BEAZER HOMES USA INC

Leadership Matters

On August 1, 2024, the Company announced that Keith L. Belknap, the Company’s Executive Vice President, General Counsel and Corporate Secretary, will retire from the Company on September 30, 2024. In connection with Mr. Belknap’s retirement, Mr. Belknap stepped down from his role as the Company’s Executive Vice President, General Counsel and Corporate Secretary effective as of July 31, 2024. Following his retirement, Mr. Belknap will serve as a consultant to the Company through December 31, 2024 to assist in an orderly transition.

In connection with Mr. Belknap’s retirement, the Company entered into a Letter Agreement (the “Letter Agreement”) with Mr. Belknap, dated as of July 31, 2024. Except as set forth in the Letter Agreement, Mr. Belknap will be treated as retirement eligible in accordance with his Severance and Change-in-Control Agreement, dated as of September 18, 2018, and his applicable award agreements entered into under the Company’s Amended and Restated 2014 Long-Term Incentive Plan. The foregoing summary of the terms of the Letter Agreement does not purport to be complete and is qualified in its entirety by reference to the Letter Agreement, a copy of which is filed as Exhibit 10.1 to this Form 10-Q.

On August 1, 2024, the Company also announced that Michael Dunn, age 46, was appointed as the Company’s Senior Vice President, General Counsel and Corporate Secretary, in addition to his duties as Compliance Officer, effective as of August 1, 2024. Mr. Dunn has served as the Company’s Deputy General Counsel since January 2023. Mr. Dunn previously served as the Company’s Assistant General Counsel from March 2015 to January 2023 and has served as its Compliance Officer since January 2020.

On August 1, 2024, the Company also announced that John J. Kelley III has been appointed to the Company’s Board of Directors (the “Board”), effective as of August 1, 2024. The Board has determined that Mr. Kelley is “independent” under the New York Stock Exchange listing standards and the Company’s Corporate Governance Guidelines. The committee assignments for Mr. Kelley have not been determined at the time of the filing of this Form 10-Q.

Mr. Kelley will participate in and receive the same compensation as other non-employee directors of the Company under the Company’s current non-employee director compensation program described in the Company’s proxy statement filed with the SEC on December 21, 2023. In addition, Mr. Kelley will enter into the Company’s standard indemnification agreement, the form of which is attached as Exhibit 10.1 to the Company’s Annual Report on Form 10-K, filed with the SEC on November 16, 2023.

There is no arrangement or understanding between Mr. Kelley and any other persons pursuant to which Mr. Kelley was selected as a director, and Mr. Kelley does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Rule 10b5-1 Trading Plans

During the fiscal quarter ended June 30, 2024, none of the Company’s directors or executive officers adopted orterminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”