WCIC / WCI Communities, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

As filed with the Securities and Exchange Commission on February 2, 2023

Table of Contents As filed with the Securities and Exchange Commission on February 2, 2023 Registration No.

UNITED STATES 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

Exhibit 25.1 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-5160382 (Ju

Calculation of Filing Fee Tables Form S-3 (Form Type) LENNAR CORPORATION (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

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) LENNAR CORPORATION (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 (1) Proposed Maximum Offering Price Per Unit (1) Maximum Aggregate Offering Price (1) Fee Rate (1) Amount of Registration Fee (1) Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Class A Common Stock, par value $.

LEN / Lennar Corp. S-3ASR - - S-3ASR

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on April 10, 2020 Registration No.

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of December 31, 1997.

EX-25.1 4 d849333dex251.htm EX-25.1 Exhibit 25.1 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in

$3,562,407,000 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its o

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-224499 Prospectus $3,562,407,000 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its outstanding unregistered 6.625% Senior Notes due 2020,

LEN / Lennar Corp. CORRESP

CORRESP LENNAR CORPORATION 700 NORTHWEST 107TH AVENUE MIAMI, FLORIDA 33172 May 8, 2018 via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

LEN / Lennar Corp. CORRESP

CORRESP LENNAR CORPORATION 700 Northwest 107th Avenue Miami, Florida 33172 May 8, 2018 VIA EDGAR Office of Chief Counsel Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, D.

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.6, with respect to the 5.875% Senior Notes due 2024.

EX-99.7 Exhibit 99.7 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.875% SENIOR NOTES DUE 2024 Offer to Exchange up to $421,441,000 aggregate principal amount of its 5.875% Senior Notes due 2024 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.875% Senior Notes due 2024, including rel

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.7, with respect to the 5.25% Senior Notes due 2026.

EX-99.8 Exhibit 99.8 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.25% SENIOR NOTES DUE 2026 Offer to Exchange up to $395,535,000 aggregate principal amount of its 5.25% Senior Notes due 2026 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.25% Senior Notes due 2026, including relate

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.8, governing the 5.00% Senior Notes due 2027.

EX-25.8 Exhibit 25.8 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.3, with respect to the 8.375% Senior Notes due 2021.

EX-99.4 Exhibit 99.4 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 8.375% SENIOR NOTES DUE 2021 Offer to Exchange up to $397,610,000 aggregate principal amount of its 8.375% Senior Notes due 2021 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 8.375% Senior Notes due 2021, including rel

LENNAR CORPORATION LETTER OF TRANSMITTAL 6.25% SENIOR NOTES DUE 2021

EX-99.5 Exhibit 99.5 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 6.25% SENIOR NOTES DUE 2021 Offer to Exchange up to $291,965,000 aggregate principal amount of its 6.25% Senior Notes due 2021 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 6.25% Senior Notes due 2021, including relate

LEN / Lennar Corp. S-4

S-4 Table of Contents As filed with the Securities and Exchange Commission on April 27, 2018 Registration No.

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.3, governing the 8.375% Senior Notes due 2021.

EX-25.3 8 d574147dex253.htm EX-25.3 Exhibit 25.3 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.6, governing the 5.875% Senior Notes due 2024.

EX-25.6 Exhibit 25.6 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Calculation of Ratio of Earnings to Fixed Charges.

EX-12.1 Exhibit 12.1 Lennar Corporation Statement of Computation of Ratio of Earnings to Fixed Charges (Dollars in thousands) Three Months Ended February 28, Years ended November 30 2018 2017 2016 2015 2014 2013 Earnings: Pre-tax earnings $ 269,428 $ 1,189,611 $ 1,330,469 $ 1,209,616 $ 969,784 $ 681,941 Adjustments to pretax earnings: Fixed Charges 107,928 377,497 360,423 364,844 335,358 298,101 I

Form of Letter of Transmittal with respect to the Indenture, dated as of November 29, 2017 and identified as Exhibit 4.1, with respect to the 4.75% Senior Notes due 2027.

EX-99.2 Exhibit 99.2 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 4.75% SENIOR NOTES DUE 2027 Offer to Exchange up to $900,000,000 aggregate principal amount of its 4.75% Senior Notes due 2027 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 4.75% Senior Notes due 2027, including relate

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.8, with respect to the 5.00% Senior Notes due 2027.

EX-99.9 22 d574147dex999.htm EX-99.9 Exhibit 99.9 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.00% SENIOR NOTES DUE 2027 Offer to Exchange up to $347,343,000 aggregate principal amount of its 5.00% Senior Notes due 2027 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.00% Senior Not

Form of Letter to Clients.

EX-99.10 Exhibit 99.10 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its outstanding unregistered 6.625% Senior Notes due 2020, including related guarantees; up to $300,000,000 aggregate principal amount of its 2.95%

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.5, with respect to the 5.375% Senior Notes due 2022.

EX-99.6 Exhibit 99.6 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 5.375% SENIOR NOTES DUE 2022 Offer to Exchange up to $240,805,000 aggregate principal amount of its 5.375% Senior Notes due 2022 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 5.375% Senior Notes due 2022, including rel

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.5, governing the 5.375% Senior Notes due 2022.

EX-25.5 10 d574147dex255.htm EX-25.5 Exhibit 25.5 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in

Form of Letter to Nominees.

EX-99.11 Exhibit 99.11 LENNAR CORPORATION Offers to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933, including related guarantees, for any and all of its outstanding unregistered 6.625% Senior Notes due 2020, including related guarantees; up to $300,000,000 aggregate principal amount of its 2.95%

Form of Letter of Transmittal with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.2, with respect to the 6.625% Senior Notes due 2020.

EX-99.3 16 d574147dex993.htm EX-99.3 Exhibit 99.3 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 6.625% SENIOR NOTES DUE 2020 Offer to Exchange up to $267,708,000 aggregate principal amount of its 6.625% Senior Notes due 2020 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 6.625% Senior

Form of Letter of Transmittal with respect to the Indenture, dated as of November 29, 2017 and identified as Exhibit 4.1, with respect to the 2.95% Senior Notes due 2020.

EX-99.1 14 d574147dex991.htm EX-99.1 Exhibit 99.1 LENNAR CORPORATION LETTER OF TRANSMITTAL FOR 2.95% SENIOR NOTES DUE 2020 Offer to Exchange up to $300,000,000 aggregate principal amount of its 2.95% Senior Notes due 2020 which have been registered under the Securities Act of 1933 (the “Securities Act”), including related guarantees, for any and all of its outstanding unregistered 2.95% Senior Not

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.4, governing the 6.25% Senior Notes due 2021.

EX-25.4 Exhibit 25.4 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of November 29, 2017 and identified as Exhibit 4.1, governing the 2.95% Senior Notes due 2020 and the 4.75% Senior Notes due 2027.

EX-25.1 Exhibit 25.1 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.7, governing the 5.25% Senior Notes due 2026.

EX-25.7 Exhibit 25.7 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

Statement of Eligibility of Trustee on Form T-1 of The Bank of New York Mellon, as trustee with respect to the Indenture, dated as of February 20, 2018 and identified as Exhibit 4.2, governing the 6.625% Senior Notes due 2020.

EX-25.2 7 d574147dex252.htm EX-25.2 Exhibit 25.2 UNITED STATES 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) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in

Lennar Corporation

Calculation of Ratio of Earnings to Fixed Charges Exhibit 12.1 Lennar Corporation Statement of Computation of Ratio of Earnings to Fixed Charges (Dollars in thousands) Six Months Ended May 31, Years ended November 30, 2017 2016 2015 2014 2013 2012 Earnings: Pre-tax earnings $ 359,243 $ 1,330,469 1,209,616 969,784 681,941 222,114 Adjustments to pretax earnings: Fixed Charges 190,367 360,423 364,844

UNITED STATES 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

EX-25.1 5 d416288dex251.htm STATEMENT OF ELIGIBILITY OF TRUSTEE ON FORM T-1 OF THE BANK OF NEW YORK MELLON Exhibit 25.1 UNITED STATES 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)

Amount to be

Table of Contents Title of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Share (1) Proposed Maximum Aggregate Offering Price (1) Amount of Registration Fee (1) Class A common stock, par value $0.

Lennar S-3ASR

S-3ASR 1 d416288ds3asr.htm S-3ASR Table of Contents As filed with the Securities and Exchange Commission on July 5, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LENNAR CORPORATION Co-registrants are listed on the following page. (Exact Name of Registrant as Specified in Its Charte

Title of each Class of Securities to be Registered

Table of Contents Title of each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price per Note Proposed Maximum Aggregate Offering Price Amount of Registration Fee 4.

Lennar Corporation

Exhibit 12.1 Lennar Corporation Statement of Computation of Ratio of Earnings to Fixed Charges (Dollars in thousands) Three months ended Feb. 28, Years ended Nov. 30, 2017 2016 2015 2014 2013 2012 Earnings: Pre-tax earnings $ 49,643 $ 1,330,469 1,209,616 969,784 681,941 222,114 Adjustments to pretax earnings : Fixed Charges 88,937 360,423 364,844 335,358 298,101 255,304 Interest capitalized (68,51

SUBJECT TO COMPLETION, DATED APRIL 19, 2017

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration File No. 333-199159 The information contained in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities nor the solicitation of an offer to buy securities in any jurisdiction where the offer or sale is n

As filed with the Securities and Exchange Commission on April 19, 2017

As filed with the Securities and Exchange Commission on April 19, 2017 Registration No.

WCI Communities AMENDMENT NO. 1 TO 15-12B

Amendment No. 1 to 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 15/A 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: 001-36023 WCI Communities, I

WCI Communities FORM 15-12B

15-12B 1 d350498d1512b.htm FORM 15-12B 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: 001-36023 WCI Communities, Inc. (Exa

WCI Communities POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3

As filed with the Securities and Exchange Commission on February 27, 2017 Registration No.

WCI Communities POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

S-8 POS 1 d350398ds8pos.htm POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 As filed with the Securities and Exchange Commission on February 27, 2017 Registration No. 333-190105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 to FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WCI COMMUNITIES, INC. (Exact name of registrant as speci

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2017 WCI Communities, Inc.

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm 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 February 27, 2017, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12

WCIC / WCI Communities, Inc. / STONEHILL CAPITAL MANAGEMENT LLC - AMENDMENT NO. 4 TO SCHEDULE 13G Passive Investment

Amendment No. 4 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 4)* Under the Securities Exchange Act of 1934 WCI Communities, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 92923C807 (CUSIP Number) February 10, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2017 WCI Communities, Inc.

WCI Communities FORM 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2017 WCI Communities, Inc.

Changes in Control of Registrant, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2017 WCI Communities, Inc.

THIRD SUPPLEMENTAL INDENTURE

Third Supplemental Indenture Exhibit 4.1 THIRD SUPPLEMENTAL INDENTURE This THIRD SUPPLEMENTAL INDENTURE (this ?Third Supplemental Indenture?), dated as of February 10, 2017, is being entered into among WCI Communities, Inc., a Delaware corporation (the ?Issuer?), Lennar Corporation, a Delaware corporation (the ?Co-Issuer?), Wilmington Trust, National Association, as trustee (the ?Trustee?), and th

WCI Communities DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

WCI COMMUNITIES, INC. 24301 Walden Center Drive Bonita Springs, FL 34134

EX-99.1 Exhibit 99.1 WCI COMMUNITIES, INC. 24301 Walden Center Drive Bonita Springs, FL 34134 December 22, 2016 Mr. Keith E. Bass c/o WCI Communities, Inc. 24301 Walden Center Drive Bonita Springs, FL 34134 Re: 2016 Management Incentive Compensation Plan Bonus Dear Keith: This letter agreement (the ?Letter Agreement?), entered into as of the date hereof (the ?Effective Date?), confirms certain und

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2016 WCI Communities, Inc.

WCI Communities 10-Q (Quarterly Report)

10-Q 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, 2016 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: 001-36023

First Amendment to the WCI Communities, Inc. Amended and Restated Director 2013 Long Term Incentive Plan

Amended and Restated Director 2013 Long Term Incentive Plan Exhibit 10.2 First Amendment to the WCI Communities, Inc. Amended and Restated Director 2013 Long Term Incentive Plan This First Amendment to the WCI Communities, Inc. Amended and Restated Director 2013 Long Term Incentive Plan (this ?Amendment?) is adopted as of September 22, 2016 (the ?Amendment Date?) by WCI Communities, Inc. (the ?Com

[Signature Page to Letter Agreement]

Letter Agreement with Vivien N. Hastings Exhibit 10.7 September 22, 2016 Vivien Hastings CONFIDENTIAL Dear Vivien, As you know, WCI Communities, Inc. (the ?Company?) has entered into an agreement pursuant to which it will be acquired by Lennar Corporation (the transactions contemplated by such agreement, the ?Transaction?). In connection with the Transaction, the Company has determined that you wi

[Signature Page to Letter Agreement]

Letter Agreement with Jonathan F. Rapaport Exhibit 10.9 September 22, 2016 Jonathan F. Rapaport CONFIDENTIAL Dear Jonathan, As you know, WCI Communities, Inc. (the ?Company?) has entered into an agreement pursuant to which it will be acquired by Lennar Corporation (the transactions contemplated by such agreement, the ?Transaction?). In connection with the Transaction, the Company has determined th

[Signature Page to Letter Agreement]

Letter Agreement with John B. McGoldrick Exhibit 10.5 September 22, 2016 John McGoldrick CONFIDENTIAL Dear John, As you know, WCI Communities, Inc. (the ?Company?) has entered into an agreement pursuant to which it will be acquired by Lennar Corporation (the transactions contemplated by such agreement, the ?Transaction?). In connection with the Transaction, the Company has determined that you will

[Signature Page to Letter Agreement]

EX-10.3 4 d255821dex103.htm LETTER AGREEMENT WITH KEITH E BASS Exhibit 10.3 September 22, 2016 Keith Bass CONFIDENTIAL Dear Keith, As you know, WCI Communities, Inc. (the “Company”) has entered into an agreement pursuant to which it will be acquired by Lennar Corporation (the transactions contemplated by such agreement, the “Transaction”). In connection with the Transaction, the Company has determ

[Signature Page to Letter Agreement]

EX-10.8 9 d255821dex108.htm LETTER AGREEMENT WITH DAVID T. IVIN Exhibit 10.8 September 22, 2016 David T. Ivin CONFIDENTIAL Dear David, As you know, WCI Communities, Inc. (the “Company”) has entered into an agreement pursuant to which it will be acquired by Lennar Corporation (the transactions contemplated by such agreement, the “Transaction”). In connection with the Transaction, the Company has de

[Signature Page to Letter Agreement]

EX-10.6 7 d255821dex106.htm LETTER AGREEMENT WITH PAUL J. ERHARDT Exhibit 10.6 September 22, 2016 Paul J. Erhardt CONFIDENTIAL Dear Paul, As you know, WCI Communities, Inc. (the “Company”) has entered into an agreement pursuant to which it will be acquired by Lennar Corporation (the transactions contemplated by such agreement, the “Transaction”). In connection with the Transaction, the Company has

First Amendment to the WCI Communities, Inc. Amended and Restated 2013 Long Term Incentive Plan

Amended and Restated 2013 Long Term Incentive Plan Exhibit 10.1 First Amendment to the WCI Communities, Inc. Amended and Restated 2013 Long Term Incentive Plan This First Amendment to the WCI Communities, Inc. Amended and Restated 2013 Long Term Incentive Plan (this ?Amendment?) is adopted as of September 22, 2016 (the ?Amendment Date?) by WCI Communities, Inc. (the ?Company?) for the purpose of a

[Signature Page to Letter Agreement]

Letter Agreement with Russell Devendorf Exhibit 10.4 September 22, 2016 Russell Devendorf CONFIDENTIAL Dear Russell, As you know, WCI Communities, Inc. (the ?Company?) has entered into an agreement pursuant to which it will be acquired by Lennar Corporation (the transactions contemplated by such agreement, the ?Transaction?). In connection with the Transaction, the Company has determined that you

WCI COMMUNITIES, INC. NON-EXECUTIVE CHANGE IN CONTROL SEVERANCE PLAN

Non-Executive Change in Control Severance Plan Exhibit 10.10 WCI COMMUNITIES, INC. NON-EXECUTIVE CHANGE IN CONTROL SEVERANCE PLAN This WCI Communities, Inc. Non-Executive Change in Control Severance Plan (the ?Plan?) is being adopted by WCI Communities, Inc. (together with any successors thereto, ?WCI Communities? and WCI Communities, together with its subsidiaries, the ?Company?). The Plan, as se

Financial Statements and Exhibits, 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): November 1, 2016 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Commission

WCI Communities Announces 2016 Third Quarter Results

Earnings Press Release Exhibit 99.1 WCI Communities Announces 2016 Third Quarter Results Bonita Springs, Fla, November 1, 2016 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for the third quarter ended September 30, 2016. Third Quarter 2016 Results and Selected Comparisons to Third Quarter 2015 ? Deliveries of 345, up 33.7% ? H

WCI Communities 425 (Prospectus)

425 Filed by WCI Communities, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: WCI Communities, Inc. Commission File No. 001-36023 This filing relates to the proposed merger of WCI Communities, Inc., a Delaware corporation (?WCI?), and Lennar Corporation, a Delaware corporati

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2016 WCI Communities, Inc.

WCI Communities Announces Expiration of “Go-Shop” Period Under Merger Agreement

EX-99.1 Exhibit 99.1 WCI Communities Announces Expiration of ?Go-Shop? Period Under Merger Agreement BONITA SPRINGS, Fla., October 27, 2016 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced the expiration of the 35-day ?go-shop? period under the merger agreement between WCI and Lennar Corporation (NYSE: LEN and LEN.B) that was previously

WCI Communities FORM 8-K (Prospectus)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2016 WCI Communities, Inc.

WCI Communities Announces Expiration of “Go-Shop” Period Under Merger Agreement

EX-99.1 Exhibit 99.1 WCI Communities Announces Expiration of ?Go-Shop? Period Under Merger Agreement BONITA SPRINGS, Fla., October 27, 2016 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced the expiration of the 35-day ?go-shop? period under the merger agreement between WCI and Lennar Corporation (NYSE: LEN and LEN.B) that was previously

Strictly Private & Confidential WCI Communities, Inc. September 2016

EX-99.1 2 d262104dex991.htm EX-99.1 Exhibit 99.1 Strictly Private & Confidential WCI Communities, Inc. September 2016 WCI at a glance WCI highlights (as of 6/30/2016) Geographic footprint Fully integrated Florida luxury homebuilder and community Pensacola developer Perdido Key Lost Key Marina & Yacht Club Lost Key Golf & Beach Club Atlantic Ocean Target move-up, second-home and active adult custom

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2016 WCI Communities, Inc.

WCI Communities 425 (Prospectus)

Filed by WCI Communities, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: WCI Communities, Inc. Commission File No. 001-36023 This filing relates to the proposed merger of WCI Communities, Inc., a Delaware corporation (“WCI”), and Lennar Corporation, a Delaware corporation (

WCI Communities 425 (Prospectus)

Filed by WCI Communities, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: WCI Communities, Inc. Commission File No. 001-36023 This filing relates to the proposed merger of WCI Communities, Inc., a Delaware corporation (“WCI”), and Lennar Corporation, a Delaware corporation (

WCI Communities 425 (Prospectus)

Filed by WCI Communities, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: WCI Communities, Inc. Commission File No. 001-36023 This filing relates to the proposed merger of WCI Communities, Inc., a Delaware corporation (“WCI”), and Lennar Corporation, a Delaware corporation (

WCI Communities 425 (Prospectus)

425 Filed by WCI Communities, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: WCI Communities, Inc. Commission File No. 001-36023 This filing relates to the proposed merger of WCI Communities, Inc., a Delaware corporation (?WCI?), and Lennar Corporation, a Delaware corporati

WCI Communities Announces Definitive Merger Agreement with Lennar Corporation for Approximately $643 Million

EX-99.1 3 d259969dex991.htm EX-99.1 EXHIBIT 99.1 WCI Communities Announces Definitive Merger Agreement with Lennar Corporation for Approximately $643 Million • Cash and stock consideration represents a premium of approximately 37 percent for WCI Communities stockholders • WCI Communities to engage in 35-day go-shop to attempt to secure a higher offer BONITA SPRINGS, Fla., September 22, 2016 /PRNew

AGREEMENT AND PLAN OF MERGER WCI COMMUNITIES, INC., LENNAR CORPORATION, MARLIN GREEN CORP. MARLIN BLUE LLC Dated September 22, 2016 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.1 The Mergers 1 Section 1.2 Closing 2 Section 1.3 Effective Ti

EX-2.1 2 d259969dex21.htm EX-2.1 Exhibit 2.1 EXPLANATORY NOTE TO THIS EXHIBIT The representations and warranties included in this Agreement and Plan of Merger (the “Merger Agreement”) were made by the parties to the Merger Agreement for their respective contractual benefit. These representations and warranties are made as of specific dates, only for purposes of the Merger Agreement and for the ben

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2016 WCI Communities, Inc.

WCI Communities FORM 8-K (Prospectus)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2016 WCI Communities, Inc.

WCI Communities Announces Definitive Merger Agreement with Lennar Corporation for Approximately $643 Million

EX-99.1 EXHIBIT 99.1 WCI Communities Announces Definitive Merger Agreement with Lennar Corporation for Approximately $643 Million ? Cash and stock consideration represents a premium of approximately 37 percent for WCI Communities stockholders ? WCI Communities to engage in 35-day go-shop to attempt to secure a higher offer BONITA SPRINGS, Fla., September 22, 2016 /PRNewswire/ ? WCI Communities, In

AGREEMENT AND PLAN OF MERGER WCI COMMUNITIES, INC., LENNAR CORPORATION, MARLIN GREEN CORP. MARLIN BLUE LLC Dated September 22, 2016 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.1 The Mergers 1 Section 1.2 Closing 2 Section 1.3 Effective Ti

EX-2.1 Exhibit 2.1 EXPLANATORY NOTE TO THIS EXHIBIT The representations and warranties included in this Agreement and Plan of Merger (the ?Merger Agreement?) were made by the parties to the Merger Agreement for their respective contractual benefit. These representations and warranties are made as of specific dates, only for purposes of the Merger Agreement and for the benefit of the parties theret

WCI Communities FORM 10-Q (Quarterly Report)

10-Q 1 d195122d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2016 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period f

EMPLOYMENT AGREEMENT

Employment Agreement Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) is made and entered into as of the thirty-first (31st) day of May, 2016 (the ?Effective Date?), by and between WCI Communities Management, LLC, a Delaware limited liability company (the ?Employer?), its parent WCI Communities, Inc., a Delaware corporation (?Parent?), WCI Communities, LLC, a Delaware

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d225372d8k.htm FORM 8-K 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, 2016 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of

WCI Communities Announces 2016 Second Quarter Results

Earnings Press Release Exhibit 99.1 WCI Communities Announces 2016 Second Quarter Results Bonita Springs, Fla, July 27, 2016 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for the second quarter ended June 30, 2016. Second Quarter 2016 Results and Selected Comparisons to Second Quarter 2015 ? Deliveries of 307, up 26.3% ? Homeb

Disclosure Statement This presentation contains forward-looking statements. All statements that are not statements of historical fact, including statements about the Company’s beliefs and expectations, are forward-looking statements within the meanin

Presentation of the Company WCI Communities Second Quarter 2016 Earnings Conference Call July 27, 2016 Exhibit 99.

WCI Communities ESP

WCI Communities, Inc. 24301 Walden Center Drive Bonita Springs, Florida 34134 July 26, 2016 VIA EDGAR SUBMISSION W. John Cash Accounting Branch Chief Office of Manufacturing and Construction Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: WCI Communities, Inc. Form 10–K for the Fiscal Year Ended December 31, 2015 Filed February 22, 2

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): May 11, 2016 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction (Commission (IRS Employer of incor

AMENDMENT NO. 1 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT

Amendment No. 1 to Amended and Restated Revolving Credit Agreement Exhibit 10.2 Execution Version AMENDMENT NO. 1 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT is dated as of March 16, 2016 (this ?Amendment?), and is by and between CITIBANK, N.A., in its capacity as Administrative Agent under the Credit Agreement referred

WCI Communities FORM 10-Q (Quarterly Report)

10-Q 1 d133506d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2016 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period

WCI COMMUNITIES, INC. PERFORMANCE STOCK UNIT AWARD GRANT NOTICE

Form of Employee Performance Stock Unit Award Grant Notice Exhibit 10.7 WCI COMMUNITIES, INC. PERFORMANCE STOCK UNIT AWARD GRANT NOTICE WCI Communities, Inc., a Delaware corporation, (the ?Company?) hereby grants to the individual listed below (?Holder?), an award of performance stock units (?Performance Stock Units?). Each Performance Stock Unit represents the right to receive a number of shares

Regulation FD Disclosure, Financial Statements and Exhibits, 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 27, 2016 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Commission Fi

Disclosure Statement This presentation contains forward-looking statements. All statements that are not statements of historical fact, including statements about the Company’s beliefs and expectations, are forward-looking statements within the meanin

Presentation of the Company WCI Communities First Quarter 2016 Earnings Conference Call April 27, 2016 Exhibit 99.

WCI Communities Announces 2016 First Quarter Results

Earnings Press Release Exhibit 99.1 WCI Communities Announces 2016 First Quarter Results Bonita Springs, Fla, April 27, 2016 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for the first quarter ended March 31, 2016. First Quarter 2016 Highlights and Selected Comparisons to First Quarter 2015 ? Deliveries of 254, up 84.1% ? Home

WCI Communities DEFINITIVE ADDITIONAL MATERIALS

Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

WCI Communities DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

THIRD AMENDMENT TO FRANCHISE AGREEMENT

Third Amendment to Franchise Agreement Exhibit 10.4(d) CONFIDENTIAL PORTIONS OF THIS EXHIBIT MARKED AS [***] HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND HAVE BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. THIRD AMENDMENT TO FRANCHISE AGREEMENT THIS THIRD AMENDMENT TO FRANCHISE AGREEMENT (this “Third Amendment”) is executed as of the 30 day of April, 2

WCI COMMUNITIES, INC. LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation or Organization WCI Communities, LLC Delaware WCI Communities Management, LLC Delaware WCI Towers Northeast USA, Inc. Delaware Watermark Realty, Inc. (d/b/a Berkshire Hatha

List of Subsidiaries of WCI Communities, Inc. Exhibit 21.1 WCI COMMUNITIES, INC. LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation or Organization WCI Communities, LLC Delaware WCI Communities Management, LLC Delaware WCI Towers Northeast USA, Inc. Delaware Watermark Realty, Inc. (d/b/a Berkshire Hathaway HomeServices Florida Realty; d/b/a BHHS Florida Realty; and d/b/a Florida Title & Guara

2016 Real Estate Services Incentive Compensation Plan

WCI Communities, Inc. 2016 Real Estate Services Incentive Compensation Plan Exhibit 10.24 2016 Real Estate Services Incentive Compensation Plan I. Background WCI Communities, Inc. (the “Company” or “WCI”) has established an incentive compensation plan for the Real Estate Services (“RES”) business line as set forth below (the “RES - ICP” or “Plan”) to incentivize certain key managers and participan

WCI Communities, Inc.: 2016 Director Compensation Program for Non-Employee Directors

WCI Communities, Inc. 2016 Director Compensation Program for Non-Employee Direct Exhibit 10.25 WCI Communities, Inc.: 2016 Director Compensation Program for Non-Employee Directors Each non-employee member (a “Non-Employee Director”) of the Board of Directors of WCI Communities, Inc. (the “Board”) is eligible to receive the following compensation in respect of service in 2016: Annual Board Retainer

WCI Communities, Inc. Statement of the Computations of the Ratio of Earnings to Fixed Charges and Preferred Stock Dividends ($ in thousands) Years Ended December 31, 2015 2014 2013 2012 2011 Earnings Income (loss) from continuing operations before in

WCI Communities, Inc. Statement of the Computations Exhibit 12.1 WCI Communities, Inc. Statement of the Computations of the Ratio of Earnings to Fixed Charges and Preferred Stock Dividends ($ in thousands) Years Ended December 31, 2015 2014 2013 2012 2011 Earnings Income (loss) from continuing operations before income taxes $ 55,654 $ 36,036 $ 20,776 $ (4,305 ) $ (54,453 ) Fixed charges 19,490 17,

WCI Management Incentive Compensation Plan 2016

WCI Communities, Inc. 2016 Management Incentive Compensation Plan Exhibit 10.23 WCI Management Incentive Compensation Plan 2016 I. Background WCI Communities, Inc. (the “Company” or “WCI”) has established a management incentive compensation plan as set forth below (the “MICP” or “Plan”) to incentivize certain key managers to focus on critical business plan objectives for the period commencing Janu

ADDENDUM TO SECOND AMENDMENT TO REAL ESTATE BROKERAGE FRANCHISE AGREEMENT (Addendum to Residential Exclusivity Amendment)

Addendum to Second Amendment to Real Estate Brokerage Franchise Agreement Exhibit 10.

WCI Communities FORM 10-K (Annual Report)

Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of February 9, 2016 (Amending and Restating the Revolving Credit Agreement dated August 27, 2013) WCI COMMUNITIES, INC., as Borrower, THE BANKS PARTY HERETO, CITIBANK, N.A. as Administrative Ag

Amended and Restated Revolving Credit Agreement Exhibit 10.10(a) EXECUTION VERSION AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of February 9, 2016 (Amending and Restating the Revolving Credit Agreement dated August 27, 2013) among WCI COMMUNITIES, INC., as Borrower, THE BANKS PARTY HERETO, CITIBANK, N.A. as Administrative Agent, BANK OF AMERICA, N.A., as Syndication Agent, CITIGROUP G

AMENDMENT TO NOTE, LOAN AGREEMENT AND OTHER LOAN DOCUMENTS

Amendment to Note, Loan Agreement and Other Loan Documents Exhibit 10.11(a) This Instrument Prepared By And To Be Returned To: Mark K. Somerstein, Esq. Greenspoon Marder, P.A. 200 East Broward Blvd., Suite 1500 Fort Lauderdale, FL 33301 AMENDMENT TO NOTE, LOAN AGREEMENT AND OTHER LOAN DOCUMENTS THIS AMENDMENT TO NOTE, LOAN AGREEMENT AND OTHER LOAN DOCUMENTS (“Amendment”) is entered into by and bet

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2016 WCI Communities, Inc.

Regulation FD Disclosure, Financial Statements and Exhibits, 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 17, 2016 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Commission

Disclosure Statement This presentation contains forward-looking statements. All statements that are not statements of historical fact, including statements about the Company’s beliefs and expectations, are forward-looking statements within the meanin

Presentation of the Company on February 17, 2016 WCI Communities 2015 Full Year and Fourth Quarter Earnings Conference Call February 17, 2016 Exhibit 99.

WCI Communities Announces 2015 Full Year and Fourth Quarter Results

Earnings press release issued by the Company on February 17, 2016 Exhibit 99.1 WCI Communities Announces 2015 Full Year and Fourth Quarter Results Bonita Springs, Fla., February 17, 2016 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for the fourth quarter and year ended December 31, 2015. Full Year 2015 Highlights and Selected

WCIC / WCI Communities, Inc. / BROOKFIELD INVESTMENT MANAGEMENT INC. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WCI Communities, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 92923C807 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

WCIC / WCI Communities, Inc. / Monarch Debt Recovery Master Fund Ltd - AMENDMENT NO. 2 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934* (Amendment No. 2) WCI Communities, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 92923C807 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d137414d8k.htm FORM 8-K 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 9, 2016 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction

WCI Communities AMENDMENT NO. 3 TO SCHEDULE 13G (Passive Acquisition of More Than 5% of Shares)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* WCI Communities, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 92923C807 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

Joint Filer Information and Signatures

Joint Filer Information and Signatures Joint Filers: 1. Name: Stonehill Capital Management LLC Address: 885 Third Avenue, 30th Floor, New York, New York 10022 STONEHILL CAPITAL MANAGEMENT LLC By: /s/ Paul Malek February 8, 2016 Name: Paul Malek Date Title: Authorized Signatory 2. Name: Stonehill General Partner, LLC Address: c/o Stonehill Capital Management LLC, 885 Third Avenue, 30th Floor, New Y

Explanation of Responses (1) Distribution of shares from creditors trust established in 2009 pursuant to plan of reorganization in WCIC’s chapter 11 proceedings. Acquisition is exempt from Section 16(b) as having been acquired in good faith in connec

EX-99.1 2 s16232835a.htm EXPLANATION OF RESPONSES Explanation of Responses (1) Distribution of shares from creditors trust established in 2009 pursuant to plan of reorganization in WCIC’s chapter 11 proceedings. Acquisition is exempt from Section 16(b) as having been acquired in good faith in connection with a debt previously contracted. (2) This Form 5 is being filed on behalf of Stonehill Capita

WCI Communities

EX-99.2 3 d89118dex992.htm PRESENTATION OF THE COMPANY WCI Communities Third Quarter 2015 Earnings Conference Call October 28, 2015 Exhibit 99.2 Disclosure Statement This presentation contains forward-looking statements. All statements that are not statements of historical fact, including statements about the Company’s beliefs and expectations, are forward-looking statements within the meaning of

WCI Communities Announces 2015 Third Quarter Results

EX-99.1 2 d89118dex991.htm EARNINGS PRESS RELEASE Exhibit 99.1 WCI Communities Announces 2015 Third Quarter Results Bonita Springs, Fla, October 28, 2015 — WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for the third quarter ended September 30, 2015. Third Quarter 2015 Highlights and Selected Comparisons to Third Quarter 2014 • N

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) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2015 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 Numbe

WCI Communities FORM 8-K (Current Report/Significant Event)

Form 8-K 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, 2015 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Co

WCI Communities Announces 2015 Second Quarter Results

Earnings Press Release Exhibit 99.1 WCI Communities Announces 2015 Second Quarter Results Bonita Springs, Fla, July 29, 2015 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for the second quarter ended June 30, 2015. Second Quarter 2015 Highlights and Selected Comparisons to Second Quarter 2014 ? New orders of 300, up 53.8% ? Co

Regulation FD Disclosure, Financial Statements and Exhibits, 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, 2015 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Commission Fil

SIXTH AMENDMENT TO LEASE AGREEMENT

Exhibit 10.1 SIXTH AMENDMENT TO LEASE AGREEMENT THIS SIXTH AMENDMENT TO LEASE AGREEMENT (?SIXTH AMENDMENT?) is made and entered into this 23 day of July, 2015 (the ?Effective Date?) by and between WALDEN CENTER LP, a Delaware limited partnership (?Landlord?) and WCI COMMUNITIES LLC, a Delaware limited liability company (?Tenant?). WITNESSETH: WHEREAS, Landlord and Tenant have previously entered in

WCI Communities

Presentation of the Company WCI Communities Second Quarter 2015 Earnings Conference Call July 29, 2015 Exhibit 99.

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) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2015 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: 00

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2015 WCI Communities, Inc.

WCI Communities FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2015 WCI Communities, Inc.

3,250,000 Shares WCI Communities, Inc. Common Stock UNDERWRITING AGREEMENT

Underwriting Agreement Exhibit 1.1 Execution Version 3,250,000 Shares WCI Communities, Inc. Common Stock UNDERWRITING AGREEMENT July 7, 2015 Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. As Representatives of the several Underwriters named in Schedule II hereto c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010-3629 c/o Citigroup Global Markets

3,250,000 Shares WCI Communities, Inc. Common Stock

Prospectus Supplement Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No.

SUBJECT TO COMPLETION, DATED JULY 7, 2015

Preliminary Prospectus Supplement Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No.

WCI COMMUNITIES, INC. ANNOUNCES PROPOSED SECONDARY OFFERING OF 3,250,000 SHARES OF COMMON STOCK

Press Release Exhibit 99.1 WCI COMMUNITIES, INC. ANNOUNCES PROPOSED SECONDARY OFFERING OF 3,250,000 SHARES OF COMMON STOCK Bonita Springs, Fla, ?(BUSINESS WIRE)? July 7, 2015 ? WCI Communities, Inc. (NYSE: WCIC) (the ?Company?) today announced that, subject to market conditions, entities affiliated with Monarch Alternative Capital LP (the ?Monarch selling stockholders?) and entities affiliated wit

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 7, 2015 WCI Communities, Inc.

Recent Developments

EX-99.2 3 d58199dex992.htm RECENT DEVELOPMENTS INFORMATION Exhibit 99.2 Recent Developments We are currently in the process of finalizing our unaudited consolidated financial results as of and for the three and six months ended June 30, 2015. Below are certain preliminary estimates as of and for the three months ended June 30, 2015, which are based on the most current information available to mana

Submission of Matters to a Vote of Security Holders

8-K 1 d926132d8k.htm FORM 8-K 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, 2015 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of i

WCI Communities Announces 2015 First Quarter Results First Quarter 2015 New Orders up 54.1% Earnings per Diluted Share of $0.21

Press Release Exhibit 99.1 WCI Communities Announces 2015 First Quarter Results First Quarter 2015 New Orders up 54.1% Earnings per Diluted Share of $0.21 Bonita Springs, Fla, April 29, 2015 ? WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for the first quarter ended March 31, 2015. First Quarter 2015 Highlights and Selected Comp

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) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2015 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: 0

WCI Communities FORM 8-K (Current Report/Significant Event)

Form 8-K 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, 2015 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Comm

WCI Communities

Presentation of the Company WCI Communities April 29, 2015 Exhibit 99.2 First Quarter 2015 Earnings Conference Call Disclosure Statement 2 This presentation contains forward-looking statements. All statements that are not statements of historical fact, including statements about the Company?s beliefs and expectations, are forward-looking statements within the meaning of the federal securities laws

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2015 WCI Communities, Inc.

3,250,000 Shares WCI Communities, Inc. Common Stock FORM OF UNDERWRITING AGREEMENT

Underwriting Agreement Exhibit 1.1 EXECUTION VERSION 3,250,000 Shares WCI Communities, Inc. Common Stock FORM OF UNDERWRITING AGREEMENT April 15, 2015 Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. As Representatives of the several Underwriters named in Schedule II hereto c/o Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010-3629 c/o Citigroup Glob

3,250,000 Shares WCI Communities, Inc. Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-200330 PROSPECTUS SUPPLEMENT (To Prospectus dated December 1, 2014) 3,250,000 Shares WCI Communities, Inc. Common Stock This is a public offering of shares of WCI Communities, Inc. The shares of common stock are being sold by the selling stockholders. We will not receive any of the proceeds from the shares of common stock sold

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2015 WCI Communities, Inc.

Recent Developments

Recent Developments Information Exhibit 99.2 Recent Developments We are currently in the process of finalizing our unaudited consolidated financial results as of and for the three months ended March 31, 2015. Below are certain preliminary estimates as of and for the three months ended March 31, 2015, which are based on the most current information available to management as of the date of this pro

Regulation FD Disclosure, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2015 WCI Communities, Inc.

WCI COMMUNITIES, INC. ANNOUNCES PROPOSED SECONDARY OFFERING OF 3,250,000 SHARES OF COMMON STOCK

EX-99.1 2 d910552dex991.htm PRESS RELEASE Exhibit 99.1 WCI COMMUNITIES, INC. ANNOUNCES PROPOSED SECONDARY OFFERING OF 3,250,000 SHARES OF COMMON STOCK Bonita Springs, Fla, —(BUSINESS WIRE)— April 13, 2015 – WCI Communities, Inc. (NYSE: WCIC) (the “Company”) today announced that, subject to market conditions, entities affiliated with Monarch Alternative Capital LP (the “Monarch selling stockholders

SUBJECT TO COMPLETION, DATED APRIL 13, 2015

Preliminary Prospectus Supplement Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No.

WCI Communities DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

WCI Communities DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 d871083ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS 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. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Chec

WCIC / WCI Communities, Inc. / Monarch Debt Recovery Master Fund Ltd - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934* (Amendment No. 1) WCI Communities, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 92923C807 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K 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 25, 2015 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (C

WCI COMMUNITIES, INC. LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation or Organization WCI Communities, LLC Delaware WCI Communities Management, LLC Delaware WCI Towers Northeast USA, Inc. Delaware Watermark Realty, Inc. (d/b/a Berkshire Hatha

EX-21.1 5 d839632dex211.htm LIST OF SUBSIDIARIES Exhibit 21.1 WCI COMMUNITIES, INC. LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation or Organization WCI Communities, LLC Delaware WCI Communities Management, LLC Delaware WCI Towers Northeast USA, Inc. Delaware Watermark Realty, Inc. (d/b/a Berkshire Hathaway HomeServices Florida Realty; d/b/a BHHS Florida Realty; and d/b/a Florida Title & Gu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2014 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: 001-36

WCI Communities Announces 2014 Fourth Quarter and Full Year Results Fourth Quarter Deliveries up 57.6% Fourth Quarter New Orders up 47.4%

Earnings press release Exhibit 99.1 WCI Communities Announces 2014 Fourth Quarter and Full Year Results Fourth Quarter Deliveries up 57.6% Fourth Quarter New Orders up 47.4% Bonita Springs, Fla, February 25, 2015 — WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for its fourth quarter and year ended December 31, 2014. Fourth Quart

WCI Communities

Presentation of the Company Exhibit 99.2 WCI Communities Fourth Quarter and Full Year 2014 Earnings Conference Call February 25, 2015 Disclosure Statement This presentation contains forward-looking statements. All statements that are not statements of historical fact, including statements about the Company’s beliefs and expectations, are forward-looking statements within the meaning of the federal

2015 Real Estate Services Incentive Compensation Plan

2015 Real Estate Services Incentive Compensation Plan Exhibit 10.25 2015 Real Estate Services Incentive Compensation Plan I. Background WCI Communities, Inc. (the “Company” or “WCI”) has established an incentive compensation plan for the Real Estate Services (“RES”) business line as set forth below (the “RES - ICP” or “Plan”) to incentivize certain key managers and participants to focus on critica

WCI Management Incentive Compensation Plan 2015

EX-10.24 2 d839632dex1024.htm WCI MANAGEMENT INCENTIVE COMPENSATION PLAN 2015 Exhibit 10.24 WCI Management Incentive Compensation Plan 2015 I. Background WCI Communities, Inc. (the “Company” or “WCI”) has established a management incentive compensation plan as set forth below (the “MICP” or “Plan”) to incentivize certain key managers to focus on critical business plan objectives for the period com

WCI Communities, Inc. Statement of the Computations of the Ratio of Earnings to Fixed Charges and Preferred Stock Dividends ($ in thousands) Years Ended December 31, 2014 2013 2012 2011 (in thousands) Earnings Income (loss) from continuing operations

Exhibit 12.1 WCI Communities, Inc. Statement of the Computations of the Ratio of Earnings to Fixed Charges and Preferred Stock Dividends ($ in thousands) Years Ended December 31, 2014 2013 2012 2011 (in thousands) Earnings Income (loss) from continuing operations before income taxes $ 36,036 $ 20,776 $ (4,305 ) $ (54,453 ) Fixed charges 17,793 15,143 17,016 19,246 Amortization of capitalized inter

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2015 WCI Communities, Inc.

WCIC / WCI Communities, Inc. / Wells Street Offshore, Ltd. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

WCIC / WCI Communities, Inc. / BROOKFIELD INVESTMENT MANAGEMENT INC. - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

WCIC / WCI Communities, Inc. / Wells Street Offshore, Ltd. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

WCI COMMUNITIES, INC. ANNOUNCES COMPLETION OF EXCHANGE OFFER FOR UP TO $50 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021

Press Release Exhibit 99.1 WCI COMMUNITIES, INC. ANNOUNCES COMPLETION OF EXCHANGE OFFER FOR UP TO $50 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021 Bonita Springs, FL, November 24, 2014 – WCI Communities, Inc. (NYSE: WCIC) (the “Company”) today announced that it has completed its offer (the “Exchange Offer”) to exchange up to $50 million in aggregate principal amount of its 6.

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 24, 2014 WCI Communities, Inc.

WCIC / WCI Communities, Inc. / Wells Street Offshore, Ltd. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* WCI Communites, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 92923C807 (CUSIP Number) November 11, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

WCI COMMUNITIES, INC. STATEMENT OF THE COMPUTATIONS OF THE RATIO OF EARNINGS TO FIXED CHARGES AND PREFERRED STOCK DIVIDENDS NINE MONTHS ENDED SEPTEMBER 30, 2014 AND THE THREE YEARS ENDED DECEMBER 31, 2013 ($ IN THOUSANDS) Nine Months Ended September

Statement of the Computations of the Ratio of Earnings to Fixed Charges Exhibit 12.

November 14, 2014

Exhibit 16.1 November 14, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read the “Experts” section of the Form S-3 to be filed on November 18, 2014, of WCI Communities, Inc. and are in agreement with the statements contained in the third, fourth and fifth paragraphs of such section as it relates to Ernst & Young LLP. We have no basis to agree or disagree

November 14, 2014

Letter of McGladrey LLP Exhibit 16.2 November 14, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Commissioners: We have read WCI Communities, Inc.’s statements included under the caption “Experts” in its Form S-3 to be filed on November 18, 2014 and we agree with such statements concerning our firm. /s/ McGladrey LLP McGladrey LLP West Palm Beach, Florida

WCI COMMUNITIES, INC. Dated as of , 20 Wilmington Trust, National Association TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions. 1 Section 1.2. Other Definitions. 5 Section 1.3. Incorporation by R

Form of Indenture Exhibit 4.2 WCI COMMUNITIES, INC. INDENTURE Dated as of , 20 Wilmington Trust, National Association Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions. 1 Section 1.2. Other Definitions. 5 Section 1.3. Incorporation by Reference of Trust Indenture Act. 5 Section 1.4. Rules of Construction. 6 ARTICLE II. THE SECURITIES 6

WCIC / WCI Communities, Inc. S-3 - - FORM S-3

Form S-3 Table of Contents As filed with the U.S. Securities and Exchange Commission on November 18, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WCI COMMUNITIES, INC. (Exact name of registrant as specified in its charter) Delaware 27-0472098 (State or other jurisdiction of incorp

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

Statement of Eligibility on Form T-1 Exhibit 25.1 File No. 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) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specif

WCI COMMUNITIES, LLC 24301 Walden Center Drive Bonita Springs. FL 34134

EX-10.1 2 d770569dex101.htm NOTICE OF RENEWAL LETTER Exhibit 10.1 WCI COMMUNITIES, LLC 24301 Walden Center Drive Bonita Springs. FL 34134 August 28, 2014 Walden Center LP VIA HAND DELIVERY 24311 Walden Center Drive, Suite 100 Bonita Springs, FL 34134 Attn: Mike Akerman and Charles Jans Trans Commercial 24311 Walden Center Drive Bonita Springs, FL 34134 Re: Notice of Renewal Reference is made to th

WCI Communities Announces Third Quarter 2014 Results – New Orders Grow by 34%

Earnings press release Exhibit 99.1 WCI Communities Announces Third Quarter 2014 Results – New Orders Grow by 34% Bonita Springs, Fla, November 4, 2014 — WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for its third quarter ended September 30, 2014. Third Quarter 2014 Highlights and Selected Comparisons to Third Quarter 2013 • New

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K 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 4, 2014 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 d770569d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2014 or ¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition per

WCI Communities

Presentation of the Company WCI Communities Third Quarter 2014 - Earnings Conference Call November 4, 2014 Exhibit 99.

WCI COMMUNITIES, INC. ANNOUNCES EXCHANGE OFFER FOR UP TO $50 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021

Press Release Exhibit 99.1 WCI COMMUNITIES, INC. ANNOUNCES EXCHANGE OFFER FOR UP TO $50 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021 Bonita Springs, FL, October 22, 2014 – WCI Communities, Inc. (NYSE: WCIC) (the “Company”) today announced that it has commenced an offer (the “Exchange Offer”) to exchange up to $50 million in aggregate principal amount of its 6.875% Senior Note

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2014 WCI Communities, Inc.

WCI COMMUNITIES, INC. OFFER TO EXCHANGE $50,000,000 Principal Amount of 6.875% Senior Notes Due 2021 and Related Guarantees $50,000,000 Principal Amount of 6.875% Senior Notes Due 2021 and Related Guarantees The Exchange Offer Will Expire At 5:00 P.M

Prospectus Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No.

WCIC / WCI Communities, Inc. CORRESP - -

Acceleration Request WCI Communities, Inc. 24301 Walden Center Drive Bonita Springs, Florida 34134 October 17, 2014 VIA EDGAR TRANSMISSION United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Pamela A. Long, Assistant Director Craig Slivka Kamyar Daneshvar Re: WCI Communities, Inc. Registration Statement on Form S-

October 13, 2014

Letter of Ernst & Young LLP Exhibit 16.1 October 13, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read the “Experts” section of Amendment No. 1 to the Form S-4 to be filed on October 14, 2014, of WCI Communities, Inc. and are in agreement with the statements contained in the third, fourth and fifth paragraphs of such section as it relates to Ernst & You

WCIC / WCI Communities, Inc. S-4/A - - S-4 AMENDMENT NO.1

S-4 Amendment No.1 Table of Contents As filed with the Securities and Exchange Commission on October 14, 2014. Registration No. 333-198827 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WCI COMMUNITIES, INC. (Exact name of registrant as specified in its charter) Delaware 1531 27-0472098 (St

WCIC / WCI Communities, Inc. CORRESP - -

Response Letter 53rd at Third 885 Third Avenue New York, New York 10022-4834 Tel: +1.

WCI COMMUNITIES, LLC 24301 Walden Center Drive Bonita Springs. FL 34134

Notice of Renewal Letter, dated August 28,2014 Exhibit 10.17(f) WCI COMMUNITIES, LLC 24301 Walden Center Drive Bonita Springs. FL 34134 August 28, 2014 Walden Center LP VIA HAND DELIVERY 24311 Walden Center Drive, Suite 100 Bonita Springs, FL 34134 Attn: Mike Akerman and Charles Jans Trans Commercial 24311 Walden Center Drive Bonita Springs, FL 34134 Re: Notice of Renewal Reference is made to the

October 13, 2014

Letter of McGladrey LLP Exhibit 16.2 October 13, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Commissioners: We have read WCI Communities, Inc.’s statements included under the caption “Experts” in Amendment No. 1 to its Form S-4 to be filed on October 14, 2014 and we agree with such statements concerning our firm. /s/ McGladrey LLP McGladrey LLP West Palm Beach

WCIC / WCI Communities, Inc. CORRESP - -

WCI Communities, Inc. 24301 Walden Center Drive Bonita Springs, Florida 34134 September 18, 2014 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: Registration Statement on Form S-4 - Supplemental Representations and Warranties Ladies and Gentlemen: In connection with the offer (the “Exchange Offer”) by WCI Communi

September 17, 2014

Letter of McGladrey LLP, independent registered public accounting firm Exhibit 16.

LETTER OF TRANSMITTAL WCI COMMUNITIES, INC. OFFER FOR ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AX2) (CUSIP NUMBER U94246 AH5) (CUSIP NUMBER 92923C AY0) IN EXCHANGE FOR 6.875% SENIOR NOTES DUE 2021 THAT HA

Form of Letter of Transmittal EXHIBIT 99.1 LETTER OF TRANSMITTAL WCI COMMUNITIES, INC. OFFER FOR ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AX2) (CUSIP NUMBER U94246 AH5) (CUSIP NUMBER 92923C AY0) IN EXCHANGE FOR 6.875% SENIOR NOTES DUE 2021 THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT

WCI COMMUNITIES, INC. LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation or Organization WCI Communities, LLC Delaware WCI Communities Management, LLC Delaware WCI Towers Northeast USA, Inc. Delaware Watermark Realty, Inc. (d/b/a Berkshire Hatha

List of Subsidiaries of WCI Communities, Inc. Exhibit 21.1 WCI COMMUNITIES, INC. LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation or Organization WCI Communities, LLC Delaware WCI Communities Management, LLC Delaware WCI Towers Northeast USA, Inc. Delaware Watermark Realty, Inc. (d/b/a Berkshire Hathaway HomeServices Florida Realty; d/b/a BHHS Florida Realty; and d/b/a Florida Title & Guara

WCI Communities, Inc. Statement Of The Computations Of The Ratio Of Earnings To Fixed Charges Six Months Ended June 30, 2014 and the Three Years Ended December 31, 2013 ($ in thousands) Six Months Ended June 30, 2014 Years Ended December 31, 2013 201

WCI Communities, Inc. Statement of the Computations of the Ratio of Earnings Exhibit 12.1 WCI Communities, Inc. Statement Of The Computations Of The Ratio Of Earnings To Fixed Charges Six Months Ended June 30, 2014 and the Three Years Ended December 31, 2013 ($ in thousands) (Unaudited) Six Months Ended June 30, 2014 Years Ended December 31, 2013 2012 2011 Earnings Income (loss) from continuing op

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

Statement on Form T 1 as to eligibility of Trustee Exhibit 25.1 File No.333- 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) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of

NOTICE OF GUARANTEED DELIVERY TENDER OF ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AX2) (CUSIP NUMBER U94246 AH5) (CUSIP NUMBER 92923C AY0) (THE “OLD NOTES”) WCI COMMUNITIES, INC.

Form of Notice of Guaranteed Delivery EXHIBIT 99.2 NOTICE OF GUARANTEED DELIVERY FOR TENDER OF ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AX2) (CUSIP NUMBER U94246 AH5) (CUSIP NUMBER 92923C AY0) (THE “OLD NOTES”) OF WCI COMMUNITIES, INC. As set forth in the Prospectus dated , 2014 (the “Prospectus”) of WCI Communities, Inc. and in the accompanying Letter

September 17, 2014

Letter of Ernst & Young LLP, independent registered public accounting firm Exhibit 16.

WCIC / WCI Communities, Inc. S-4 - - FORM S-4

Form S-4 Table of Contents As filed with the Securities and Exchange Commission on September 18, 2014.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 8-K 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 5, 2014 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction of incorporation) (Comm

AGREEMENT TO LEASE EXPANSION PREMISES AND FIFTH AMENDMENT TO LEASE

Agreement to Lease Expansion Premises Exhibit 10.1 AGREEMENT TO LEASE EXPANSION PREMISES AND FIFTH AMENDMENT TO LEASE THIS FIFTH AMENDMENT TO LEASE AND AGREEMENT TO LEASE EXPANSION PREMISES (“FIFTH AGREEMENT”) is made and entered into this 10th day of January 2014 by and between WALDEN CENTER LP, a Delaware limited partnership (“Landlord”), and WCI COMMUNITIES LLC, a Delaware limited liability com

WCI Communities Announces Second Quarter 2014 Results – New Orders Grow by 33%

Earnings press release issued by the Company on August 5, 2014. Exhibit 99.1 WCI Communities Announces Second Quarter 2014 Results – New Orders Grow by 33% Bonita Springs, Fla, August 5, 2014 — WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for its second quarter ended June 30, 2014. Second Quarter 2014 Highlights and Comparisons

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) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2014 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: 00

WCI Communities

Presentation of the Company on August 5, 2014. WCI Communities Second Quarter 2014 - Earnings Conference Call August 5, 2014 Exhibit 99.2 2 2 Disclosure Statement This presentation contains forward-looking statements. All statements that are not statements of historical fact, including statements about the Company’s beliefs and expectations, are forward-looking statements within the meaning of the

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2014 WCI Communities, Inc.

$50,000,000 WCI COMMUNITIES, INC. 6.875% Senior Notes due 2021 REGISTRATION RIGHTS AGREEMENT

Registration Rights Agreement Exhibit 10.1 $50,000,000 WCI COMMUNITIES, INC. 6.875% Senior Notes due 2021 REGISTRATION RIGHTS AGREEMENT June 26, 2014 Citigroup Global Markets Inc. As Initial Purchaser 388 Greenwich Street New York, New York 10013 Dear Ladies and Gentlemen: WCI Communities, Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to Citigroup Global Markets Inc. (the

SECOND SUPPLEMENTAL INDENTURE

Second Supplemental Indenture Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of June 26, 2014, among WCI Communities, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined in the Indenture referred to herein) and Wilmington Trust, National Association, as trustee under the Indenture referred to

Financial Statements and Exhibits, Other Events

Form 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2014 WCI Communities, Inc.

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2014 WCI Communities, Inc.

WCI COMMUNITIES, INC. ANNOUNCES PROPOSED OFFERING OF SENIOR NOTES DUE 2021

Press Release Exhibit 99.1 WCI COMMUNITIES, INC. ANNOUNCES PROPOSED OFFERING OF SENIOR NOTES DUE 2021 Bonita Springs, FL, June 23, 2014 – WCI Communities, Inc. (NYSE: WCIC) (the “Company”) today announced that it intends to commence an offering of an additional $50 million in aggregate principal amount of its 6.875% Senior Notes due 2021 (the “Notes”). The Notes will be guaranteed by certain of th

WCI COMMUNITIES, INC. PRICES $50 MILLION PRIVATE OFFERING OF 6.875% SENIOR NOTES DUE 2021

Press Release Exhibit 99.1 WCI COMMUNITIES, INC. PRICES $50 MILLION PRIVATE OFFERING OF 6.875% SENIOR NOTES DUE 2021 Bonita Springs, FL, June 23, 2014 – WCI Communities, Inc. (NYSE: WCIC) (the “Company”) today announced that it has priced an offering of an additional $50 million in aggregate principal amount of its 6.875% Senior Notes due 2021. The notes will be guaranteed by certain of the Compan

WCI COMMUNITIES, INC. ANNOUNCES COMPLETION OF EXCHANGE OFFER FOR UP TO $200 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021

Exhibit 99.1 WCI COMMUNITIES, INC. ANNOUNCES COMPLETION OF EXCHANGE OFFER FOR UP TO $200 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021 Bonita Springs, FL, June 12, 2014 — WCI Communities, Inc. (NYSE: WCIC) (the “Company”) today announced that it has completed its offer (the “Exchange Offer”) to exchange up to $200 million in aggregate principal amount of its 6.875% Senior Note

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2014 WCI Communities, Inc.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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 6, 2014 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction (Commission (IRS Employer of incorp

WCI Communities Announces First Quarter 2014 Results

Exhibit 99.1 WCI Communities Announces First Quarter 2014 Results Bonita Springs, Fla, May 6, 2014 — WCI Communities, Inc. (NYSE: WCIC), a lifestyle community developer and luxury homebuilder, today announced results for its first quarter ended March 31, 2014. First Quarter 2014 Financial Highlights and Comparisons to First Quarter 2013 · New orders of 205, up 46.4% · Contract value of new orders

FIRST SUPPLEMENTAL INDENTURE

EX-4.1 2 a14-98001ex4d1.htm EX-4.1 Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 28, 2014, among WCI Communities, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined in the Indenture referred to herein) and Wilmington Trust, National Association, as trustee under the Indenture referred to below (th

WCI Communities First Quarter 2014 - Earnings Conference Call May 6, 2014

Exhibit 99.2 WCI Communities First Quarter 2014 - Earnings Conference Call May 6, 2014 1 Disclosure Statement This presentation contains forward-looking statements. All statements that are not statements of historical fact, including -looking statements within the meaning of the federal securities laws, and should be evaluated as such. Forward-looking statements include information concerning the

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) x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2014 or o 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: 0

WCI COMMUNITIES, INC. OFFER TO EXCHANGE $200,000,000 Principal Amount of 6.875% Senior Notes Due 2021 and Related Guarantees for $200,000,000 Principal Amount of 6.875% Senior Notes Due 2021 and Related Guarantees The Exchange Offer Will Expire At 5:

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No.

WCI COMMUNITIES, INC. ANNOUNCES EXCHANGE OFFER FOR UP TO $200 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021

Exhibit 99.1 WCI COMMUNITIES, INC. ANNOUNCES EXCHANGE OFFER FOR UP TO $200 MILLION AGGREGATE PRINCIPAL AMOUNT OF 6.875% SENIOR NOTES DUE 2021 Bonita Springs, FL, May 5, 2014 — WCI Communities, Inc. (NYSE: WCIC) (the “Company”) today announced that it has commenced an offer (the “Exchange Offer”) to exchange up to $200 million in aggregate principal amount of its 6.875% Senior Notes due 2021, and r

Financial Statements and Exhibits, Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2014 WCI Communities, Inc.

Submission of Matters to a Vote of Security Holders

8-K 1 a14-1159528k.htm 8-K 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 1, 2014 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction (Commiss

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WCI Communities, Inc. 24301 Walden Center Drive Bonita Springs, Florida 34134 April 30, 2014 VIA EDGAR TRANSMISSION United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Pamela A. Long, Assistant Director Erin K. Jaskot David Korvin Re: WCI Communities, Inc. Registration Statement on Form S-4 (Registration No. 333-1

FIRST SUPPLEMENTAL INDENTURE

Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 28, 2014, among WCI Communities, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors (as defined in the Indenture referred to herein) and Wilmington Trust, National Association, as trustee under the Indenture referred to below (the “Trustee”). W I T N E S S E T H W

- S-4/A

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 As filed with the Securities and Exchange Commission on April 28, 2014.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 a2219919z8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2014 WCI Communities, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36023 27-0472098 (State or other jurisdiction (Commis

April 28, 2014

QuickLinks - Click here to rapidly navigate through this document Exhibit 16.1 April 28, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read the "Experts" section of Amendment No. 2 to Form S-4 to be filed on April 28, 2014, of WCI Communities, Inc. and are in agreement with the statements contained in the third, fourth, and fifth paragraphs of such secti

April 28, 2014

EX-16.2 3 a2219877zex-162.htm EX-16.2 QuickLinks - Click here to rapidly navigate through this document Exhibit 16.2 April 28, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Commissioners: We have read WCI Communities, Inc.'s statements included under the caption "Experts" in Amendment No. 2 to its Form S-4 to be filed on April 28, 2014 and we agree with such sta

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53rd at Third 885 Third Avenue New York, New York 10022-4834 Tel: +1.212.906.1200 Fax: +1.212.751.4864 www.lw.com FIRM / AFFILIATE OFFICES Abu Dhabi Milan April 28, 2014 Barcelona Moscow Beijing Munich VIA EDGAR AND OVERNIGHT DELIVERY Ms. Erin K. Jaskot Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Boston New Jersey Bruss

- S-4/A

QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on March 31, 2014.

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT WCI 2009 ASSET HOLDING, LLC

EX-3.4 3 a2219254zex-34.htm EX-3.4 Exhibit 3.4 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WCI 2009 ASSET HOLDING, LLC This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of WCI 2009 ASSET HOLDING, LLC (the “Company”) is entered into and effective as of the 14th day of August, 2009 by WCI 2009 CORPORATION, a Delaware corporation, as member (the “Member”

ARTICLES OF INCORPORATION WCI REALTY. INC·

EX-3.19 18 a2219254zex-319.htm EX-3.19 Exhibit 3.19 ARTICLES OF INCORPORATION OF WCI REALTY. INC· The undersigned, for purposes of forming a corporation under the Florida Business Corporation Act, does hereby adopt the following Articles of Incorporation: ARTICLE I. NAME The name of the corporation shall be WCI Realty, Inc. ARTICILE II. Address The mailing address of the corporation shall be 801 L

LETTER OF TRANSMITTAL WCI COMMUNITIES, INC. OFFER FOR ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AU8) (CUSIP NUMBER U94246 AG7) (CUSIP NUMBER 92923C AV6) IN EXCHANGE FOR 6.875% SENIOR NOTES DUE 2021 THAT HA

QuickLinks - Click here to rapidly navigate through this document EXHIBIT 99.1 LETTER OF TRANSMITTAL WCI COMMUNITIES, INC. OFFER FOR ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AU8) (CUSIP NUMBER U94246 AG7) (CUSIP NUMBER 92923C AV6) IN EXCHANGE FOR 6.875% SENIOR NOTES DUE 2021 THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 THE EXCHANGE OFFER

CERTIFICATE OF INCORPORATION OF PELICAN LANDING GOLF RESORT VENTURES, INC.

Exhibit 3.11 CERTIFICATE OF INCORPORATION OF PELICAN LANDING GOLF RESORT VENTURES, INC. The undersigned, a natural person, for the purpose of organizing a corporation for conducting the business and promoting the purposes hereinafter stated, under the provisions and subject to the requirements of the laws of the State of Delaware (particularly Chapter 1, Title 8 of the Delaware Code and the acts a

State of Delaware

Exhibit 3.5 State of Delaware Secretary of State Division of Corporations Delivered 07:13 PM 08/26/2009 FILED 04:52 PM 08/26/2009 SRV 090810332 - 4704313 FILE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF FORMATION OF WCI 2009 MANAGEMENT, LLC WCI 2009 MANAGEMENT, LLC (the ?Company??), a limited liability company organized and existing under and by virtue of the Limited Liability Company Act of the St

ACTION BY WRITTEN CONSENT OF THE SOLE SHAREHOLDER OF WCI REALTY, INC.

Exhibit 3.20 ACTION BY WRITTEN CONSENT OF THE SOLE SHAREHOLDER OF WCI REALTY, INC. The undersigned, being the sole shareholder of WCI Realty, Inc. (the ?Corporation?), does hereby consent and agree to the following corporate action: RESOLVED, that pursuant to Article VIII, Section 9 of the By-Laws of the Corporation, Bay Colony-Gateway, Inc., as sole shareholder of the Corporation, hereby amends a

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 T

Exhibit 25.1 File No. 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) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S

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WCI Communities, Inc. 24301 Walden Center Drive Bonita Springs, Florida 34134 March 27, 2014 VIA EDGAR TRANSMISSION Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: Registration Statement on Form S-4 - Supplemental Representations and Warranties Ladies and Gentlemen: In connection with the offer (the “Exchange Offer”) by WCI Communities

CERTIFICATE OF FORMATION WCI COMMUNITIES RIVINGTON, LLC

EX-3.15 14 a2219254zex-315.htm EX-3.15 Exhibit 3.15 CERTIFICATE OF FORMATION OF WCI COMMUNITIES RIVINGTON, LLC THIS Certificate of Formation of WCI COMMUNITIES RIVINGTON, LLC (the “Company”) has been duly executed and is being filed by an authorized person to form a limited liability company under the Delaware Limited Liability Company Act (6 Del. C. § 18-101 et seq.), as amended from time to time

ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF BERMUDA BAY REALTY, INC.

EX-3.17 16 a2219254zex-317.htm EX-3.17 Exhibit 3.17 ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF BERMUDA BAY REALTY, INC. Pursuant to the provisions of Section 607.1006, Florida Statutes, the undersigned corporation adopts the following Articles of Amendment to its Articles of Incorporation: FIRST: The name of the corporation is hereby changed from BERMUDA BAY REALTY, INC. to WATERMARK RE

LIMITED LIABILITY COMPANY AGREEMENT WCI COMMUNITIES RIVINGTON, LLC

EX-3.16 15 a2219254zex-316.htm EX-3.16 Exhibit 3.16 LIMITED LIABILITY COMPANY AGREEMENT OF WCI COMMUNITIES RIVINGTON, LLC This Limited Liability Company Agreement (this “Agreement”) of WCI COMMUNITIES RIVINGTON, LLC (the “Company”) is entered into and effective as of the 19th day of August, 2009 by WCI 2009 ASSET HOLDING, LLC, a Delaware limited liability company, as member (the “Member”). WHEREAS

AMENDED AND RESTATED BYLAWS WCI TOWERS NORTHEAST USA, INC. * * * * * ARTICLE 1. OFFICES OF THE CORPORATION

EX-3.8 7 a2219254zex-38.htm EX-3.8 Exhibit 3.8 AMENDED AND RESTATED BYLAWS OF WCI TOWERS NORTHEAST USA, INC. * * * * * ARTICLE 1. OFFICES OF THE CORPORATION The corporation may have offices in such places within and without the State of Florida as the board of directors may from time to time determine or the business of the corporation may require. ARTICLE 2. MEETINGS OF SHAREHOLDERS 1. Place of M

PELICAN LANDING GOLF RESORT VENTURES, INC. A Corporation of the State of Delaware ARTICLE I

EX-3.12 11 a2219254zex-312.htm EX-3.12 Exhibit 3.12 PELICAN LANDING GOLF RESORT VENTURES, INC. A Corporation of the State of Delaware By-Laws ARTICLE I OFFICES Section 1. Registered Office. The registered office shall be in the City of Wilmington, 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 as

STATE OF DELAWARE CERTIFICATE OF INCORPORATION WCI TOWERS NORTHEAST USA, INC.

EX-3.7 6 a2219254zex-37.htm EX-3.7 Exhibit 3.7 STATE OF DELAWARE CERTIFICATE OF INCORPORATION OF WCI TOWERS NORTHEAST USA, INC. The undersigned, for purposes of forming a corporation under the Delaware General Corporation Law, does hereby adopt the following Articles of Incorporation: First: The name of the corporation shall be WCI Towers Northeast USA, Inc. Second: The registered office in the St

CERTIFICATE OF INCORPORATION BURNT STORE MARINA & RESORT REALTY, INC. * * * * *

EX-3.9 8 a2219254zex-39.htm EX-3.9 Exhibit 3.9 DIVISION OF CORPORATIONS FI LED 09;00 A M 11/20/1995 9SOZ69224 - 2563285 CERTIFICATE OF INCORPORATION OF BURNT STORE MARINA & RESORT REALTY, INC. * * * * * ARTICLE ONE. The name of the corporation is Burnt Store Marina & Resort Realty, Inc. ARTICLE TWO. The address of its registered office in the State of Delaware is 1013 Centre Road, in the City of W

OPERATING AGREEMENT SPECTRUM EASTPORT, LLC, A Delaware Limited Liability Company

EX-3.14 13 a2219254zex-314.htm EX-3.14 Exhibit 3.14 OPERATING AGREEMENT OF SPECTRUM EASTPORT, LLC, A Delaware Limited Liability Company This OPERATING AGREEMENT of SPECTRUM EASTPORT, LLC, a Delaware limited liability company having an address c/o Spectrum Real Estate Development, LLC, 115 Stevens Avenue, Valhalla, New York 10595 (the “Company”) is made and entered into the day of April, 2003 (effe

WCI Communities, Inc. Statement of the Computation of the Ratio of Earnings To Fixed Charges Three Years Ended December 31, 2013 ($ in thousands) (Unaudited)

QuickLinks - Click here to rapidly navigate through this document EXHIBIT 12.1 WCI Communities, Inc. Statement of the Computation of the Ratio of Earnings To Fixed Charges Three Years Ended December 31, 2013 ($ in thousands) (Unaudited) Year Ended December 31, 2013 (Pro Forma)(A) Years Ended December 31, 2013 2012 2011 Earnings Income (loss) from continuing operations before income taxes $ 21,128

WCI COMMUNITIES, INC.

Exhibit 21.1 WCI COMMUNITIES, INC. Name Jurisdiction of Incorporation or Organization WCI Communities, LLC Delaware WCI Communities Management, LLC Delaware WCI Towers Northeast USA, Inc. Delaware Watermark Realty, Inc. (d/b/a Berkshire Hathaway HomeServices Florida Realty; d/b/a BHHS Florida Realty, d/b/a Florida Title & Guarantee)(1) Delaware Pelican Landing Golf Resort Ventures, Inc. Delaware P

March 27, 2014

QuickLinks - Click here to rapidly navigate through this document Exhibit 16.1 March 27, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read the "Experts" section of Form S-4 to be filed on March 27, 2014, of WCI Communities, Inc. and are in agreement with the statements contained in the third, fourth, and fifth paragraphs of such section as it relates to

- S-4

Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents As filed with the Securities and Exchange Commission on March 27, 2014.

State of Delaware

EX-3.3 2 a2219254zex-33.htm EX-3.3 Exhibit 3.3 State of Delaware Secretary of State Division of Corporations Delivered 07:13 PM 08/26/2009 FILED 07:13 PM 08/26/2009 SRV 090810313 - 4704305 FILE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF FORMATION OF WCI 2009 ASSET HOLDING, LLC WCI 2009 ASSET HOLDING, LLC (the “Company”), a limited liability company organized and existing under and by virtue of the

BY-LAWS WATERMARK REALTY REFERRAL, INC. ARTICLE I

EX-3.18 17 a2219254zex-318.htm EX-3.18 Exhibit 3.18 BY-LAWS OF WATERMARK REALTY REFERRAL, INC. ARTICLE I STOCKHOLDERS Section 1.01. Annual Meetings: The annual meeting of the stockholders for the election of directors and for the transaction of such other business as properly may come before such meeting shall be held at such hour and on such day during the month of April in each year as the Direc

CERTIFICATE OF FORMATION SPECTRUM EASTPORT, LLC

EX-3.13 12 a2219254zex-313.htm EX-3.13 Exhibit 3.13 CERTIFICATE OF FORMATION OF SPECTRUM EASTPORT, LLC 1. The game of the limited liability company is Spectrum Eastport, LLC. 2. The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of its registered agent at such address is The Corpor

March 27, 2014

QuickLinks - Click here to rapidly navigate through this document Exhibit 16.2 March 27, 2014 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Commissioners: We have read WCI Communities, Inc.'s statements included under the caption "Experts" in its Form S-4 to be filed on March 27, 2014 and we agree with such statements concerning our firm. /s/ McGladrey LLP McGladrey

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT WCI 2009 MANAGEMENT, LLC

EX-3.6 5 a2219254zex-36.htm EX-3.6 Exhibit 3.6 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WCI 2009 MANAGEMENT, LLC This Amended and Restated Limited Liability Company Agreement (this “Agreement’’) of WCI 2009 MANAGEMENT, LLC (the “Company”) is entered into and effective as of the 14th day of August, 2009 by WCI 2009 CORPORATION, a Delaware corporation, as member (the “Member”). WH

NOTICE OF GUARANTEED DELIVERY FOR TENDER OF ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AU8) (CUSIP NUMBER U94246 AG7) (CUSIP NUMBER 92923C AV6) (THE "OLD NOTES") OF WCI COMMUNITIES, INC.

QuickLinks - Click here to rapidly navigate through this document EXHIBIT 99.2 NOTICE OF GUARANTEED DELIVERY FOR TENDER OF ANY AND ALL OUTSTANDING UNREGISTERED 6.875% SENIOR NOTES DUE 2021 (CUSIP NUMBER 92923C AU8) (CUSIP NUMBER U94246 AG7) (CUSIP NUMBER 92923C AV6) (THE "OLD NOTES") OF WCI COMMUNITIES, INC. As set forth in the Prospectus dated , 2014 (the "Prospectus") of WCI Communities, Inc. an