United Homes Group Files 8-K on Director/Officer Changes
Ticker: UHGWW · Form: 8-K · Filed: Apr 23, 2024 · CIK: 1830188
| Field | Detail |
|---|---|
| Company | United Homes Group, Inc. (UHGWW) |
| Form Type | 8-K |
| Filed Date | Apr 23, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.0001, $11.50 |
| Sentiment | neutral |
Sentiment: neutral
Topics: management-change, corporate-governance, filing
Related Tickers: UHGS
TL;DR
UHGS filed an 8-K detailing leadership changes and compensation. Expect updates on strategy.
AI Summary
United Homes Group, Inc. (formerly DiamondHead Holdings Corp.) filed an 8-K on April 23, 2024, reporting events as of April 17, 2024. The filing covers the departure of directors, election of new directors, appointment of officers, and compensatory arrangements. It also includes Regulation FD disclosures and financial statements/exhibits.
Why It Matters
This filing indicates significant changes in the company's leadership and governance structure, which could impact strategic direction and operational oversight.
Risk Assessment
Risk Level: medium — Changes in directors and officers can signal shifts in company strategy or internal dynamics, requiring closer monitoring.
Key Players & Entities
- United Homes Group, Inc. (company) — Registrant
- DiamondHead Holdings Corp. (company) — Former name of registrant
- April 17, 2024 (date) — Earliest event date reported
- April 23, 2024 (date) — Filing date
FAQ
What specific reasons were given for the departure of directors?
The filing indicates 'Departure of Directors or Certain Officers' as an item, but the specific reasons for any departures are not detailed in the provided text.
Who are the newly elected directors and appointed officers?
The filing lists 'Election of Directors' and 'Appointment of Certain Officers' as items, but the names of the individuals are not present in the provided text.
What are the details of the compensatory arrangements for certain officers?
The filing mentions 'Compensatory Arrangements of Certain Officers' as an item, but the specifics of these arrangements are not included in the provided text.
What is the significance of the Regulation FD Disclosure mentioned?
Regulation FD (Fair Disclosure) ensures that material non-public information is disclosed broadly to all investors, suggesting the company may have made such disclosures.
What financial statements and exhibits are included with this filing?
The filing states 'Financial Statements and Exhibits' are included, but the specific content of these exhibits is not detailed in the provided text.
Filing Stats: 947 words · 4 min read · ~3 pages · Grade level 10.2 · Accepted 2024-04-22 17:31:32
Key Financial Figures
- $0.0001 — ered Class A Common Shares, par value $0.0001 per share UHG The Nasdaq Stock Mark
- $11.50 — isable for one Class A Common Share for $11.50 per share UHGWW The Nasdaq Stock Ma
Filing Documents
- tm2412310d1_8k.htm (8-K) — 32KB
- tm2412310d1_ex99-1.htm (EX-99.1) — 5KB
- 0001104659-24-050095.txt ( ) — 256KB
- uhg-20240417.xsd (EX-101.SCH) — 3KB
- uhg-20240417_def.xml (EX-101.DEF) — 26KB
- uhg-20240417_lab.xml (EX-101.LAB) — 36KB
- uhg-20240417_pre.xml (EX-101.PRE) — 25KB
- tm2412310d1_8k_htm.xml (XML) — 5KB
02. Departure of Directors or Certain Officers; Election
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Resignation of Director On April 17, 2024, David Hamamoto resigned as a member of the board of directors (the "Board") of United Homes Group, Inc. (the "Company"), with such resignation becoming effective immediately. As a Class III director, Mr. Hamamoto's term was set to expire at the Company's annual meeting of stockholders to be held in 2026. Mr. Hamamoto's resignation was not due to any disagreement with the Company or the Board on any matter relating to the Company's operations, policies, or practices. Election of Director On April 19, 2024, the Board of the Company elected James M. Pirrello to fill the vacancy on the Board created as a result of Mr. Hamamoto's resignation, as a Class III director whose term will expire at the Company's 2026 annual meeting of stockholders. Mr. Pirrello, 65, is the Managing Partner of Berkeley-Columbia Consulting Group. From 2018 through February 2023, Mr. Pirrello served as a Regional President for Century Communities, Inc. (NYSE: CCS), overseeing their Southeast, Texas, and Florida regions. He also served as CFO of Interior Logic Group, one of the nation's largest flooring and finishes contractors to homebuilders, multifamily builders, and big box home supply stores. During his tenure at ILG, he guided the company through its merger with Interior Specialists, ILG's largest competitor, in early 2018. From 2016 to 2017, Mr. Pirrello was the CFO of UCP, Inc. (NYSE: UCP), a San Jose-based land developer and homebuilder that was acquired by Century Communities in 2017. Before UCP, Mr. Pirrello spent most of his 30 years in homebuilding with large public and private builders, including PulteGroup, Inc. (NYSE: PHM), NVR, Inc. (NYSE: NVR), First Homebuilders of Florida, and BCB Homes, in markets throughout the United States. He has raised billions of dollars in capital, b
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On April 22 , 2024, the Company issued a press release regarding the changes in composition of the Board described in Item 5.02 above. The press release is being furnished hereto as Exhibit 99.1. The information in this Item 7.01, including the Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits (d) Exhibits: 99.1 Press Release, dated April 22, 2024 104 Cover page interactive data file (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: April 22, 2024 United Homes Group, Inc. By: /s/ Keith Feldman Name: Keith Feldman Title: Chief Financial Officer