0000822416 false true 0000822416 2024-08-14 2024-08-14 0000822416 us-gaap:CommonStockMember 2024-08-14 2024-08-14 0000822416 phm:SeriesAJuniorParticipatingPreferredSharePurchaseRightsMember 2024-08-14 2024-08-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 14, 2024
PULTEGROUP, INC.
(Exact name of registrant as specified in its Charter)

Michigan | 1-9804 | 38-2766606
(State or other jurisdiction | (Commission | (IRS Employer
of incorporation) | File Number) | Identification No.)

3350 Peachtree Road NE, Suite 1500
Atlanta, | Georgia | 30326
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: | 404 | 978-6400

____________________________________________________
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:

Title of each class | Trading Symbol(s) | Name of each exchange on which registered
Common Shares, par value $0.01 | PHM | New York Stock Exchange
Series A Junior Participating Preferred Share Purchase Rights |  | New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company. ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On August 14, 2024, Pulte Mortgage LLC (“Pulte Mortgage”), a wholly-owned subsidiary of PulteGroup, Inc. ("PulteGroup"), entered into a Second Omnibus Amendment and Joinder to Transaction Documents (the “Amendment”) to its Master Repurchase Agreement (as so amended, the "Repurchase Agreement") dated as of August 16, 2023 with JPMorgan Chase, as Agent and representative of itself as a Buyer and the other Buyers ("Agent"), and the other Buyers listed therein. The purpose of the Repurchase Agreement is to finance the origination of mortgage loans by Pulte Mortgage. The Amendment extends the Repurchase Agreement to the earlier of (i) August 13, 2025, or (ii) the date when the Agents’ commitments are terminated pursuant to the Repurchase Agreement, by order of any governmental authority, or by operation of law.
The Amendment provides for a maximum aggregate commitment of $675 million, subject to certain sublimits, and is subject to an accordion feature in the Repurchase Agreement that could increase the maximum aggregate commitment to $725 million based on the Agent obtaining increased committed sums from existing Buyers. The maximum aggregate commitment is initially set at $675 million and decreases to $650 million on January 14, 2025, which continues until expiration.
A copy of the Amendment is attached as Exhibit 10.1 hereto and is herein incorporated by reference. The above referenced summary of the material terms of the Amendment is qualified in its entirety by reference to Exhibit 10.1.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
All the information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
10.1 Second Omnibus Amendment and Joinder to Transaction Documents, dated August 14, 2024.
104 Cover Page Interactive Data File (formatted in Inline XBRL)

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

|  |  | PULTEGROUP, INC.
Date: | August 15, 2024 |  | By: | /s/ Todd N. Sheldon
|  |  |  | Name: | Todd N. Sheldon
|  |  |  | Title: | Executive Vice President, General Counsel and Corporate Secretary