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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to M.D.C. Holdings, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 12, 2025 |
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Amendment”), dated as of August 8, 2025, is made and entered into by and between HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), U.S. Bank National Association, as Agent and representative of itself |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 8, 2025 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 1-8951 M.D.C. HOLDINGS, INC. (Exact name |
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| May 6, 2025 |
WAIVER THIS WAIVER (this “Waiver”), dated as of April 16, 2025, is made and entered into by and between HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), U. |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 1-8951 M.D.C. HOLDINGS, INC. (Exact nam |
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| May 6, 2025 |
M.D.C. Holdings, Inc. Long Term Incentive Plan M.D.C. HOLDINGS, INC. LONG TERM INCENTIVE PLAN approved January 30, 2025 1. Purpose. The purpose of the M.D.C. Holdings, Inc. Long Term Incentive Plan (as it may be amended and/or restated from time to time, the “Plan”) is to help M.D.C. Holdings, Inc. (together with its subsidiaries, the “Company”), secure and retain the services of eligible employees or other service providers, provide incentive |
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| February 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 16, 2025 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| February 11, 2025 |
Exhibit 10.7 CHANGE IN CONTROL AGREEMENT AMENDMENT This Agreement (this “Agreement”), between M.D.C. Holdings, Inc. (the “Company”) and David N. Viger (the “Employee”) is made effective as of April 19, 2024. WHEREAS, the parties previously entered into the Change in Control Agreement, dated as of July 12, 2022 (the “CIC Agreement”), by and between the Company and the Employee; WHEREAS, pursuant to |
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| February 11, 2025 |
Employment Agreement between David N. Viger and the Company, dated as July 12, 2024. Notice of Restrictive Covenants I timely received this Notice and a copy of the Employment Agreement (the “Agreement”) on 6/6/2024, at least fourteen (14) days before the earlier of either: 1. |
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| February 11, 2025 |
EXHIBIT 22 SUBSIDIARY GUARANTORS The following wholly-owned subsidiaries of M.D.C. Holdings, Inc. (the “Company”) have fully and unconditionally guaranteed the senior notes issued by the Company on a joint and several basis. Name State of Organization M.D.C. Land Corporation Colorado RAH of Florida, Inc. Colorado Richmond American Construction, Inc. Delaware Richmond American Construction NM, Inc. |
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| February 11, 2025 |
Change in Control Agreement between the Company and David N. Viger, dated as of July 12, 2022. CHANGE IN CONTROL AGREEMENT AGREEMENT, dated as of July 12, 2022, by and between M. |
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| February 11, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission file number 1-08951 M.D.C. HOL |
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| February 11, 2025 |
EXHIBIT 21 SUBSIDIARIES OF M.D.C. HOLDINGS, INC. Name State of Organization Doing Business As Allegiant Insurance Company, Inc., A Risk Retention Group Hawaii American Home Insurance Agency, Inc. Colorado AHI Insurance Agency American Home Title and Escrow Company Colorado American Home Transaction Services Company HomeAmerican Mortgage Corporation Colorado Home American Mortgage Corporation M.D.C |
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| February 11, 2025 |
Exhibit 97 Clawback Recovery Policy of M.D.C. Holdings, Inc. WHEREAS, pursuant to Section 954 (Recovery of Erroneously Awarded Compensation) of the Dodd-Frank Act, on October 26, 2022, the Securities and Exchange Commission (“SEC”) adopted Rule 10D-1, effective January 27, 2023. Rule 10D-1 requires the New York Stock Exchange (“NYSE”) to require its listed issuers to recover reasonably promptly th |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 16, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fi |
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| November 22, 2024 |
Exhibit 10.1 Deal CUSIP 55269DAG6 Revolving Loan CUSIP 55269DAH4 CREDIT AGREEMENT DATED AS OF NOVEMBER 19, 2024 AMONG M.D.C. HOLDINGS, INC., THE LENDERS, U.S. BANK NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT, MIZUHO BANK, LTD., TRUIST BANK, WELLS FARGO BANK, NATIONAL ASSOCIATION, BMO BANK N.A. AND PNC BANK, NATIONAL ASSOCIATION, AS CO-SYNDICATION AGENTS, AND U.S. BANK NATIONAL ASSOCIATION, MIZUH |
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| November 22, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 19, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fi |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 1-8951 M.D.C. HOLDINGS, INC. (Exact |
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| November 5, 2024 |
Employment Agreement between Robert N. Martin and the Company, dated as of July 12, 2024 Exhibit 10.1 Notice of Restrictive Covenants I timely received this Notice and a copy of the Employment Agreement (the “Agreement”) on June 5th, 2024, at least fourteen (14) days before the earlier of either: 1. the effective date of the Agreement, or 2. the change in a condition of employment providing consideration for the Agreement. I acknowledge and understand that the Agreement, in Paragraphs |
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| October 31, 2024 |
Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES DEPARTURE OF FOUNDER AND EXECUTIVE CHAIRMAN LARRY A. MIZEL AND PRESIDENT AND CHIEF EXECUTIVE OFFICER DAVID D. MANDARICH AT THE END OF 2024 DENVER, Oct. 30, 2024 /PRNewswire/ - M.D.C. Holdings, Inc. ("MDC"), one of the leading homebuilders in the U.S. delivering high-quality homes over the past 50 years and a subsidiary of Sekisui House, Ltd. ("Se |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 28, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| October 31, 2024 |
MDC / M.D.C. Holdings, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10 )* MDC Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 552676108 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch |
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| September 26, 2024 |
SECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (for HomeAmerican Mortgage Corporation) dated as of September 20, 2024 among U. |
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| September 26, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 20, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission f |
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| August 12, 2024 |
EXHIBIT 10.1 TWELFTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT THIS TWELFTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Amendment”), dated as of August 8, 2024, is made and entered into between and among HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), and U.S. Bank National Association, as administrative agent and representativ |
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| August 12, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 8, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| August 6, 2024 |
Exhibit 10.5 CHANGE IN CONTROL AGREEMENT AMENDMENT This Agreement (this “Agreement”), between M.D.C. Holdings, Inc. (the “Company”) and Robert N. Martin (the “Employee”) is made effective as of April 19, 2024. WHEREAS, the parties previously entered into the Change in Control Agreement, dated as of May 23, 2015 (the “CIC Agreement”), by and between the Company and the Employee; WHEREAS, pursuant t |
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| August 6, 2024 |
Exhibit 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is by and between M.D.C. Holdings, Inc. (the “Company”) and David M. Mandarich (“Executive”). Together, the Company and Executive are referred to herein as the “Parties” and individually as a “Party”. Capitalized terms used and not otherwise defined in this Agreement shall have |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 1-8951 M.D.C. HOLDINGS, INC. (Exact name |
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| August 6, 2024 |
Exhibit 10.6 CHANGE IN CONTROL AGREEMENT AMENDMENT This Agreement (this “Agreement”), between M.D.C. Holdings, Inc. (the “Company”) and Michael L. Kaplan (the “Employee”) is made effective as of April 19, 2024. WHEREAS, the parties previously entered into the Change in Control Agreement, dated as of October 10, 2022 (the “CIC Agreement”), by and between the Company and the Employee; WHEREAS, pursu |
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| August 6, 2024 |
Exhibit 10.4 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is by and between M.D.C. Holdings, Inc. (the “Company”) and Larry A. Mizel (“Executive”). Together, the Company and Executive are referred to herein as the “Parties” and individually as a “Party”. Capitalized terms used and not otherwise defined in this Agreement shall have the |
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| July 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): July 12, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file n |
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| June 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 1-8951 M.D.C. HOLDINGS, INC. (Exact name of registrant as specified in its c |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 1-8951 M.D.C. Holdings, Inc. New York Stock Exchange (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 4350 South |
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| May 24, 2024 |
M.D.C. Holdings, Inc. Announces Intent to Delist Senior Notes Exhibit 99.1 M.D.C. Holdings, Inc. Announces Intent to Delist Senior Notes Denver – May 24, 2024 – M.D.C. Holdings, Inc. (the “Company”) today announced that, pursuant to authorization from its Board of Directors, the Company has notified the New York Stock Exchange (“NYSE”) of its intention to delist its 6.000% Senior Notes due 2043 (NYSE: MDC 43) (the “Notes”), as well as to deregister all outst |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 24, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| May 15, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 15, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| May 15, 2024 |
Exhibit 10.1 ELEVENTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT THIS ELEVENTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Amendment”), dated as of May 15, 2024, is made and entered into between and among HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), and U.S. Bank National Association, as administrative agent and representativ |
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| May 6, 2024 |
Exhibit 10.5 AMENDMENT NO. 1 TO THE LEASE AGREEMENT DATED AS OF AUGUST 7, 2007, BETWEEN RICHMOND AMERICAN HOMES OF COLORADO, INC. AND DAVID M. MANDARICH This Amendment No. 1 to the Lease Agreement by and between M.D.C. HOLDINGS, INC., a corporation organized and existing under the laws of the State of Delaware with its principle pace of business at 4350 South Monaco Street, Suite 500, Denver CO 80 |
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| May 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 1-8951 M.D.C. HOLDINGS, INC. (Exact nam |
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| May 6, 2024 |
Exhibit 10.4 AMENDMENT NO. 1 TO THE LEASE AGREEMENT DATED AS OF AUGUST 7, 2007, BETWEEN RICHMOND AMERICAN HOMES OF COLORADO, INC. AND LARRY A. MIZEL This Amendment No. 1 to the Lease Agreement by and between M.D.C. HOLDINGS, INC., a corporation organized and existing under the laws of the State of Delaware with its principle pace of business at 4350 South Monaco Street, Suite 500, Denver CO 80237 |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 1-8951 M.D.C. HOLDINGS, INC. (Exact name of registrant as specified in its c |
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| April 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 26, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 18, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| April 23, 2024 |
First Amendment to Sublease Agreement, dated as of April 18, 2024 Exhibit 10.1 FIRST AMENDMENT TO SUBLEASE AGREEMENT THIS FIRST AMENDMENT TO SUBLEASE AGREEMENT (this “Amendment”) is made effective as of the 18th day of April, 2024 by and between M.D.C Holdings, Inc., a Delaware corporation (“Sublandlord”) and CVentures, Inc., a Delaware corporation (“Subtenant”). EXPLANATORY STATEMENT A. By Office Lease dated October 3, 2014 (the “Master Lease”) by and between S |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
EXHIBIT 99.1 Sekisui House Completes Acquisition of M.D.C. Holdings, Expanding U.S. Business by Strengthening the Delivery of High-Quality Detached Homes Across 16 States OSAKA, Japan and DENVER, April 19, 2024 – Sekisui House, Ltd. (“Sekisui House”) (TSE:1928), through SH Residential Holdings, LLC, a subsidiary of Sekisui House US Holdings, LLC, its U.S. business controlling company (the “Sekisui |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
MDC / M.D.C. Holdings, Inc. / MIZEL LARRY A - AMENDMENT NO. 9 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) Larry A. Mizel, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Person Aut |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
Amended and Restated Certificate of Incorporation of M.D.C. Holdings, Inc. EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF M.D.C. HOLDINGS, INC. ARTICLE I The name of the Company is M.D.C. Holdings, Inc. (the “Company”). ARTICLE II The address of the Company’s registered office in the State of Delaware is 251 Little Falls Drive, County of New Castle, Wilmington, DE 19808. The name of its registered agent at such address is Corporation Service Company. AR |
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| April 19, 2024 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on April 30, 2024, pursuant to the provisions of Rule 12d2-2 (a). |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 19, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission File |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
Amended and Restated Bylaws of M.D.C. Holdings, Inc. EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF M.D.C. HOLDINGS, INC. (a Delaware corporation) (Adopted April 19, 2024) AMENDED AND RESTATED BYLAWS OF M.D.C. HOLDINGS, INC. Article I MEETINGS OF STOCKHOLDERS 1.1 Place of Meetings. Meetings of stockholders of M.D.C. Holdings, Inc. (the “Company”) shall be held at any place, within or outside the State of Delaware, designated by the Company’s board of di |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
MDC / M.D.C. Holdings, Inc. / MANDARICH DAVID D - AMENDMENT NO. 32 Activist Investment SC 13D/A 1 eh24047086913da32-mdc.htm AMENDMENT NO. 32 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 32)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) David D. Mandarich, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 16, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission File |
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| April 8, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No.1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission file number |
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| April 2, 2024 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 2, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission File N |
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| April 2, 2024 |
M.D.C. Holdings Stockholders Approve Transaction with Sekisui House EXHIBIT 99.1 M.D.C. Holdings Stockholders Approve Transaction with Sekisui House DENVER - April 2, 2024 - M.D.C. Holdings, Inc. ("MDC") (NYSE: MDC), today announced that its stockholders have approved a proposal to adopt the merger agreement entered into between MDC and Sekisui House, Ltd. ("Sekisui House") at its Special Meeting of Stockholders. As previously announced, under the terms of the agr |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 22, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission File |
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| March 22, 2024 |
Seventh Amendment to Credit Agreement, dated as of March 20, 2024 Exhibit 10.1 SEVENTH AMENDMENT TO CREDIT AGREEMENT This SEVENTH AMENDMENT TO CREDIT AGREEMENT (“Amendment”), dated as of March 20, 2024, among M.D.C. Holdings, Inc., a Delaware corporation (the “Borrower”), the undersigned Lenders and U.S. BANK NATIONAL ASSOCIATION, as Designated Agent (the “Designated Agent”). RECITALS WHEREAS, the Borrower, the Lenders and the Designated Agent are parties to tha |
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| March 22, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 20, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| March 22, 2024 |
Consent and Agreement of Guarantors, dated as of March 20, 2024 Exhibit 10.2 CONSENT AND AGREEMENT OF GUARANTORS THIS CONSENT AND AGREEMENT OF GUARANTORS (“Consent”) is executed and delivered as of March 20, 2024 by the undersigned (the “Guarantors”), in favor of the “Lenders” under that certain Credit Agreement dated December 13, 2013 (as the same has been amended and as the same may be further amended, restated, supplemented or otherwise modified from time t |
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| March 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 5, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file n |
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| March 8, 2024 |
Exhibit 10.1 WAIVER AND CONSENT THIS WAIVER AND CONSENT (this “Waiver and Consent”), dated as of March 5, 2024, is made and entered into by and between HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), U.S. Bank National Association, as Agent and representative of itself as a Buyer and the other Buyers (the “Agent” and sometimes “U.S. Bank”), and the other Buyers. RECITALS: |
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| March 7, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| March 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 1, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission File N |
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| March 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 1, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission File N |
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| March 4, 2024 |
TABLE OF CONTENTS 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 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D |
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| February 23, 2024 |
TABLE OF CONTENTS 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 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D |
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| February 23, 2024 |
Exhibit 107 Calculation of Filing Fee Tables SCHEDULE 14A (Form Type) M.D.C. HOLDINGS, INC. (Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to Be Paid $4,905,821,052.15 0.00014760 $724,099.19 Fees Previously Paid — — Total Transaction Valuation $4,905,821,052.15 Total Fees Due for Fil |
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| February 13, 2024 |
MDC / M.D.C. Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01432-mdcholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: MDC Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 552676108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate t |
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| February 9, 2024 |
MDC / M.D.C. Holdings, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 )* MDC Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 552676108 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched |
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| February 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 2, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| January 30, 2024 |
Exhibit 3.2 BY-LAWS OF M.D.C. HOLDINGS, INC. (hereinafter called the "Corporation") (as amended, January 17, 2024) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the Corporation shall be in the City of Dover, County of Kent, State of Delaware. Section 2. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware |
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| January 30, 2024 |
EXHIBIT 22 SUBSIDIARY GUARANTORS The following wholly-owned subsidiaries of M.D.C. Holdings, Inc. (the “Company”) have fully and unconditionally guaranteed the senior notes issued by the Company on a joint and several basis. Name State of Organization M.D.C. Land Corporation Colorado RAH of Florida, Inc. Colorado Richmond American Construction, Inc. Delaware Richmond American Construction NM, Inc. |
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| January 30, 2024 |
EXHIBIT 21 SUBSIDIARIES OF M.D.C. HOLDINGS, INC. Name State of Organization Doing Business As Allegiant Insurance Company, Inc., A Risk Retention Group Hawaii American Home Insurance Agency, Inc. Colorado AHI Insurance Agency American Home Title and Escrow Company Colorado American Home Transaction Services Company HomeAmerican Mortgage Corporation Colorado Home American Mortgage Corporation M.D.C |
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| January 30, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 30, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| January 30, 2024 |
Exhibit 10.13 Letter Agreement November 27, 2023 HomeAmerican Mortgage Corporation 4350 S. Monaco Street Suite 200 Denver, CO 80237 Ladies and Gentlemen: We refer to the Amended and Restated Master Repurchase Agreement dated as of September 16, 2016 (as amended by that certain First Amendment to Amended and Restated Master Repurchase Agreement dated as of August 10, 2017, that certain Second Amend |
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| January 30, 2024 |
M.D.C. HOLDINGS ANNOUNCES 2023 FOURTH QUARTER AND FULL YEAR RESULTS Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES 2023 FOURTH QUARTER AND FULL YEAR RESULTS DENVER, COLORADO, Tuesday, January 30, 2024. M.D.C. Holdings, Inc. (NYSE: MDC), announced results for the quarter and full year ended December 31, 2023. As previously announced on January 18, 2024, MDC has entered into a definitive agreement to be acquired by a wholly-owned subsidiary of Sekisui House in |
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| January 30, 2024 |
Exhibit 97 Clawback Recovery Policy of M.D.C. Holdings, Inc. WHEREAS, pursuant to Section 954 (Recovery of Erroneously Awarded Compensation) of the Dodd-Frank Act, on October 26, 2022, the Securities and Exchange Commission (“SEC”) adopted Rule 10D-1, effective January 27, 2023. Rule 10D-1 requires the New York Stock Exchange (“NYSE”) to require its listed issuers to recover reasonably promptly th |
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| January 30, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission file number 1-08951 M.D.C. HOL |
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| January 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 17, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission Fil |
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| January 18, 2024 |
MDC / M.D.C. Holdings, Inc. / MANDARICH DAVID D - AMENDMENT NO. 31 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 31)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) David D. Mandarich, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Perso |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 17, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission Fil |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 18, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission Fil |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
Fourth Amendment to the By-Laws of the Company EXHIBIT 3.1 FOURTH AMENDMENT TO THE BY-LAWS OF M.D.C. HOLDINGS, INC. This Fourth Amendment to the By-Laws (the “By-Laws”) of M.D.C. Holdings, Inc., a Delaware corporation (the “Corporation”), is made as of January 17, 2024 by the unanimous vote of the Corporation’s board of directors. The By-Laws are hereby amended to add a new Article X, as follows: ARTICLE X EXCLUSIVE FORUM Section 1. Unless the |
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| January 18, 2024 |
MDC / M.D.C. Holdings, Inc. / MIZEL LARRY A - AMENDMENT NO. 8 Activist Investment SC 13D/A 1 eh24043970113da8-mdc.htm AMENDMENT NO. 8 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) Larry A. Mizel, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-11 |
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| January 18, 2024 |
EX-99.1 2 eh240439702ex01.htm EXHIBIT 1 EXHIBIT 1 VOTING and support AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of January 17, 2024, by and among SH Residential Holdings, LLC, a Delaware limited liability company (“Parent”), and each of the Persons set forth on Schedule A hereto (each, a “Stockholder”, and collectively the “Stockholders”). Parent and |
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| January 18, 2024 |
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER by and among SH RESIDENTIAL HOLDINGS, LLC, CLEAR LINE, INC., M.D.C. HOLDINGS, INC., and solely for the purposes of Section 6.2, Section 6.17 and Section 9.15 SEKISUI HOUSE, LTD. dated as of January 17, 2024 TABLE OF CONTENTS Page Article I THE MERGER 2 Section 1.1. The Merger 2 Section 1.2. The Closing and Effective Time of the Merger 3 Article II TREATMENT |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
Fourth Amendment to the By-Laws of the Company EXHIBIT 3.1 FOURTH AMENDMENT TO THE BY-LAWS OF M.D.C. HOLDINGS, INC. This Fourth Amendment to the By-Laws (the “By-Laws”) of M.D.C. Holdings, Inc., a Delaware corporation (the “Corporation”), is made as of January 17, 2024 by the unanimous vote of the Corporation’s board of directors. The By-Laws are hereby amended to add a new Article X, as follows: ARTICLE X EXCLUSIVE FORUM Section 1. Unless the |
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| January 18, 2024 |
EX-99.1 2 eh240439701ex01.htm EXHIBIT 1 EXHIBIT 1 VOTING and support AGREEMENT This Voting and Support Agreement (this “Agreement”) is made and entered into as of January 17, 2024, by and among SH Residential Holdings, LLC, a Delaware limited liability company (“Parent”), and each of the Persons set forth on Schedule A hereto (each, a “Stockholder”, and collectively the “Stockholders”). Parent and |
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| January 18, 2024 |
EXHIBIT 99.1 Sekisui House and M.D.C. Holdings Announce Combination to Create a Top Five Homebuilder in the U.S. Expands Presence to 15,067 Combined Home Closings Across 16 States Advances Sekisui House Global Vision to “Make Home the Happiest Place in the World” M.D.C. Holdings Shareholders to Receive $63.00 Per Share in All-Cash Transaction Valued at $4.9 Billion 19% Premium to January 17, 2024 |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 18, 2024 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission Fil |
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| January 18, 2024 |
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 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| January 18, 2024 |
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER by and among SH RESIDENTIAL HOLDINGS, LLC, CLEAR LINE, INC., M.D.C. HOLDINGS, INC., and solely for the purposes of Section 6.2, Section 6.17 and Section 9.15 SEKISUI HOUSE, LTD. dated as of January 17, 2024 TABLE OF CONTENTS Page Article I THE MERGER 2 Section 1.1. The Merger 2 Section 1.2. The Closing and Effective Time of the Merger 3 Article II TREATMENT |
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| January 18, 2024 |
Joint Press Release, dated as of January 18, 2024 EXHIBIT 99.1 Sekisui House and M.D.C. Holdings Announce Combination to Create a Top Five Homebuilder in the U.S. Expands Presence to 15,067 Combined Home Closings Across 16 States Advances Sekisui House Global Vision to “Make Home the Happiest Place in the World” M.D.C. Holdings Shareholders to Receive $63.00 Per Share in All-Cash Transaction Valued at $4.9 Billion 19% Premium to January 17, 2024 |
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| October 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents 20City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 26, 2023 |
M.D.C. HOLDINGS ANNOUNCES THIRD QUARTER 2023 RESULTS Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES THIRD QUARTER 2023 RESULTS DENVER, COLORADO, Thursday, October 26, 2023. M.D.C Holdings, Inc. (NYSE: MDC), one of the nation’s leading homebuilders, announced results for the quarter ended September 30, 2023. “MDC delivered another quarter of strong profitability, generating net income of $107.3 million, or $1.40 per diluted share for the third q |
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| October 26, 2023 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 26, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| August 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 23, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| August 25, 2023 |
Exhibit 10.2 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN EXECUTIVE OFFICER PERFORMANCE SHARE UNIT GRANT AGREEMENT The Compensation Committee (the “Committee”) of M.D.C. Holdings, Inc., a Delaware corporation (the “Company”), awards performance share units (“PSUs”) under the Company’s 2021 Equity Incentive Plan (the “Plan”) to the Employee named below. This Performance Share Unit Grant Agreeme |
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| August 25, 2023 |
Exhibit 10.1 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN SENIOR EXECUTIVE OFFICER PERFORMANCE SHARE UNIT GRANT AGREEMENT The Compensation Committee (the “Committee”) of M.D.C. Holdings, Inc., a Delaware corporation (the “Company”), awards performance share units (“PSUs”) under the Company’s 2021 Equity Incentive Plan (the “Plan”) to the Employee named below. This Performance Share Unit Grant |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents 20City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): July 27, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file n |
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| July 27, 2023 |
M.D.C. HOLDINGS ANNOUNCES SECOND QUARTER 2023 RESULTS Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES SECOND QUARTER 2023 RESULTS DENVER, COLORADO, Thursday, July 27, 2023. M.D.C Holdings, Inc. (NYSE: MDC), one of the nation’s leading homebuilders, announced results for the quarter ended June 30, 2023. “MDC delivered another quarter of strong results in the second quarter of 2023, generating net income of $93 million, or $1.24 per diluted share, |
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| June 21, 2023 |
MDC / M.D.C. Holdings, Inc. / MIZEL LARRY A - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) Larry A. Mizel, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Person Aut |
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| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 18, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| May 19, 2023 |
EXHIBIT 10.1 TENTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT THIS TENTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Amendment”), dated as of May 18, 2023, is made and entered into between and among HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), and U.S. Bank National Association, as administrative agent and representative of i |
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| May 3, 2023 |
Calculation of Filing Fees Table. EX-FILING FEES 5 mdc-20230503xex1071.htm EX-FILING FEES Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) M.D.C. HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (2) Maximum Aggregate Offering Price Fee Rate Amount |
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| May 3, 2023 |
As filed with the Securities and Exchange Commission on May 3, 2023 As filed with the Securities and Exchange Commission on May 3, 2023 Registration No. |
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| May 3, 2023 |
As filed with the Securities and Exchange Commission on May 3, 2023 As filed with the Securities and Exchange Commission on May 3, 2023 Registration No. |
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| May 3, 2023 |
Exhibit 24.1 POWER OF ATTORNEY Each person whose signature appears below does hereby make, constitute and appoint Larry A. Mizel, David D. Mandarich, Robert N. Martin, Michael L. Kaplan and Joseph H. Fretz, and each of them, as attorneys-in-fact, with full power of substitution, in any and all capacities, to sign a registration statement (the “Registration Statement”) to be filed with the Securiti |
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| May 2, 2023 |
M.D.C. HOLDINGS ANNOUNCES FIRST QUARTER 2023 RESULTS Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES FIRST QUARTER 2023 RESULTS DENVER, COLORADO, Tuesday, May 2, 2023. M.D.C Holdings, Inc. (NYSE: MDC), one of the nation’s leading homebuilders, announced results for the quarter ended March 31, 2023. “2023 is off to a great start," said MDC’s Executive Chairman, Larry A. Mizel, "thanks to a combination of improved market conditions and strategic p |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 2, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file num |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 17, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| April 19, 2023 |
Exhibit 10.1 FIRST AMENDMENT TO M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN The following First Amendment to the M.D.C. Holdings, Inc. 2021 Equity Incentive Plan, effective April 26, 2021 (the “Plan”), was adopted by the Board of Directors of M.D.C. Holdings, Inc. on January 23, 2023, subject to approval of the Company’s shareholders. Capitalized terms not defined herein shall have the meanin |
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| April 19, 2023 |
M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN Adopted January 25, 2021 Approved by the Company’s shareholders on April 26, 2021 (as amended effective April 17, 2023) M.D.C. Holdings, Inc. 2021 Equity Incentive Plan TABLE OF CONTENTS Page 1 INTRODUCTION 1 1.1 Establishment 1 1.2 Purpose 1 1.3 Effect on Existing Agreements 1 2 DEFINITIONS 1 3 PLAN ADMINISTRATION 6 3.1 General 6 3.2 Delegation by |
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| April 13, 2023 |
Exhibit 10.1 CREDIT AGREEMENT DATED AS OF DECEMBER 13, 2013 and as amended as of December 17, 2014, December 18, 2015, September 29, 2017, November 1, 2018, December 28, 2020 and April 11, 2023 AMONG M.D.C. HOLDINGS, INC., THE LENDERS, U.S. BANK NATIONAL ASSOCIATION, AS DESIGNATED AGENT U.S. BANK NATIONAL ASSOCIATION AND CITIBANK, N.A. AS CO-ADMINISTRATIVE AGENTS TRUIST BANK (FORMERLY KNOWN AS SUN |
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| April 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 11, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) x Filed by the Registrant ¨ Filed by a party other than the Registrant Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confide |
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| March 1, 2023 |
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 (Amendment No. ) x Filed by the Registrant ¨ Filed by a party other than the Registrant Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) x Filed by the Registrant ¨ Filed by a party other than the Registrant Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confide |
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| February 10, 2023 |
MDC / M.D.C. Holdings, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8 )* MDC Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 552676108 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| February 9, 2023 |
MDC / M.D.C. Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: MDC Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 552676108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ R |
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| February 8, 2023 |
MDC / M.D.C. Holdings, Inc. / MANDARICH DAVID D - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 30)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) David D. Mandarich, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Perso |
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| February 8, 2023 |
MDC / M.D.C. Holdings, Inc. / MIZEL LARRY A - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) Larry A. Mizel, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Person Aut |
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| February 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 3, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| January 31, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission file number 1-08951 M.D.C. HOL |
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| January 31, 2023 |
Exhibit 10.67 CHANGE IN CONTROL AGREEMENT AGREEMENT, dated as of October 10, 2022, by and between M.D.C. Holdings, Inc. (the "Company"), and Michael L. Kaplan (the "Employee"). WHEREAS, the Employee currently is employed by the Company as Senior Vice President & General Counsel and the Employee is willing to continue to serve in the employ of the Company; and WHEREAS, the Company desires to provid |
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| January 31, 2023 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 31, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| January 31, 2023 |
Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES 2022 FOURTH QUARTER AND FULL YEAR RESULTS Record full year home sale revenues of $5.59 billion; Over $900 million of cash flow from operating activities; Cash and cash equivalents and marketable securities of $1.28 billion DENVER, COLORADO, Tuesday, January 31, 2023. M.D.C. Holdings, Inc. (NYSE: MDC), one of the nation’s leading homebuilders, ann |
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| January 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 23, 2023 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| December 14, 2022 |
M.D.C. HOLDINGS APPOINTS RAFAY FAROOQUI TO ITS BOARD OF DIRECTORS Exhibit 99.1 News Release M.D.C. HOLDINGS APPOINTS RAFAY FAROOQUI TO ITS BOARD OF DIRECTORS DENVER, Wednesday, December 14, 2022 - M.D.C. Holdings, Inc. (NYSE: MDC), one of the nation?s leading homebuilders, today announced that its Board of Directors, on the recommendation of the Corporate Governance/Nominating Committee, increased the number of directors on the Board from ten to eleven, appointe |
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| December 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 12, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fi |
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| November 14, 2022 |
MDC / M.D.C. Holdings, Inc. / MANDARICH DAVID D - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 29)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) David D. Mandarich, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Perso |
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| October 27, 2022 |
M.D.C. HOLDINGS ANNOUNCES THIRD QUARTER 2022 RESULTS Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES THIRD QUARTER 2022 RESULTS DENVER, COLORADO, Thursday, October 27, 2022. M.D.C Holdings, Inc. (NYSE: MDC), one of the nation?s leading homebuilders, announced results for the quarter ended September 30, 2022. ?MDC posted strong top line growth in the third quarter of 2022, with home sale revenues increasing 12% year-over-year to $1.4 billion,? sa |
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| October 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 27, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 27, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| September 29, 2022 |
Exhibit 10.1 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN FORM OF 2022 SENIOR EXECUTIVE OFFICER STOCK OPTION AGREEMENT M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), grants an option under the M.D.C. Holdings, Inc. 2021 Equity Incentive Plan (the ?Plan?) to purchase shares of common stock, $0.01 par value per share, of the Company (?Stock?) to the Optionee named below. This Sto |
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| September 29, 2022 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 28, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission f |
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| July 28, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): July 28, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file n |
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| July 28, 2022 |
Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES SECOND QUARTER 2022 RESULTS Home sale revenues growth and a 370 basis point expansion of our gross margin from home sales to 26.8% resulted in a 23% increase in net income for the quarter. DENVER, COLORADO, Thursday, July 28, 2022. M.D.C Holdings, Inc. (NYSE: MDC), one of the nation?s leading homebuilders, announced results for the quarter ended |
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| July 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 7, 2022 |
As filed with the United States Securities and Exchange Commission on July 7, 2022 As filed with the United States Securities and Exchange Commission on July 7, 2022 Registration No. |
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| July 6, 2022 |
Exhibit 24.1 POWER OF ATTORNEY Each person whose signature appears below does hereby make, constitute and appoint Larry A. Mizel, David D. Mandarich, Robert N. Martin and Joseph H. Fretz, and each of them, as attorneys-in-fact, with full power of substitution, in any and all capacities, to sign a registration statement (the ?Registration Statement?) to be filed with the Securities and Exchange Com |
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| July 6, 2022 |
As filed with the United States Securities and Exchange Commission on July 6, 2022 Table of Contents As filed with the United States Securities and Exchange Commission on July 6, 2022 Registration No. |
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| July 6, 2022 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) M.D.C. HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Ca |
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| July 6, 2022 |
Form of Junior Subordinated Indenture by and between M.D.C. Holdings, Inc. and , as trustee. Exhibit 4.3 SCHEDULE OF MATERIAL DETAILS IN WHICH THE FORM OF JUNIOR SUBORDINATED DEBT INDENTURE (INCLUDING FORM OF JUNIOR SUBORDINATED DEBENTURE) DIFFERS FROM EXHIBIT 4.2, THE FORM OF SENIOR SUBORDINATED DEBT INDENTURE (INCLUDING FORM OF SENIOR SUBORDINATED DEBENTURE) The form of Junior Subordinated Debt Indenture (including the form of Junior Subordinated Debenture) (the ?Junior Subordinated Deb |
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| July 6, 2022 |
Form of Senior Subordinated Indenture by and between M.D.C. Holdings, Inc. and , as trustee. Exhibit 4.2 SCHEDULE OF MATERIAL DETAILS IN WHICH THE FORM OF SENIOR SUBORDINATED DEBT INDENTURE (INCLUDING FORM OF SENIOR SUBORDINATED DEBENTURE) DIFFERS FROM EXHIBIT 4.1, THE FORM OF SENIOR DEBT INDENTURE (INCLUDING FORM OF SENIOR DEBENTURE) The form of Senior Subordinated Debt Indenture (including the form of Senior Subordinated Debenture) (the ?Senior Subordinated Debt Indenture?) differs from |
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| July 6, 2022 |
Form of Senior Indenture by and between M.D.C. Holdings, Inc. and , as trustee. Exhibit 4.1 M.D.C. HOLDINGS, INC. Issuer AND Trustee SENIOR DEBT SECURITIES INDENTURE DATED AS OF , 20 ARTICLE ONE Definitions and Incorporation by Reference 1 Section 1.01. Definitions 1 Section 1.02. Other Definitions 5 Section 1.03. Incorporation by Reference of Trust Indenture Act 6 Section 1.04. Rules of Construction 6 ARTICLE TWO The Securities 7 Section 2.01. Form and Dating 7 Section 2.02. |
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| July 6, 2022 |
Statement of Eligibility of Trustee – U.S. Bank National Association. Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ? U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E |
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| May 20, 2022 |
Exhibit 10.1 NINTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT THIS NINTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this ?Amendment?), dated as of May 19, 2022, is made and entered into between and among HomeAmerican Mortgage Corporation, a Colorado corporation (the ?Seller?), and U.S. Bank National Association, as administrative agent and representative of i |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 20, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| May 20, 2022 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 19, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 13, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| April 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 28, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 28, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| April 28, 2022 |
Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES FIRST QUARTER 2022 RESULTS Home sale revenues growth of 19% and a 380 basis point expansion of our gross margin from home sales to 25.7% resulted in a 34% increase in net income for the quarter DENVER, COLORADO, Thursday, April 28, 2022. M.D.C Holdings, Inc. (NYSE: MDC), one of the nation?s leading homebuilders, announced results for the quarter |
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| April 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 25, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| April 22, 2022 |
MDC asfsdafdssfdasfdf UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| April 22, 2022 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT between Richmond American Homes of Tennessee, Inc. and The Jones Company of Tennessee, L.L.C. dated as of April 21, 2022 23748711.20 TABLE OF CONTENTS Page 1. DEFINITIONS 1 (a) Defined Terms 1 (b) Construction 1 2. PURCHASE AND SALE 2 (a) Purchase and Sale of Assets 2 (b) Excluded Assets 3 (c) Assumed Liabilities 5 (d) Excluded Liabilities 5 (e) New Purchase Co |
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| April 22, 2022 |
MDC HOLDINGS SUBSIDIARY TO ACQUIRE THE ASSETS OF THE JONES COMPANY OF TENNESSEE Exhibit 99.1 News Release MDC HOLDINGS SUBSIDIARY TO ACQUIRE THE ASSETS OF THE JONES COMPANY OF TENNESSEE DENVER, COLORADO, April 22, 2022. M.D.C. Holdings, Inc. (NYSE: MDC) announced that its subsidiary, Richmond American Homes of Tennessee, Inc. (?Richmond American?), has entered into an asset purchase agreement to acquire substantially all of the homebuilding assets of The Jones Company of Tenn |
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| April 20, 2022 |
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 (Amendment No. ) x Filed by the Registrant ? Filed by a party other than the Registrant Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| March 2, 2022 |
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 (Amendment No. ) x Filed by the Registrant ? Filed by a party other than the Registrant Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| March 2, 2022 |
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 (Amendment No. ) x Filed by the Registrant ? Filed by a party other than the Registrant Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| February 10, 2022 |
MDC / M.D.C. Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: MDC Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 552676108 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??R |
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| February 8, 2022 |
MDC / M.D.C. Holdings, Inc. / MANDARICH DAVID D - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 28)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) David D. Mandarich, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Perso |
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| February 8, 2022 |
MDC / M.D.C. Holdings, Inc. / MIZEL LARRY A - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* M.D.C. HOLDINGS, INC. (Name of Issuer) Common Stock, $0.01 Per Share (Title of Class of Securities) 552676 108 (CUSIP Number) Larry A. Mizel, 4350 S. Monaco St., Suite 500, Denver, CO 80237 (303) 773-1100 (Name, Address and Telephone Number of Person Aut |
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| February 8, 2022 |
MDC / M.D.C. Holdings, Inc. / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7 )* MDC Holdings Inc (Name of Issuer) Common Stock (Title of Class of Securities) 552676108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched |
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| February 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 3, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| February 1, 2022 |
Exhibit 4.8 SECOND SUPPLEMENTAL INDENTURE 2.500% Senior Notes Due 2031 SECOND SUPPLEMENTAL INDENTURE, dated as of June 23, 2021, (this ?Second Supplemental Indenture?), by and among M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), U.S. Bank National Association, as Trustee (the ?Trustee?), Richmond American Homes of New Mexico, Inc., a Colorado corporation and a wholly owned subsidia |
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| February 1, 2022 |
EX-99 2 mdc-20211231earningsrelease.htm EX-99.1 Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES 2021 FOURTH QUARTER AND FULL YEAR RESULTS Strong fourth quarter results help drive record full year home sale revenues and net income DENVER, COLORADO, Tuesday, February 1, 2022. M.D.C. Holdings, Inc. (NYSE: MDC), one of the nation’s leading homebuilders, announced results for the quarter and full y |
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| February 1, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission file number 1-08951 M.D.C. HOL |
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| February 1, 2022 |
Exhibit 4.6 SECOND SUPPLEMENTAL INDENTURE 3.850% Senior Notes Due 2030 SECOND SUPPLEMENTAL INDENTURE, dated as of June 23, 2021, (this ?Second Supplemental Indenture?), by and among M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), U.S. Bank National Association, as Trustee (the ?Trustee?), Richmond American Homes of New Mexico, Inc., a Colorado corporation and a wholly owned subsidia |
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| February 1, 2022 |
EXHIBIT 21 SUBSIDIARIES OF M.D.C. HOLDINGS, INC. Name State of Organization Doing Business As Allegiant Insurance Company, Inc., A Risk Retention Group Hawaii American Home Insurance Agency, Inc. Colorado AHI Insurance Agency American Home Title and Escrow Company Colorado American Home Transaction Services Company HomeAmerican Mortgage Corporation Colorado Home American Mortgage Corporation M.D.C |
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| February 1, 2022 |
Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE 6.000% Senior Notes Due 2043 SECOND SUPPLEMENTAL INDENTURE, dated as of June 23, 2021, (this ?Second Supplemental Indenture?), by and among M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), U.S. Bank National Association, as Trustee (the ?Trustee?), Richmond American Homes of New Mexico, Inc., a Colorado corporation and a wholly owned subsidia |
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| February 1, 2022 |
Exhibit 4.10 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of the date of the Annual Report on Form 10-K of which this exhibit is a part, M.D.C. Holdings, Inc. (the ?Company?) has two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) our common stock |
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| February 1, 2022 |
Exhibit 3.3 BY-LAWS OF M.D.C. HOLDINGS, INC. (hereinafter called the "Corporation") (as amended, June 28, 2021 ? marked to show changes) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the Corporation shall be in the City of Dover, County of Kent, State of Delaware. Section 2. Other Offices. The Corporation may also have offices at such other places both within and without |
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| February 1, 2022 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 1, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| January 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 24, 2022 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| January 25, 2022 |
M.D.C. HOLDINGS APPOINTS JANICE SINDEN TO ITS BOARD OF DIRECTORS EX-99 2 mdc-20220124xex991.htm EX-99.1 Exhibit 99.1 News Release M.D.C. HOLDINGS APPOINTS JANICE SINDEN TO ITS BOARD OF DIRECTORS DENVER, Tuesday, January 25, 2022 - M.D.C. Holdings, Inc. (NYSE: MDC), one of the nation’s leading homebuilders, today announced that its board of directors, on the recommendation of the Corporate Governance/Nominating Committee, appointed Janice Sinden to fill the Clas |
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| December 21, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 21, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fi |
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| December 21, 2021 |
EX-10 2 eighthamendmenttomasterrep.htm EX-10.1 Exhibit 10.1 EIGHTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT THIS EIGHTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Amendment”), dated as of December 21, 2021, is made and entered into between and among HomeAmerican Mortgage Corporation, a Colorado corporation (the “Seller”), and U.S. Bank National Associ |
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| November 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 23, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fi |
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| November 23, 2021 |
Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES OPTIONAL REDEMPTION OF ALL OUTSTANDING 5.500% SENIOR NOTES DUE JANUARY 2024 DENVER, COLORADO, November 23, 2021. M.D.C. Holdings, Inc. (NYSE: MDC) ("MDC" or the "Company") today announced that it will redeem all of its outstanding 5.500% Senior Notes due January 2024 (CUSIP No. 552676AR9) (the "Notes"), which total $126,368,000, on December 23, 2 |
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| October 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 28, 2021 |
EX-99.1 2 mdc-20210930earningsrelease.htm EX-99.1 Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES THIRD QUARTER 2021 RESULTS AND QUARTERLY DIVIDEND INCREASE Net income increased to $146 million driven by home sale revenues growth of 26% and continued gross margin expansion; Quarterly cash dividend increased 25% from the prior quarter to $0.50 per share DENVER, COLORADO, Thursday, October 28, 2 |
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| October 28, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 28, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fil |
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| September 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 16, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission f |
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| September 17, 2021 |
M.D.C. HOLDINGS ANNOUNCES INCREASE IN MAXIMUM TENDER AMOUNT AND EARLY RESULTS OF CASH TENDER OFFER Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES INCREASE IN MAXIMUM TENDER AMOUNT AND EARLY RESULTS OF CASH TENDER OFFER DENVER, COLORADO, September 16, 2021. M.D.C. Holdings, Inc. (NYSE: MDC) ("MDC" or the "Company") today announced an increase in the previously announced maximum tender amount from $100,000,000 to $123,632,000 (the ?Maximum Tender Amount?) and the early tender results as of 5 |
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| September 2, 2021 |
EX-99.1 2 tenderpressrelease-20210902.htm EX-99.1 Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES CASH TENDER FOR UP TO $100 MILLION AGGREGATE PRINCIPAL AMOUNT OF ITS 5.500% SENIOR NOTES DUE 2024 DENVER, COLORADO, September 2, 2021. M.D.C. Holdings, Inc. (NYSE: MDC) ("MDC" or the "Company") today announced the commencement of a cash tender offer (the "Tender Offer") to purchase up to $100 mill |
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| September 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 2, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission fi |
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| September 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 31, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| September 1, 2021 |
Consulting Agreement dated as of September 1, 2021, between Leslie B. Fox and the Company CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this "Agreement") is effective as of September 1, 2021 (the ?Effective Date?) by and between Leslie B. |
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| August 6, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 6, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| August 6, 2021 |
Exhibit 4.2 M.D.C. HOLDINGS, INC. AND THE GUARANTORS PARTY HERETO 3.966% Senior Notes due 2061 Supplemental Indenture Dated as of August 6, 2021 U.S. Bank National Association, Trustee TABLE OF CONTENTS Page ARTICLE One Scope of Supplemental Indenture; General 2 ARTICLE Two Certain Definitions 2 ARTICLE Three Redemption 12 Section 3.01. Right of Redemption. 12 Section 3.02. No Sinking Fund. 13 ART |
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| August 4, 2021 |
, certain of its subsidiaries as guarantors, and Citigroup Global Markets Exhibit 1.1 Execution Version M.D.C. Holdings, Inc. $350,000,000 3.966% Senior Notes Due 2061 Underwriting Agreement New York, New York August 3, 2021 To the Representative named in Schedule I hereto of the several Underwriters named in Schedule II hereto Ladies and Gentlemen: M.D.C. Holdings, Inc., a corporation organized under the laws of Delaware (the ?Company?), proposes to sell to the several |
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| August 4, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-232327 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Unit Proposed Maximum Aggregate Offering Price Amount of Registration Fee (1) US$ US$ US$ 3.966% Senior Notes due 2061 350,000,000 100.000% 350,000,000 38,185.00 Guarantees of Se |
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| August 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 3, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| August 4, 2021 |
M.D.C. HOLDINGS ANNOUNCES OFFERING OF $350 MILLION OF 3.966% SENIOR NOTES DUE 2061 Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES OFFERING OF $350 MILLION OF 3.966% SENIOR NOTES DUE 2061 DENVER, COLORADO, August 3, 2021. M.D.C. Holdings, Inc. (NYSE: MDC) today announced the pricing of a public offering of $350 million principal amount of 3.966% senior notes due August 2061 (the "Notes") at 100% of par. The Notes will be general unsecured obligations of MDC and will rank equ |
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| August 3, 2021 |
M.D.C. Holdings, Inc. $350,000,000 of 3.966% Senior Notes Due 2061 FINAL TERM SHEET August 3, 2021 FWP 1 pricingtermsheet20210804.htm FWP Free Writing Prospectus Filed Pursuant to Rule 433 (To the Preliminary Prospectus Supplement dated August 3, 2021) Registration Statement No. 333-232327 M.D.C. Holdings, Inc. $350,000,000 of 3.966% Senior Notes Due 2061 FINAL TERM SHEET August 3, 2021 Issuer: M.D.C. Holdings, Inc. Security Title: 3.966% Senior Notes due 2061 Principal Amount: $350,000,000 Tra |
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| August 3, 2021 |
SUBJECT TO COMPLETION, DATED AUGUST 3, 2021 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-232327 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction whe |
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| July 29, 2021 |
Exhibit 10.3 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), grants an option under the M.D.C. Holdings, Inc. 2021 Equity Incentive Plan (the ?Plan?) to purchase shares of common stock, $0.01 par value per share, of the Company (?Stock?) to the Optionee named below. This Stock Option Agreement (the ?Agreement?) |
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| July 29, 2021 |
Exhibit 10.5 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN EXECUTIVE OFFICER STOCK OPTION AGREEMENT M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), grants an option under the M.D.C. Holdings, Inc. 2021 Equity Incentive Plan (the ?Plan?) to purchase shares of common stock, $0.01 par value per share, of the Company (?Stock?) to the Optionee named below. This Stock Option Agreement |
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| July 29, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): July 29, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file n |
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| July 29, 2021 |
Exhibit 10.4 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN EXECUTIVE OFFICER RESTRICTED STOCK AGREEMENT M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), awards to the Employee named below restricted shares of the Company?s common stock, $0.01 par value per share (?Restricted Stock?) under the Company?s 2021 Equity Incentive Plan (the ?Plan?). This Restricted Stock Agreement (the ? |
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| July 29, 2021 |
Exhibit 99.1 News Release M.D.C. HOLDINGS ANNOUNCES SECOND QUARTER 2021 RESULTS Home sales revenue growth of 54% and continued gross margin expansion resulted in an 83% increase in net income for the quarter DENVER, COLORADO, Thursday, July 29, 2021. M.D.C Holdings, Inc. (NYSE: MDC), one of the nation?s leading homebuilders, announced results for the quarter ended June 30, 2021. Larry A. Mizel, MD |
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| July 29, 2021 |
Exhibit 10.7 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN SENIOR EXECUTIVE OFFICER STOCK OPTION AGREEMENT M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), grants an option under the M.D.C. Holdings, Inc. 2021 Equity Incentive Plan (the ?Plan?) to purchase shares of common stock, $0.01 par value per share, of the Company (?Stock?) to the Optionee named below. This Stock Option Agr |
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| July 29, 2021 |
Exhibit 10.6 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN SENIOR EXECUTIVE OFFICER RESTRICTED STOCK AGREEMENT M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), awards to the Employee named below restricted shares of the Company?s common stock, $0.01 par value per share (?Restricted Stock?) under the Company?s 2021 Equity Incentive Plan (the ?Plan?). This Restricted Stock Agreement |
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| July 29, 2021 |
EXHIBIT 22 SUBSIDIARY GUARANTORS The following wholly-owned subsidiaries of M.D.C. Holdings, Inc. (the ?Company?) have fully and unconditionally guaranteed the senior notes issued by the Company on a joint and several basis. Name State of Organization Doing Business As M.D.C. Land Corporation Colorado MDC Land Flight Operations Co. Richmond Developments Limited RAH of Florida, Inc. Colorado Richmo |
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| July 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 29, 2021 |
Exhibit 10.2 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENT M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), awards to the Employee named below restricted shares of the Company?s common stock, $0.01 par value per share (?Restricted Stock?) under the Company?s 2021 Equity Incentive Plan (the ?Plan?). This Restricted Stock Agreement (the ?Agreement?) eviden |
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| July 19, 2021 |
Form of Senior Executive Officer Performance Share Unit Grant Agreement (2021 Equity Incentive Plan) Exhibit 10.1 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN SENIOR EXECUTIVE OFFICER PERFORMANCE SHARE UNIT GRANT AGREEMENT The Compensation Committee (the ?Committee?) of M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), awards performance share units (?PSUs?) under the Company?s 2021 Equity Incentive Plan (the ?Plan?) to the Employee named below. This Performance Share Unit Grant |
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| July 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): July 14, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file n |
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| July 19, 2021 |
Form of Executive Officer Performance Share Unit Grant Agreement Exhibit 10.2 M.D.C. HOLDINGS, INC. 2021 EQUITY INCENTIVE PLAN EXECUTIVE OFFICER PERFORMANCE SHARE UNIT GRANT AGREEMENT The Compensation Committee (the ?Committee?) of M.D.C. Holdings, Inc., a Delaware corporation (the ?Company?), awards performance share units (?PSUs?) under the Company?s 2021 Equity Incentive Plan (the ?Plan?) to the Employee named below. This Performance Share Unit Grant Agreeme |
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| June 30, 2021 |
Exhibit 3.1 THIRD AMENDMENT TO THE BY-LAWS OF M.D.C. HOLDINGS, INC. This Third Amendment to the By-Laws (the ?By-Laws?) of M.D.C. Holdings, Inc., a Delaware corporation (the ?Corporation?), is made as of June 28, 2021 by the unanimous vote of the Corporation?s board of directors. Article II, Section 5 of the By-Laws is hereby amended and restated in its entirety as follows: Section 5. Voting. Unle |
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| June 30, 2021 |
Amendment to Employment Agreement, between Larry A. Mizel and the Company Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the ?Amendment?) dated as of June 28, 2021, is by and between M.D.C. Holdings, Inc. (the ?Company?) and Larry A. Mizel (the ?Executive?) and amends that Employment Agreement dated as of October 26, 2020, between the Company and the Executive (the ?Agreement?). All capitalized terms not otherwise defined in the A |
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| June 30, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): June 28, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file n |
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| June 30, 2021 |
Amendment to Employment Agreement, between David D. Mandarich and the Company EX-10.2 4 mdc-20210628xex102.htm EX-10.2 Exhibit 10.2 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) dated as of June 28, 2021, is by and between M.D.C. Holdings, Inc. (the “Company”) and David D. Mandarich (the “Executive”) and amends that Employment Agreement dated as of October 26, 2020, between the Company and the Executive (the “Agreement”). All cap |
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| June 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 28, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| May 20, 2021 |
Exhibit 10.1 SEVENTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this ?Amendment?), dated as of May 20, 2021, is made and entered into between and among HomeAmerican Mortgage Corporation, a Colorado corporation (the ?Seller?), and U.S. Bank National Association, as administrative agent and representative |
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| May 20, 2021 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 20, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file nu |
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| April 30, 2021 |
EX-24.1 4 mdc-20210430xex241.htm EX-24.1 Exhibit 24.1 POWER OF ATTORNEY [Excerpts from Unanimous Written Consent of the Board of Directors of M.D.C. Holdings, Inc. (the “Company”) as of April 27, 2021] WHEREAS, at the Company’s Annual Meeting held on April 26, 2021, the Company’s shareholders approved the 2021 Equity Incentive Plan under which 3,000,000 shares are authorized for issuance in connec |
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| April 30, 2021 |
As filed with the Securities and Exchange Commission on April 30, 2021 Registration No. |
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| April 29, 2021 |
EXHIBIT 22 SUBSIDIARY GUARANTORS The following wholly-owned subsidiaries of M.D.C. Holdings, Inc. (the ?Company?) have fully and unconditionally guaranteed the senior notes issued by the Company on a joint and several basis. Name State of Organization Doing Business As M.D.C. Land Corporation Colorado MDC Land Flight Operations Co. Richmond Developments Limited RAH of Florida, Inc. Colorado Richmo |
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| April 29, 2021 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 29, 2021 M.D.C. Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 1-8951 84-0622967 (State or other jurisdiction of incorporation) (Commission file |
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| April 29, 2021 |
Table of Contents City UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
