Green Brick Partners, Inc.
For the period ended Dec 31, 2025. Filed May 22, 2026.
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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.
Dec 31, 2025 · Filed May 22, 2026
Contents
Pay Versus Performance
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item
402(v) of Regulation S-K, we are providing the following information about the relationship between executive
“Compensation Actually Paid” (or “CAP”), as defined by SEC rules, and certain of our financial performance
metrics. For further information concerning our variable pay-for-performance philosophy and how we align
executive compensation with our performance, refer to the “Compensation Discussion and Analysis” section of this
proxy statement.
| Year · Summary Compensation Table Total for PEO · Compensation Actually Paid to PEO · Average Summary Compensation Table Total for Non-PEO NEOs · Average Compensation Actually Paid to Non-PEO NEOs · Value of Initial Fixed $100 Investment Based On: · Net Income (in thousands) · Home Closings Revenue (in thousands) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Total Shareholder Return · Peer Group Total Shareholder Return | ||||||||
| (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) |
| 2025 | $13,400,745 | $13,343,379 | $3,218,280 | $3,231,877 | $206.59 | $189.23 | $343,511 | $2,032,781 |
| 2024 | $8,175,587 | $8,175,587 | $2,701,873 | $2,721,165 | $492.07 | $242.76 | $417,155 | $2,032,288 |
| 2023 | $7,759,877 | $7,759,877 | $2,146,469 | $2,181,195 | $452.44 | $220.06 | $306,675 | $1,739,388 |
| 2022 | $5,960,838 | $5,960,838 | $1,538,111 | $1,538,410 | $211.06 | $136.96 | $313,997 | $1,696,911 |
| 2021 | $5,087,182 | $5,087,182 | $1,814,672 | $1,814,672 | $264.20 | $192.00 | $204,381 | $1,305,620 |
Column (b). Reflects compensation amounts reported in the “Summary Compensation Table” or “SCT” for our PEO, James R. Brickman, for the
respective years shown.
Column (c). CAP for our Principal Executive Officer (our CEO) in each of 2025, 2024, 2023, 2022 and 2021 reflects the respective amounts set
forth in column (b), adjusted as set forth in the table below, as determined in accordance with SEC rules. The dollar amounts reflected in
column (c) do not reflect the actual amount of compensation earned by or paid to our PEO during the applicable year. For information regarding
decisions made by our Compensation Committee with respect to the PEO’s compensation for each fiscal year, please see the “Compensation
Discussion and Analysis” section of this proxy statement and the proxy statement for the 2025, 2024 and 2023 annual meeting of stockholders
and the “Executive Compensation Information” section of the proxy statement for the 2021 annual meeting of stockholders.
| YearPEO | 2021Mr. Brickman | 2022Mr. Brickman | 2023Mr. Brickman | 2024Mr. Brickman | 2025Mr. Brickman |
|---|---|---|---|---|---|
| SCT Total Compensation ($) | $5,087,182 | $5,960,838 | $7,759,877 | $8,175,587 | $13,400,745 |
| Less: Stock and Option Award Values Reported in SCT for the Covered Year on Grant Date ($) | $1,225,000 | $1,349,988 | $3,100,497 | $3,146,000 | $7,643,096 |
| Plus: Fair Value of Stock Awards Granted and Vested in the Covered Year (on Vest Date) | $1,225,000 | $1,349,988 | $3,100,497 | $3,146,000 | $3,433,843 |
| Fair Value for Stock and Option Awards Granted in the Covered Year at Year-End ($) | - | - | - | - | $4,151,887 |
| Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($) | - | - | - | - | - |
| Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($) | - | - | - | - | - |
2026 Proxy Statement 49
| Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year ($) | - | - | - | - | - |
|---|---|---|---|---|---|
| Compensation Actually Paid ($) | $5,087,182 | $5,960,838 | $7,759,877 | $8,175,587 | $13,343,379 |
Column (d). The following non-PEO named executive officers are included in the average figures shown for the 2020 and 2021 covered years:
Richard A. Costello and Jed Dolson; for the 2023 and 2024 covered years: Richard A. Costello, Jed Dolson and Neal Suit; for the 2025 covered
years: Richard A. Costello, Jeffery Cox, Jed Dolson, Neal Suit and Bobby L. Samuel III.
Column (e). Average CAP for our non-PEO NEOs in each of 2025, 2024, 2023, 2022 and 2021 reflects the respective amounts set forth in
column (d), adjusted as set forth in the table below, as determined in accordance with SEC rules. The dollar amounts reflected in column (e) do
not reflect the actual amount of compensation earned by or paid to our non-PEO NEOs during the applicable year. For information regarding
the decisions made by our Compensation Committee with respect to the non-PEO NEOs’ compensation for each fiscal year, please see the
“Compensation Discussion and Analysis” section of this proxy statement and the proxy statement for the 2025, 2024, 2023 and 2022 annual
meeting of stockholders and the “Executive Compensation Information” section of the proxy statement for the 2021 annual meetings of
stockholders.
| Year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Non-PEO NEOs | See column (d) note | See column (d) note | See column (d) note | See column (d) note | See column (d) note |
| SCT Total Compensation ($) | $1,814,672 | $1,538,111 | $2,146,469 | $2,701,873 | $3,218,280 |
| Less: Stock and Option Award Values Reported in SCT for the Covered Year ($) | $499,325 | $524,336 | $780,807 | $888,444 | $1,640,109 |
| Plus: Fair Value of Stock Awards Granted and Vested in the Covered Year (on Vest Date) | $499,325 | $524,336 | $734,153 | $888,444 | $735,837 |
| Fair Value for Stock and Option Awards Granted in the Covered Year at Year-End ($) | - | $299 | $73,409 | - | $892,339 |
| Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($) | - | - | $7,971 | $19,292 | $25,530 |
| Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($) | - | - | - | - | - |
| Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year ($) | - | - | - | - | - |
| Compensation Actually Paid ($) | $1,814,672 | $1,538,410 | $2,181,195 | $2,721,165 | $3,231,877 |
Column (f). For the relevant fiscal year, represents the cumulative total shareholder return (TSR) of Green Brick for the measurement periods
ending on December 31 of each of 2025, 2024, 2023, 2022 and 2021, respectively.
Column (g). For the relevant fiscal year, represents the cumulative TSR of the S&P Homebuilders Select Industry Index for the measurement
periods ending on December 31 of each of 2025, 2024, 2023, 2022 and 2021, respectively.
Column (h). Reflects “Net Income” in our consolidated income statements included in our Annual Reports on Form 10-K for each of the years
ended December 31, 2025, 2024, 2023, 2022 and 2021.
Column (i). Company-selected Measure is Home Closings Revenue Growth, which is described below.
2026 Proxy Statement 50
Relationship between Pay and Performance. The graphs below reflect (1) the relationship of CAP to our PEO and
non-PEO NEOs in 2021, 2022, 2023, 2024 and 2025 as compared to Green Brick’s TSR, our net income, and our
Adjusted EBITDA, and (2) Green Brick’s TSR as compared to the TSR of the TSR Peer Group over the same
period.
CAP, as required under SEC rules, reflects adjusted values to unvested and vested equity awards during the years
shown in the tables above based on year-end stock prices, various accounting valuation assumptions, and
projected performance modifiers but does not reflect actual amounts paid out for those awards. CAP generally
fluctuates due to stock price achievement and varying levels of projected and actual achievement of performance
goals. For a discussion of how our Compensation Committee assessed our performance and our named executive
officers’ pay each year, see “Compensation Discussion and Analysis” in this proxy statement and in the proxy
statement for the 2025, 2024, 2023 and 2022 annual meetings of stockholders and the “Executive Compensation
Information” section of the proxy statement for the 2021 annual meeting of stockholders.
Listed below are the financial and non-financial performance measures which, in our assessment, represent the
most important financial performance measures we used for 2025 to link CAP to our named executive officers to
company performance.
2026 Proxy Statement 51
| Measure | Nature | Explanation |
|---|---|---|
| Earnings Per Share | Financial measure | Metric of profitability on a per share basis, which includes the effect of all dilutive securities. |
| Home Closings Revenue Growth | Financial measure | Increase, period over period, in revenue from home closings. |
| Homebuilding Gross Margin | Financial measure | Homebuilding gross margin is calculated as Home Closings Revenue minus Cost of Homebuilding units. |
| Return on Assets | Financial measure | Return on assets is calculated by dividing net income by total assets. |
PROPOSAL NO. 2 ADVISORY VOTE ON EXECUTIVE COMPENSATION
In accordance with the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, referred to herein as the Dodd-Frank Act and with Section 14A of the Exchange Act, the Board is providing stockholders with an advisory vote on the Company’s executive compensation as reported in this proxy statement. At the 2023 annual meeting of stockholders, our stockholders voted in favor of holding our advisory vote on executive compensation every three years, which the Board subsequently approved. The next stockholder vote on the frequency of our advisory vote on executive compensation is expected to be held at the 2029 annual meeting of stockholders. Stockholders are being asked to vote on the following resolution“RESOLVED, that the stockholders of Green Brick Partners, Inc. hereby approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, under the section of this proxy statement entitled “Executive Compensation Information.”
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE ADOPTION OF THE RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS
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