<SEC-DOCUMENT>0001193125-25-294130.txt : 20251124
<SEC-HEADER>0001193125-25-294130.hdr.sgml : 20251124
<ACCEPTANCE-DATETIME>20251124215524
ACCESSION NUMBER:		0001193125-25-294130
CONFORMED SUBMISSION TYPE:	SCHEDULE 13D
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20251124
DATE AS OF CHANGE:		20251124

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			BEAZER HOMES USA INC
		CENTRAL INDEX KEY:			0000915840
		STANDARD INDUSTRIAL CLASSIFICATION:	OPERATIVE BUILDERS [1531]
		ORGANIZATION NAME:           	05 Real Estate & Construction
		EIN:				582086934
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0930

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-44189
		FILM NUMBER:		251514950

	BUSINESS ADDRESS:	
		STREET 1:		2002 SUMMIT BLVD NE
		STREET 2:		15TH FLOOR
		CITY:			ATLANTA
		STATE:			GA
		ZIP:			30319
		BUSINESS PHONE:		7708293916

	MAIL ADDRESS:	
		STREET 1:		2002 SUMMIT BLVD NE
		STREET 2:		15TH FLOOR
		CITY:			ATLANTA
		STATE:			GA
		ZIP:			30319

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MERRILL ALLAN P
		CENTRAL INDEX KEY:			0001239441
		ORGANIZATION NAME:           	

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13D

	MAIL ADDRESS:	
		STREET 1:		BEAZER HOMES
		STREET 2:		2002 SUMMIT BLVD. NE, 15TH FLOOR
		CITY:			ATLANTA
		STATE:			GA
		ZIP:			30319
</SEC-HEADER>
<DOCUMENT>
<TYPE>SCHEDULE 13D
<SEQUENCE>1
<FILENAME>primary_doc.xml
<TEXT>
<XML>
<?xml version="1.0" encoding="UTF-8"?><edgarSubmission xmlns="http://www.sec.gov/edgar/schedule13D" xmlns:xsd="http://www.w3.org/2001/XMLSchema" xmlns:xsi="http://www.w3.org/2001/XMLSchema-instance">
  <headerData>
    <submissionType>SCHEDULE 13D</submissionType>
    <filerInfo>
      <filer>
        <filerCredentials>
          <cik>0001239441</cik>
          <ccc>XXXXXXXX</ccc>
        </filerCredentials>
      </filer>
      <liveTestFlag>LIVE</liveTestFlag>



    </filerInfo>
  </headerData>
  <formData>
    <coverPageHeader>
      <securitiesClassTitle>Common Stock, $0.001 par value per share</securitiesClassTitle>
      <dateOfEvent>11/17/2025</dateOfEvent>
      <previouslyFiledFlag>false</previouslyFiledFlag>
      <issuerInfo>
        <issuerCIK>0000915840</issuerCIK>
        <issuerCUSIP>07556Q881</issuerCUSIP>
        <issuerName>Beazer Homes USA, Inc.</issuerName>
        <address>
          <street1 xmlns="http://www.sec.gov/edgar/common">2002 Summit Blvd NE</street1>
          <street2 xmlns="http://www.sec.gov/edgar/common">15th Floor</street2>
          <city xmlns="http://www.sec.gov/edgar/common">Atlanta</city>
          <stateOrCountry xmlns="http://www.sec.gov/edgar/common">2Q</stateOrCountry>
          <zipCode xmlns="http://www.sec.gov/edgar/common">30319</zipCode>
        </address>
      </issuerInfo>
      <authorizedPersons>
        <notificationInfo>
          <personName>Allan P. Merrill</personName>
          <personPhoneNum>(770) 829-3700</personPhoneNum>
          <personAddress>
            <street1 xmlns="http://www.sec.gov/edgar/common">2002 Summit Blvd NE</street1>
            <street2 xmlns="http://www.sec.gov/edgar/common">15th Floor</street2>
            <city xmlns="http://www.sec.gov/edgar/common">Atlanta</city>
            <stateOrCountry xmlns="http://www.sec.gov/edgar/common">2Q</stateOrCountry>
            <zipCode xmlns="http://www.sec.gov/edgar/common">30319</zipCode>
          </personAddress>
        </notificationInfo>
      </authorizedPersons>
    </coverPageHeader>
    <reportingPersons>
      <reportingPersonInfo>
        <reportingPersonCIK>0001239441</reportingPersonCIK>
        <reportingPersonNoCIK>N</reportingPersonNoCIK>
        <reportingPersonName>Allan P. Merrill</reportingPersonName>
        <fundType>PF</fundType>
        <legalProceedings>N</legalProceedings>
        <citizenshipOrOrganization>X1</citizenshipOrOrganization>
        <soleVotingPower>1572441</soleVotingPower>
        <sharedVotingPower>0</sharedVotingPower>
        <soleDispositivePower>1572441</soleDispositivePower>
        <sharedDispositivePower>0</sharedDispositivePower>
        <aggregateAmountOwned>1572441</aggregateAmountOwned>
        <isAggregateExcludeShares>N</isAggregateExcludeShares>
        <percentOfClass>5.3</percentOfClass>
        <typeOfReportingPerson>IN</typeOfReportingPerson>
        <commentContent>Percent of class represented by amount in Row (11) is calculated based on 29,759,950 shares of the Common Stock, par value $0.001 per share, of the Issuer outstanding as of November 10, 2025, as reported in the Issuer's Annual Report on Form 10-K filed with the SEC on November 13, 2025.</commentContent>
      </reportingPersonInfo>
    </reportingPersons>
    <items1To7>
      <item1>
        <securityTitle>Common Stock, $0.001 par value per share</securityTitle>
        <issuerName>Beazer Homes USA, Inc.</issuerName>
        <issuerPrincipalAddress>
          <street1 xmlns="http://www.sec.gov/edgar/common">2002 Summit Blvd NE</street1>
          <street2 xmlns="http://www.sec.gov/edgar/common">15th Floor</street2>
          <city xmlns="http://www.sec.gov/edgar/common">Atlanta</city>
          <stateOrCountry xmlns="http://www.sec.gov/edgar/common">2Q</stateOrCountry>
          <zipCode xmlns="http://www.sec.gov/edgar/common">30319</zipCode>
        </issuerPrincipalAddress>
      </item1>
      <item2>
        <filingPersonName>Allan P. Merrill</filingPersonName>
        <principalBusinessAddress>2002 Summit Blvd NE, 15th Floor, Atlanta Georgia 30319</principalBusinessAddress>
        <principalJob>The principal business of the Reporting Person is serving as Chairman, President and Chief Executive Officer of Beazer Homes USA, Inc.</principalJob>
        <hasBeenConvicted>The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).</hasBeenConvicted>
        <convictionDescription>The Reporting Person has not, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.</convictionDescription>
        <citizenship>The Reporting Person is a citizen of the United States.</citizenship>
      </item2>
      <item3>
        <fundsSource>The information set forth in or incorporated by reference into Items 4, 5 and 6 of this Schedule 13D is hereby incorporated by reference in its entirety into this Item 3.

In his capacity as Chairman, President and Chief Executive Officer of the Issuer, the Reporting Person has from time to time been awarded time-based and performance-based restricted stock awards, stock options and other forms of equity awards pursuant to the Issuer's equity incentive plans pursuant to which the Reporting Person may acquire the Issuer's common stock.

On November 17, 2025, the Issuer granted the Reporting Person a (i) restricted stock award of 65,996 shares of the Issuer's common stock that vests ratably over a three-year period, (ii) a restricted stock award of 35,424 shares of the Issuer's common stock that vests ratably over a two-year period and (iii) a performance stock award of 98,994 shares of the Issuer's common stock that is subject to achievement of certain performance metrics, in each case, pursuant to the Company's 2014 Amended and Restated Long-Term Incentive Plan (collectively, the "Stock Grant"). Each share granted pursuant to the Stock Grant is issued subject to the terms of the 2014 Amended and Restated Long-Term Incentive Plan and an applicable award agreement but confers dividend and voting rights during the vesting period. Accordingly, the Reporting Person is deemed to beneficially own such shares pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, as of the grant date.</fundsSource>
      </item3>
      <item4>
        <transactionPurpose>The disclosure provided in Item 3 above is incorporated herein by reference.

The Reporting Person serves as Chairman, President and Chief Executive Officer of the Issuer and, in such capacity, may have influence over the corporate activities of the Issuer, including activities which may relate to items described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. Subject to the Issuer's Insider Trading Compliance Policy, the Reporting Person may from time to time buy or sell securities of the Issuer as appropriate for his personal circumstances.

Except as described herein, the Reporting Person does not have any present plans or proposals that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. However, the Reporting Person reserves the right to formulate in the future plans or proposals which may relate to or result in the transactions described in subparagraphs (a) through (j) of this Item 4.

The Reporting Person may, from time to time, purchase additional securities of the Issuer either in the open market or in privately-negotiated transactions or through exercises of stock options, depending upon the Reporting Person's evaluation of the Issuer's business, prospects and financial condition, the market for such securities, other opportunities available to the Reporting Person, general economic conditions, stock market conditions and other factors. Depending upon the factors noted above, the Reporting Person may also decide to hold or dispose of all or part of his investments in securities of the Issuer and/or, subject to the Issuer's Insider Trading Compliance Policy, enter into derivative transactions with institutional counterparties with respect to the Issuer's securities.</transactionPurpose>
      </item4>
      <item5>
        <percentageOfClassSecurities>As of the date of this Schedule 13D, the Reporting Person beneficially owns an aggregate of 1,572,441 shares of Common Stock, or 5.3% of the Issuer's outstanding shares of Common Stock. The beneficial ownership percentages used in this Schedule 13D are calculated based on the 29,759,950 shares of Common Stock outstanding as of November 10, 2025, as reported in the Issuer's Annual Report on Form 10-K filed with the SEC on November 13, 2025.</percentageOfClassSecurities>
        <numberOfShares>The Reporting Person may be deemed to hold sole voting and dispositive power over 1,572,441 shares of Common Stock.</numberOfShares>
        <transactionDesc>Except as described in Items 3 and 4 of this Schedule 13D, which descriptions are incorporated herein by reference, the Reporting Person has not effected any transactions in the Common Stock during the past 60 days.</transactionDesc>
        <listOfShareholders>No person other than the Reporting Person is known to have the right to receive, or the power to direct, the receipt of dividends from, or proceeds from the sale of, any securities covered by this Schedule 13D.</listOfShareholders>
        <date5PercentOwnership>Not applicable.</date5PercentOwnership>
      </item5>
      <item6>
        <contractDescription>Information set forth in Items 3 and 4 is incorporated herein by reference. Except as described herein, the Reproting Person has no contracts, arrangements, understandings, or relationships with respect to the securities of the Issuer.</contractDescription>
      </item6>
      <item7>
        <filedExhibits>99.1 Form of 2014 Long-Term Incentive Plan Award Agreement for Restricted Stock Awards (Named Executive Officers) (incorporated herein by reference to Exhibit 10.21 of the Company's Form 10-K filed on November 13, 2014)
99.2 Form of 2014 Long-Term Incentive Plan Aaward Agreement for Performance Shares (Named Executive Officers) (incorporated herein by reference to Exhibit 10.2 of the Company's Form 10-Q for the quarter ended December 31, 2017)</filedExhibits>
      </item7>
    </items1To7>
    <signatureInfo>
      <signaturePerson>
        <signatureReportingPerson>Allan P. Merrill</signatureReportingPerson>
        <signatureDetails>
          <signature>/s/ Allan P. Merrill</signature>
          <title>Allan P. Merrill</title>
          <date>11/24/2025</date>
        </signatureDetails>
      </signaturePerson>
    </signatureInfo>
  </formData>
</edgarSubmission>
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</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
