separately identifiable from other promises in the contract and, therefore, not distinct. Our performance obligation, to deliver the agreed-upon home, is generally satisfied in less than one year from the original contract date. Deferred revenue resulting from uncompleted performance obligations existing at the time we deliver new homes to our homebuyers is not material.

Although our third party land sale contracts may include multiple performance obligations, the revenue we expect to recognize in any future year related to remaining performance obligations, excluding revenue pertaining to contracts that have an original expected duration of one year or less, is not material. We do not disclose the value of unsatisfied performance obligations for land sale contracts with an original expected duration of one year or less.

We recognize the majority of the revenue associated with our mortgage loan operations when the mortgage loans are sold and/or related servicing rights are sold to third party investors or retained and managed under a third party sub-service arrangement. The revenue recognized is reduced by the fair value of the related guarantee provided to the investor. The fair value of the guarantee is recognized in revenue when the Company is released from its obligation under the guarantee (note that guarantees are excluded from the scope of ASC 606, Revenue from Contracts with Customers). We recognize financial services revenue associated with our title operations as homes are delivered, closing services are rendered, and title policies are issued, all of which generally occur simultaneously as each home is delivered. All of the underwriting risk associated with title insurance policies is transferred to third-party insurers.

The following table presents our revenues disaggregated by revenue source:

Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2025202420252024
Housing$1,095,418$1,111,389$3,159,924$3,199,946
Land sales1,7241,55012,93311,753
Financial services (a)34,64929,97097,61987,694
Total revenue$1,131,791$1,142,909$3,270,476$3,299,393

(a)Revenue includes hedging losses of $8.2 million and $8.7 million for the three months ended September 30, 2025 and 2024, respectively. Revenue includes hedging losses of $6.7 million and $4.7 million for the nine months ended September 30, 2025 and 2024, respectively. Hedging losses do not represent revenue recognized from contracts with customers.

Refer to Note 11 for presentation of our revenues disaggregated by geography. As our homebuilding operations accounted for 97% of our total revenues for each of the three and nine months ended September 30, 2025 and the three and nine months ended September 30, 2024, with most of those revenues generated from home purchase contracts with customers, we believe the disaggregation of revenues as disclosed above and in Note 11 fairly depict how the nature, amount, timing and uncertainty of cash flows are affected by economic factors.

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