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HORTON D R INC /DE/

For the period ended Jan 15, 2026. Filed Dec 10, 2025.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jan 15, 2026 · Filed Dec 10, 2025

DHI$152.28-3.4%Stored close · as of Nov 6, 2026
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ýFiled by a Party other than the Registrant o
Check the appropriate box:
oPreliminary Proxy Statement
oConfidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
ýDefinitive Proxy Statement
oDefinitive Additional Materials
oSoliciting Material Pursuant to §240.14a-12

D.R. Horton, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):
ýNo fee required
oFee paid previously with preliminary materials
oFee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

NOTICE OF ANNUAL

MEETING AND PROXY

STATEMENT

OUR STORY

We Are America's Builder

Dear Fellow Stockholders,

Fiscal 2025 marked our 47th year in business, and our executive leadership and Board remained focused on our

unwavering commitment to enabling more customers to achieve the dream of homeownership. The D.R. Horton

team achieved solid financial results in fiscal 2025 despite housing market conditions that remained challenging due

to ongoing affordability constraints and cautious consumer sentiment.

Fuelingthe American Dream of Homeownership

At the heart of our success is our purpose: enabling

more customers to achieve the dream of

homeownership. We strive to deliver compelling value

across our broad product offerings to serve a diverse

customer base and provide homes for every stage in

life. With one of the lowest average selling prices in the

industry, we remain focused on affordability,

particularly for entry-level, first-time and first-time

move-up homebuyers.

The D.R. Horton team was privileged to provide

homeownership to nearly 85,000 individuals and

families, including approximately 43,000 first-time

homebuyers in fiscal 2025. In total, our homebuilding

and rental operations provided more than 91,200

households a place to call home during the year.

Financial Excellence Drives Cash Returned to

Stockholders

For fiscal 2025, earnings per diluted share totaled

$11.57, and our consolidated pre-tax income was$4.7

billion on revenues of$34.3 billion, resulting in a pre-tax

profit margin of 13.8%. Our homebuilding pre-tax return

on inventory was 20.1%, return on equity was 14.6% and

return on assets was 10.0%. Over the past three- and

ten-year periods, both our return on assets and total

shareholder returns placed us within the top 20% of all

S&P 500 companies. We generated $3.4 billion of cash

flow from operations during fiscal 2025, and returned

all of it to stockholders through share repurchases and

dividends. Fiscal 2025 stockholder distributions

increased by$2.6 billion or 118% from the prior year.

Our Investments are Paying Off

Over the past five years, we have made significant

investments in our housing platform as we entered 7

new states and 38 markets and increased our

community count by 40%. Over that same period, we

grew consolidated revenues at an 11% compound

annual rate, more than doubled book value per share

and returned$11.0 billion of operating cash flow to

stockholders through share repurchases and

dividends. These results reflect our consistent

execution, operational efficiency and disciplined,

balanced capital allocation.

Our strong liquidity, low leverage, experienced

operators and national scale provide us with significant

financial and operational flexibility. We will continue to

focus on delivering value to our homebuyers,

consistently capturing market share and generating

attractive long-term returns for ourstockholders.

Our Workforce is Committed to the Company and

Community

Our employeesare the foundation of our Company’s

resilience and reputation andcontinue to be the

greatest strength of D.R. Horton. Their expertise,

dedication and commitment to our values is reflected in

our performance, the quality of our homes and through

the positive impact we have in the communities where

we operate. Beyond delivering quality homes at

affordable price points, our employees contribute

meaningfully to their communities through individual

and team volunteer efforts, natural disaster recovery

assistance and initiatives alongside our trade partners

in supporting various charitable causes. Homebuilding

is a local business, and we are proud to support the

places where our employees and customers live and

work.

Looking Ahead

Director Michael Buchanan, who has served on the

Board since 2003, is not standing for re-election at the

2026 Annual Meeting. We are grateful for

Mr. Buchanan's expertise and perspective he has

shared for 22 years, and we thank him for his loyal

service to the Board and Company.

As we look ahead, we remain committed to the highest

standards of corporate governance, risk management

and stakeholder engagement. We will strive to deliver

value for our customers, communities and stockholders

through disciplined growth and responsible

stewardship.

On behalf of the entire D.R. Horton team, thank you for

your continued trust and support.

The D.R. Horton Board of Directors

David V. Auld, Executive Chairman

Paul J. Romanowski, Chief Executive Officer

Brad S. Anderson

Michael R. Buchanan

Benjamin S. Carson, Sr.

M. Chad Crow

Elaine D. Crowley

Maribess L. Miller

Barbara R. Smith

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To be Held on Thursday, January 15, 2026

Date and Time:

January 15, 2026

11:00 a.m. Central Time

Place:

1341 Horton Circle,Arlington, Texas 76011

Dear Stockholders of D.R. Horton:
You are invited to attend the 2026 Annual Meeting of Stockholders of D.R. Horton, Inc. Our 2026 Annual Meeting will be held at our corporate offices located at: 1341 Horton Circle, Arlington, Texas 76011, on Thursday, January 15, 2026, at 11:00 a.m. Central Time, for the following purposes:
Board Recommendation
1.To elect the eight director nominees named in our proxy statement;FOR All Director Nominees
2. To seek an advisory vote on the approval of our executive compensation;FOR
3. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for fiscal 2026; andFOR
4. To conduct other business properly brought before the meeting.FOR
Record Date:
Only stockholders of record at the close of business on Monday, December 1, 2025 are entitled to notice of and to vote at the 2026 Annual Meeting or any adjournment thereof. The Proxy Statement is furnished in connection with the solicitation of proxies by the Board of Directors of D.R. Horton. D.R. Horton expects that the Proxy Statement and the accompanying form of proxy will first be released to our stockholders of record on or about December 10, 2025.
Whether or not you plan to attend the meeting, your vote is very important. For the convenience of our stockholders, proxies may be submitted either by telephone, electronically through the Internet, or by mail. For casting your vote by mail, a form of proxy on which to indicate your vote and a postage-paid envelope in which to return your proxy are enclosed. WE URGE YOU TO COMPLETE AND RETURN YOUR PROXY BY ONE OF THESE METHODS SO THAT YOUR SHARES WILL BE REPRESENTED. If you decide later to attend the 2026 Annual Meeting, you may revoke your proxy at that time and vote your shares in person. If you desire any additional information concerning the 2026 Annual Meeting, we would be glad to hear from you.
Sincerely,
DAVID V. AULD
Executive Chairman of the Board
Arlington, Texas
December 10, 2025

D.R. HORTON, INC. 2026 PROXY STATEMENT

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