Dream Finders Homes Inc

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

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Filed by a Party other than the Registrant

Check the appropriate box:

Preliminary Proxy Statement

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Definitive Proxy Statement

Definitive Additional Materials

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

DREAM FINDERS HOMES, INC.

(Exact name of registrant as specified in its charter)

N/A

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

Payment of Filing Fee (Check the appropriate box):

No fee required.

Fee paid previously with preliminary materials.

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

From our Chairman & CEO

Dear Fellow Owners,

2023 concluded our 15th year of business and our third as a public company. We are proud of our growth and financial achievements. Our record results for the year included top line revenue growth of 12% to $3.7 billion, supported by closings of 7,314 homes, representing a 6% increase in deliveries over the prior year. Our 2023 full year pretax income was $404 million, net income attributable to Dream Finders was $296 million and basic earnings per share was $3.03, all annual records. We also generated record available liquidity of $828 million, including $494 million in unrestricted cash. Our net debt to net capitalization ratio as of December 31, 2023 decreased to 23.3% compared to 42.9% as of the end of the previous year. We also achieved a best-in-class return on participating equity of 36.3%.

While we are certainly pleased with our accomplishments this year, our primary focus is on future growth as we look ahead. We recently completed the acquisition of Crescent Homes, a company that is headquartered in Charleston, South Carolina, with additional operations in Greenville, South Carolina, and Nashville, Tennessee. This strategic acquisition has broadened our reach to 20 markets and is expected to make a substantial contribution to our future closings and earnings. We are constantly evaluating opportunities to create long-term value for our Company and its owners, and we are eagerly looking forward to what 2024 has in store.

My full thoughts on 2023 and the year ahead will be included in my forthcoming annual letter, which will be accessible on the Company’s Investor Relations website.

About Dream Finders Homes, Inc.

Dream Finders Homes (NYSE:DFH) is a homebuilder based in Jacksonville, Florida. Dream Finders builds single-family homes throughout the Southeast, Mid-Atlantic and Midwest, including Florida, Texas, Tennessee, North Carolina, South Carolina, Georgia, Colorado, and the Washington, D.C. metropolitan area (“DC Metro”), which comprises Northern Virginia and Maryland. Through its financial services operations, DFH also provides mortgage financing and title services to homebuyers. Dream Finders Homes achieves its industry-leading growth and returns by maintaining an asset-light homebuilding model. As of December 31, 2023, DFH operated in 9 states, as depicted below.

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14701 Philips Highway, Suite 300

Jacksonville, Florida 32256

NOTICE OF 2024 ANNUAL MEETING OF STOCKHOLDERS

to be held on:

June 10, 2024

10:30 AM, Eastern Time

Dear Stockholder:

You are cordially invited to attend our 2024 Annual Meeting of Stockholders, which will be held at 10:30 AM, Eastern Time, on June 10, 2024 (the “Annual Meeting”), at our headquarters located at 14701 Philips Highway, Jacksonville, Florida 32256 in Suite 300.

We are holding the Annual Meeting for the following purposes, which are more fully described in the accompanying proxy statement:

1. To elect the nominees named in the accompanying proxy statement to our Board of Directors;

2. To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024;

3. To approve, in a non-binding vote, an advisory resolution approving executive compensation for fiscal year 2023; and

4. To transact such other business as may properly come before the Annual Meeting, or any adjournment thereof.

Only stockholders of record as of the close of business on April 12, 2024 are entitled to notice and to vote at the Annual Meeting or any adjournment thereof. A list of stockholders entitled to vote at the Annual Meeting will be available for inspection at our headquarters during the 10-day period prior to the Annual Meeting. If you would like to view this stockholder list, please contact Investor Relations at investors@dreamfindershomes.com.

Each share of our Class A common stock entitles the holder thereof to cast one vote on each matter brought before the Annual Meeting and each share of our Class B common stock entitles the holder thereof to cast three votes on each matter brought before the Annual Meeting. Your vote as a stockholder of Dream Finders Homes, Inc. is very important. If you are a registered stockholder and have questions regarding your stock ownership, you may contact our transfer agent, Broadridge Corporate Issuer Solutions, Inc., by email at shareholder@broadridge.com, through its website at www.broadridge.com or by phone at 1-844-998-0339 (within the U.S. and Canada) or 1-303-562-9304 (outside the U.S. and Canada).

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Our Board of Directors has approved the proposals described in the accompanying proxy statement and recommends that you vote:

FOR the election of all nominees for director in Proposal 1;

FOR the ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024 in Proposal 2; and

FOR the approval of the executive compensation for fiscal year 2023 in Proposal 3.

BY ORDER OF THE BOARD OF DIRECTORS

Robert E. Riva

Vice President, General Counsel and Corporate Secretary

Jacksonville, Florida

April 18, 2024

YOUR VOTE IS IMPORTANT

Instructions for submitting your proxy are provided in the Notice of Internet Availability of Proxy Materials, the accompanying proxy statement and your proxy card. It is important that your shares of our common stock be represented and voted at the Annual Meeting. Please submit your proxy through the Internet, by telephone or by completing the proxy card. You may revoke your proxy at any time prior to its exercise at the Annual Meeting. Please do not return the proxy card if you are voting through the Internet or by telephone.

Important Notice Regarding the Availability of Proxy Materials for the Annual Stockholder Meeting to be Held on June 10, 2024:

The accompanying proxy statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 are available for review online at www.proxyvote.com or https://investors.dreamfindershomes.com.

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