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The Company maintains the M/I Homes, Inc. 2018 Long-Term Incentive Plan (the “2018 LTIP”), an equity compensation plan administered by the Compensation Committee of our Board of Directors. Under the 2018 LTIP, the Company is permitted to grant (1) nonqualified stock options to purchase common shares, (2) incentive stock options to purchase common shares, (3) stock appreciation rights, (4) restricted common shares, (5) other stock-based awards (awards that are valued in whole or in part by reference to, or otherwise based on, the fair market value of our common shares), and (6) cash-based awards to its officers, employees, non-employee directors and other eligible participants. Subject to certain adjustments, the 2018 LTIP authorizes awards to officers, employees, non-employee directors and other eligible participants for up to 4,255,321 common shares, of which 825,621 remain available for grant at June 30, 2025.

The 2018 LTIP replaced the M/I Homes, Inc. 2009 Long-Term Incentive Plan (the “2009 LTIP”), which was terminated immediately following our 2018 Annual Meeting of Shareholders. Awards outstanding under the 2009 LTIP Plan remain in effect in accordance with their respective terms.

Stock Options

The Company did not grant any stock option awards in 2024 or the first quarter of 2025. Total stock-based compensation expense related to stock option awards that were issued in previous years that has been charged against income was $1.5 million for both the three months ended June 30, 2025 and 2024. As of June 30, 2025, there was a total of $9.7 million of unrecognized compensation expense related to unvested stock option awards that will be recognized as stock-based compensation expense over a weighted average period of 1.7 years.

Employee Restricted Share Units

On February 11, 2025 and February 15, 2024, the Company awarded certain of its employees (in the aggregate) 88,603 and 133,149 restricted share units under the 2018 LTIP, respectively. The closing price of our common shares on the New York Stock Exchange on such dates was $119.65 and $124.66, respectively. These awards vest ratably over a three-year period (subject to the employee’s continued service on the vesting date (except in certain circumstances)) and will be settled in common shares. Stock-based compensation expense for our employee restricted share units is recognized over the period of the award (amortized over three years). The Company recognized $2.1 million in compensation expense related to the employee restricted share unit awards during the three months ended March 31, 2025. As of June 30, 2025, there was a total of $20.0 million of unrecognized compensation expense related to unvested employee restricted share units that will be recognized as stock-based compensation expense over a weighted average period of 1.7 years.

Performance Share Unit Awards

On February 11, 2025, February 15, 2024 and February 15, 2023, the Company awarded its executive officers (in the aggregate) a target number of performance share units (“PSU’s”) equal to 21,729, 20,856, 27,243 PSU’s, respectively. Each PSU represents a contingent right to receive one common share of the Company if vesting is satisfied at the end of a three-year performance period (the “Performance Period”). The ultimate number of PSU’s that will vest and be earned, if any, after the completion of the Performance Period, is based on (1) (a) the Company’s cumulative annual pre-tax income from operations, excluding extraordinary items, as defined in the underlying award agreements with the executive officers, over the Performance Period (weighted 80%) (the “Performance Condition”), and (b) the Company’s relative total shareholder return over the Performance Period compared to the total shareholder return of a peer group of other publicly-traded homebuilders (weighted 20%) (the “Market Condition”) and (2) the participant’s continued employment through the end of the Performance Period, except in the case of termination due to death, disability or retirement or involuntary termination without cause by the Company. The number of PSU’s that vest may increase by up to 50% from the target number based on levels of achievement of the above criteria as set forth in the applicable award agreements and decrease to zero if the Company fails to meet the minimum performance levels for both of the above criteria. If the Company achieves the minimum performance levels for both of the above criteria, 50% of the target number of PSU’s will vest and be earned. Any portion of PSU’s that does not vest at the end of the Performance Period will be forfeited. Additionally, the PSU’s have no dividend or voting rights during the Performance Period.

The grant date fair value of the portion of the PSU’s subject to the Performance Condition and the Market Condition component was $119.65 and $103.32 for the 2025 PSU’s, respectively, $124.66 and $112.53 for the 2024 PSU’s, respectively, and $58.73 and $64.45 for the 2023 PSU’s, respectively. In accordance with ASC 718, for the portion of the PSU’s subject to a Market Condition, stock-based compensation expense is derived using the Monte Carlo simulation methodology and is recognized ratably over the service period regardless of whether or not the attainment of the Market Condition is probable. Therefore, the Company recognized less than $0.1 million in stock-based compensation expense during the second quarter of 2025 related to the Market Condition portion of the 2025, 2024 and 2023 PSU awards. There was a total of $0.4 million of unrecognized stock-based compensation expense related to the Market Condition portion of the 2025, 2024 and 2023 PSU awards as of June 30, 2025.

For the portion of the PSU’s subject to the Performance Condition, we recognize stock-based compensation expense on a straight-line basis over the Performance Period based on the probable outcome of the related Performance Condition. Otherwise, stock-based compensation expense recognition is deferred until probability is attained and a cumulative stock-based compensation expense adjustment is recorded and recognized ratably over the remaining service period. The Company reassesses the probability of the satisfaction of the Performance Condition on a quarterly basis, and stock-based compensation expense is adjusted based on the portion of the requisite service period that has passed. As of June 30, 2025, the Company had not recognized any stock-based compensation expense related to the Performance Condition portion of the 2025 PSU awards. If the Company achieves the minimum performance levels for the Performance Conditions to be met for the 2025 PSU awards, the Company would record unrecognized stock-based compensation expense of $1.0 million as of June 30, 2025, for which $0.1 million would be immediately recognized had attainment been probable at June 30, 2025. The Company recognized a total of $0.2 million of stock-based compensation expense related to the Performance Condition portion of the 2023 and 2024 PSU awards during the second quarter of 2025 based on the probability of attaining the respective performance conditions. The Company has a total of $1.5 million of unrecognized stock-based compensation expense for these 2023 and 2024 PSU awards as of June 30, 2025.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2025


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to _____________________

Commission File Number 1-12434

M/I HOMES, INC.

(Exact name of registrant as specified in its charter)

Ohio

31-1210837

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

4131 Worth Avenue, Suite 500, Columbus, Ohio 43219

(Address of principal executive offices) (Zip Code)

(614) 418-8000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Exchange Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares, par value $.01	MHO	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes

☒

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes

☒

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. q

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes

☐

☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Common shares, par value $.01 per common share: 26,390,709 shares outstanding as of July 23, 2025.


M/I HOMES, INC.
FORM 10-Q

TABLE OF CONTENTS

PART 1.	FINANCIAL INFORMATION

	Item 1.	M/I Homes, Inc. and Subsidiaries Unaudited Condensed Consolidated Financial Statements

		Unaudited Condensed Consolidated Balance Sheets at June 30, 2025 and December 31, 2024	3

		Unaudited Condensed Consolidated Statements of Income for the Three and Six Months Ended June 30, 2025 and 2024	4

		Unaudited Condensed Consolidated Statements of Shareholders’ Equity for the Three and Six Months Ended June 30, 2025 and 2024	5

		Unaudited Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024	6

		Notes to Unaudited Condensed Consolidated Financial Statements	7

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	41

	Item 4.	Controls and Procedures	43

PART II.	OTHER INFORMATION

	Item 1.	Legal Proceedings	43

	Item 1A.	Risk Factors	43

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43

	Item 3.	Defaults Upon Senior Securities	44

	Item 4.	Mine Safety Disclosures	44

	Item 5.	Other Information	44

	Item 6.	Exhibits	44

Signatures			45

M/I HOMES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)


(Dollars in thousands, except par values)	June 30, 2025		December 31, 2024


ASSETS:
Cash, cash equivalents and restricted cash	$	800,398	$	821,570
Mortgage loans held for sale	280,867		283,540
Inventory	3,286,606		3,091,862
Property and equipment - net	33,749		34,513
Investment in joint venture arrangements	67,466		65,334
Operating lease right-of-use assets	56,403		53,895
Deferred income tax asset	13,451		13,451
Goodwill	16,400		16,400

Other assets	184,699		169,231
TOTAL ASSETS	$	4,740,039	$	4,549,796

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES:
Accounts payable	$	252,476	$	198,579
Customer deposits	72,160		69,327
Operating lease liabilities	57,997		55,365
Other liabilities	281,230		281,019

Community development district obligations	9,867		12,839
Obligation for consolidated inventory not owned	12,586		11,809

Notes payable bank - financial services operations	275,926		286,159





Senior notes due 2028 - net	398,040		397,653
Senior notes due 2030 - net	297,621		297,369
TOTAL LIABILITIES	$	1,657,903	$	1,610,119

Commitments and contingencies (Note 6)	—		—

SHAREHOLDERS’ EQUITY:

Common shares - $0.01 par value; authorized 58,000,000 shares at both June 30, 2025 and December 31, 2024; issued 30,137,141 shares at both June 30, 2025 and December 31, 2024	$	301	$	301
Additional paid-in capital	344,536		348,705
Retained earnings	3,097,553		2,865,073
Treasury shares - at cost - 3,797,355 and 3,074,118 shares at June 30, 2025 and December 31, 2024, respectively	(360,254)		(274,402)
TOTAL SHAREHOLDERS’ EQUITY	$	3,082,136	$	2,939,677
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	4,740,039	$	4,549,796

See Notes to Unaudited Condensed Consolidated Financial Statements.

M/I HOMES, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands, except per common share amounts)	2025		2024		2025		2024

Revenue	$	1,162,592	$	1,109,781	$	2,138,685	$	2,156,484
Costs and expenses:
Land and housing	$	875,973	$	800,501	$	1,599,283	$	1,563,861

General and administrative	67,247		63,994		126,320		120,078
Selling	63,655		58,495		116,441		112,435

Other (income) / expense	—		—		—		—
Interest income, net of interest expense	(4,377)		(7,348)		(9,574)		(14,268)


Total costs and expenses	$	1,002,498	$	915,642	$	1,832,470	$	1,782,106

Income before income taxes	160,094		194,139		306,215		374,378

Provision for income taxes	38,851		47,393		73,735		89,571

Net income	$	121,243	$	146,746	$	232,480	$	284,807


Earnings per common share:
Basic	$	4.52	$	5.26	$	8.59	$	10.18
Diluted	$	4.42	$	5.12	$	8.40	$	9.90

Weighted average shares outstanding:
Basic	26,836		27,878		27,074		27,965
Diluted	27,406		28,668		27,673		28,777

See Notes to Unaudited Condensed Consolidated Financial Statements.

M/I HOMES, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY


	Three Months Ended June 30, 2025

	Common Shares
	Shares Outstanding			Additional Paid-in Capital		Retained Earnings		Treasury Shares		Total Shareholders’ Equity
(Dollars in thousands)		Amount







Balance at March 31, 2025	26,772,622	$	301	$	342,367	$	2,976,310	$	(312,644)	$	3,006,334
Net income	—	—		—		121,243		—		121,243


Repurchases of common shares	(460,000)	—		—		—		(50,144)		(50,144)
Stock options exercised	16,000	—		(738)		—		1,496		758
Stock-based compensation expense	—	—		3,916		—		—		3,916
Deferral of executive and director compensation	—	—		29		—		—		29
Executive and director deferred compensation distributions	11,164	—		(1,038)		—		1,038		—
Balance at June 30, 2025	26,339,786	$	301	$	344,536	$	3,097,553	$	(360,254)	$	3,082,136


	Six Months Ended June 30, 2025

	Common Shares
	Shares Outstanding			Additional Paid-in Capital		Retained Earnings		Treasury Shares		Total Shareholders’ Equity
(Dollars in thousands)		Amount
Balance at December 31, 2024	27,063,023	$	301	$	348,705	$	2,865,073	$	(274,402)	$	2,939,677
Net income	—	—		—		232,480		—		232,480


Stock options exercised	40,000	—		(1,791)		—		3,655		1,864
Stock-based compensation expense	—	—		8,116		—		—		8,116
Repurchase of common shares	(882,000)	—		—		—		(100,199)		(100,199)
Deferral of executive and director compensation	—	—		198		—		—		198
Executive and director deferred compensation distributions	118,763	—		(10,692)		—		10,692		—
Balance at June 30, 2025	26,339,786	$	301	$	344,536	$	3,097,553	$	(360,254)	$	3,082,136


	Three Months Ended June 30, 2024

	Common Shares
	Shares Outstanding			Additional Paid-in Capital		Retained Earnings		Treasury Shares		Total Shareholders’ Equity
(Dollars in thousands)		Amount








Balance at March 31, 2024	27,751,658	$	301	$	348,039	$	2,439,409	$	(148,964)	$	2,638,785
Net income	—	—		—		146,746		—		146,746


Stock options exercised	52,250	—		(1,324)		—		3,378		2,054
Repurchase of common shares	(400,000)	—		—		—		(50,307)		(50,307)
Stock-based compensation expense	—	—		3,810		—		—		3,810
Deferral of executive and director compensation	—	—		29		—		—		29

Balance at June 30, 2024	27,403,908	$	301	$	350,554	$	2,586,155	$	(195,893)	$	2,741,117


	Six Months Ended June 30, 2024

	Common Shares
	Shares Outstanding			Additional Paid-in Capital		Retained Earnings		Treasury Shares		Total Shareholders’ Equity
(Dollars in thousands)		Amount
Balance at December 31, 2023	27,761,299	$	301	$	349,907	$	2,301,348	$	(134,617)	$	2,516,939
Net income	—	—		—		284,807		—		284,807

Stock options exercised	187,550	—		(3,623)		—		11,172		7,549
Stock-based compensation expense	—	—		7,349		—		—		7,349
Repurchase of common shares	(600,000)	—		—		—		(75,585)		(75,585)
Deferral of executive and director compensation	—	—		58		—		—		58
Executive and director deferred compensation distributions	55,059	—		(3,137)		—		3,137		—
Balance at June 30, 2024	27,403,908	$	301	$	350,554	$	2,586,155	$	(195,893)	$	2,741,117

See Notes to Unaudited Condensed Consolidated Financial Statements.

M/I HOMES, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


	Six Months Ended June 30,
(Dollars in thousands)	2025		2024

OPERATING ACTIVITIES:
Net income	$	232,480	$	284,807
Adjustments to reconcile net income to net cash (used in) provided by operating activities:




Mortgage loan originations	(1,371,660)		(1,240,101)
Proceeds from the sale of mortgage loans	1,379,785		1,185,705
Fair value adjustment of mortgage loans held for sale	(5,452)		3,471

Capitalization of originated mortgage servicing rights	(2,783)		(2,456)
Amortization of mortgage servicing rights	485		612
Depreciation	7,534		6,846
Amortization of debt issue costs	1,662		1,616
Gain on sale of mortgage servicing rights	(1,718)		(2,613)

Stock-based compensation expense	8,116		7,349
Excess tax benefits on equity compensation	(1,091)		(2,408)


Change in assets and liabilities:

Inventory	(183,582)		(143,868)
Other assets	(22,001)		(16,824)
Accounts payable	53,897		74,181
Customer deposits	2,833		8,131
Accrued compensation	(35,789)		(25,420)
Other liabilities	39,926		4,255
Net cash provided by operating activities	102,642		143,283

INVESTING ACTIVITIES:

Purchase of property and equipment	(3,948)		(5,770)


Investment in joint venture arrangements	(18,360)		(29,004)
Proceeds from sale of mortgage servicing rights	7,062		7,233

Net cash used in investing activities	(15,246)		(27,541)

FINANCING ACTIVITIES:






Net proceeds from (repayments of) bank borrowings - financial services operations	(10,233)		56,948




Repurchase of common shares	(100,199)		(75,585)

Proceeds from exercise of stock options	1,864		7,549

Net cash used in financing activities	(108,568)		(11,088)
Net (decrease) increase in cash, cash equivalents and restricted cash	(21,172)		104,654
Cash, cash equivalents and restricted cash balance at beginning of period	821,570		732,804
Cash, cash equivalents and restricted cash balance at end of period	$	800,398	$	837,458

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
Interest — net of amount capitalized	$	(822)	$	(320)
Income taxes	$	64,691	$	82,786

NON-CASH TRANSACTIONS DURING THE PERIOD:
Community development district infrastructure	$	(2,972)	$	(1,822)
Consolidated inventory not owned	$	777	$	(25,365)
Distribution of single-family lots from joint venture arrangements	$	16,223	$	27,234

See Notes to Unaudited Condensed Consolidated Financial Statements.

M/I HOMES, INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. Basis of Presentation

The accompanying Unaudited Condensed Consolidated Financial Statements (the “financial statements”) of M/I Homes, Inc. and its subsidiaries (the “Company”) and notes thereto have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information. The financial statements include the accounts of the Company. All intercompany transactions have been eliminated. Results for the interim period are not necessarily indicative of results for a full year. In the opinion of management, the accompanying financial statements reflect all adjustments (all of which are normal and recurring in nature) necessary for a fair presentation of financial results for the interim periods presented. These financial statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”).

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during that period. Actual results could differ from these estimates and have a significant impact on the financial condition and results of operations and cash flows. With regard to the Company, estimates and assumptions are inherent in calculations relating to valuation of inventory and investment in unconsolidated joint ventures, property and equipment depreciation, valuation of derivative financial instruments, accounts payable on inventory, accruals for costs to complete inventory, accruals for warranty claims, accruals for self-insured general liability claims, litigation, accruals for health care and workers’ compensation, accruals for guaranteed or indemnified loans, stock-based compensation expense, income taxes, and contingencies. Items that could have a significant impact on these estimates and assumptions include the risks and uncertainties listed in “Item 1A. Risk Factors” in Part I of our 2024 Form 10-K, as the same may be updated from time to time in our subsequent filings with the SEC.

Impact of New Accounting Standards and SEC Guidance

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. The amendments in this update also expand the interim segment disclosure requirements. ASU 2023-07 was applied retrospectively and is effective for annual reporting periods in fiscal years beginning after December 15, 2023, and interim reporting periods in fiscal years beginning after December 31, 2024. ASU 2023-07 has become effective and applied retrospectively to all prior periods presented in our consolidated financial statements. See Note 11 of our financial statements for more information regarding our reportable segments.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires public companies to annually (1) disclose specific categories in the income tax rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than five percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). ASU 2023-09 will be effective for the annual reporting periods in fiscal years beginning after December 15, 2024. The Company is currently evaluating the impact the adoption of ASU 2023-09 may have on our consolidated financial statements and disclosures, but we do not expect the impact to be significant.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Topic 220): Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 requires disclosure of certain costs and expenses on an interim and annual basis in the notes to the financial statements. ASU 2024-03 will be effective for the annual reporting periods in fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027. The Company is currently evaluating the impact the adoption of ASU 2024-03 may have on our consolidated financial statements and disclosures.

Significant Accounting Policies

There have been no significant changes to our significant accounting policies during the quarter ended June 30, 2025 as compared to those disclosed in our 2024 Form 10-K.

NOTE 2. Inventory and Capitalized Interest

Inventory

Inventory is recorded at cost, unless events and circumstances indicate that the carrying value of the inventory is impaired, at which point the inventory is written down to fair value (see Note 4 to our financial statements for additional details relating to our procedures for evaluating our inventories for impairment). Inventory includes the costs of land acquisition, land development and home construction, capitalized interest, real estate taxes, direct overhead costs incurred during development and home construction, and common costs that benefit the entire community, less impairments, if any.

A summary of the Company’s inventory as of June 30, 2025 and December 31, 2024 is as follows:


(In thousands)	June 30, 2025		December 31, 2024
Single-family lots, land and land development costs	$	1,683,930	$	1,630,190
Land held for sale	5,005		7,699
Homes under construction	1,403,582		1,271,626
Model homes and furnishings - at cost (less accumulated depreciation: June 30, 2025 - $13,783; December 31, 2024 - $12,765)	94,865		88,216
Community development district infrastructure	9,867		12,839
Land purchase deposits	76,771		69,483
Consolidated inventory not owned	12,586		11,809
Total inventory	$	3,286,606	$	3,091,862

Single-family lots, land and land development costs include raw land that the Company has purchased to develop into lots, costs incurred to develop the raw land into lots, and lots for which development has been completed, but which have not yet been used to start construction of a home.

Homes under construction include homes that are in various stages of construction. As of June 30, 2025 and December 31, 2024, we had 2,726 homes (with a carrying value of $585.9 million) and 2,502 homes (with a carrying value of $551.3 million), respectively, included in homes under construction that were not subject to a sales contract.

Model homes and furnishings include homes that are under construction or have been completed and are being used as sales models. The amount also includes the net book value of furnishings included in our model homes. Depreciation on model home furnishings is recorded using an accelerated method over the estimated useful life of the assets, which is typically three years.

We own lots in certain communities in Florida that have Community Development Districts (“CDDs”). The Company records a liability for the estimated developer obligations that are probable and estimable and user fees that are required to be paid or transferred at the time the parcel or unit is sold to an end user. The Company reduces this liability at the time of closing and the transfer of the property. The Company recorded a $9.9 million liability and a $12.8 million liability related to these CDD bond obligations as of June 30, 2025 and December 31, 2024, respectively, along with the related inventory infrastructure.

Land purchase deposits include both refundable and non-refundable amounts paid to third party sellers relating to the purchase of land. On an ongoing basis, the Company evaluates the land option agreements relating to the land purchase deposits. The Company expenses any deposits and accumulated pre-acquisition costs relating to such agreements in the period when the Company makes the decision not to proceed with the purchase of land under an agreement.

Capitalized Interest

The Company capitalizes interest during land development and home construction. Capitalized interest is charged to land and housing costs and expenses as the related inventory is delivered to a third party. A summary of capitalized interest for the three and six months ended June 30, 2025 and 2024 is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2025		2024		2025		2024
Capitalized interest, beginning of period	$	38,022	$	32,792	$	35,953	$	32,144
Interest capitalized to inventory	8,947		9,004		17,917		17,954
Capitalized interest charged to land and housing costs and expenses	(8,227)		(7,938)		(15,128)		(16,240)
Capitalized interest, end of period	$	38,742	$	33,858	$	38,742	$	33,858

Interest incurred - net	$	4,570	$	1,656	$	8,343	$	3,686

NOTE 3. Investment in Joint Venture Arrangements

Investment in Joint Venture Arrangements

In order to minimize our investment and risk of land exposure in a single location, we have periodically partnered with other land developers or homebuilders to share in the land investment and development of a property through joint ownership and development agreements, joint ventures, and other similar arrangements. As of June 30, 2025 and December 31, 2024, our investment in such joint venture arrangements totaled $67.5 million and $65.3 million, respectively, and was reported as Investment in Joint Venture Arrangements on our Unaudited Condensed Consolidated Balance Sheets. The $2.2 million increase during the six-month period ended June 30, 2025 was driven primarily by our cash contributions to our joint venture arrangements during the first half of 2025 of $18.4 million, offset, in part, by lot distributions from our joint venture arrangements of $16.2 million.

The majority of our investment in joint venture arrangements for both June 30, 2025 and December 31, 2024 consisted of joint ownership and development agreements for which a special purpose entity was not established (“JODAs”). In these JODAs, we own the property jointly with partners which are typically other builders, and land development activities are funded jointly until the developed lots are subdivided for separate ownership by the partners in accordance with the JODA and the approved site plan. As of June 30, 2025 and December 31, 2024, the Company had $59.1 million and $59.3 million, respectively, invested in JODAs.

The remainder of our investment in joint venture arrangements was comprised of joint venture arrangements where a special purpose entity was established to own and develop the property. For these joint venture arrangements, we generally enter into limited liability company or similar arrangements (“LLCs”) with the other partners. These entities typically engage in land development activities for the purpose of distributing or selling developed lots to the Company and its partners in the LLC. As of June 30, 2025 and December 31, 2024, the Company had $8.4 million and $6.0 million of equity invested in LLCs, respectively. The Company’s percentage of ownership in these LLCs as of both June 30, 2025 and December 31, 2024 ranged from 25% to 50%.

We use the equity method of accounting for investments in LLCs and other joint venture arrangements, including JODAs, over which we exercise significant influence but do not have a controlling interest. Under the equity method, our share of the LLCs’ earnings or loss, if any, is included in our Unaudited Condensed Consolidated Statements of Income. There were no losses or income from the Company’s LLCs during the three and six months ended June 30, 2025 or the three and six months ended June 30, 2024. Our share of the profit relating to lots we purchase from our LLCs is deferred until homes are delivered by us and title passes to a homebuyer.

We believe that the Company’s maximum exposure related to its investment in these joint venture arrangements as of June 30, 2025 was the amount invested of $67.5 million, which is reported as Investment in Joint Venture Arrangements on our Unaudited Condensed Consolidated Balance Sheets. We expect to invest further amounts in these joint venture arrangements as development of the properties progresses.

The Company assesses its investments in unconsolidated LLCs for recoverability on a quarterly basis. See Note 4 to our financial statements for additional details relating to our procedures for evaluating our investments for impairment.

Variable Interest Entities

With respect to our investments in these LLCs, we are required, under Accounting Standards Codification (“ASC”) 810-10, Consolidation (“ASC 810”), to evaluate whether or not such entities should be consolidated into our consolidated financial statements. We initially perform these evaluations when each new entity is created and upon any events that require reconsideration of the entity. See Note 1, “Summary of Significant Accounting Policies - Variable Interest Entities” in the Company’s 2024 Form 10-K for additional information regarding the Company’s methodology for evaluating entities for consolidation.

Land Option Agreements

In the ordinary course of business, the Company enters into land option or purchase agreements for which we generally pay non-refundable deposits. Pursuant to these land option agreements, the Company provides a deposit to the seller as consideration for the right to purchase land at different times in the future, usually at predetermined prices. In accordance with ASC 810, we analyze our land option or purchase agreements to determine whether the corresponding land sellers are variable interest entities (“VIEs”) and, if so, whether we are the primary beneficiary, as further described in Note 1, “Summary of Significant Accounting Policies - Land Option Agreements” in the 2024 Form 10-K. If we are deemed to be the primary beneficiary of a VIE, we will consolidate the VIE in our consolidated financial statements and reflect such assets and liabilities in our Consolidated Inventory Not Owned in our Unaudited Condensed Consolidated Balance Sheets. At both June 30, 2025 and December 31, 2024, we concluded that we were not the primary beneficiary of any VIEs from which we are purchasing land under option or purchase agreements.

NOTE 4. Fair Value Measurements

There are three measurement input levels for determining fair value: Level 1, Level 2, and Level 3. Fair values determined by Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Fair values determined by Level 2 inputs utilize inputs other than quoted prices included in Level 1 that are observable for the asset or liabilities, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liabilities, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.

Assets Measured on a Recurring Basis

The Company measures both mortgage loans held for sale and interest rate lock commitments (“IRLCs”) at fair value. Fair value measurement results in a better presentation of the changes in fair values of the loans and the derivative instruments used to economically hedge them.

In the normal course of business, our financial services segment enters into contractual commitments to extend credit to buyers of single-family homes with fixed expiration dates. The commitments become effective when the borrowers “lock-in” a specified interest rate within established time frames. Market risk arises if interest rates move adversely between the time of the “lock-in” of rates by the borrower and the sale date of the loan to an investor. To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, the Company enters into optional or mandatory delivery forward sale contracts to sell whole loans and mortgage-backed securities to broker-dealers. The forward sale contracts lock in an interest rate and price for the sale of loans similar to the specific rate lock commitments. The Company does not engage in speculative trading or derivative activities. Both the rate lock commitments to borrowers and the forward sale contracts to broker-dealers or investors are undesignated derivatives, and accordingly, are marked to fair value through earnings. Changes in fair value measurements are included in earnings in the accompanying statements of income.

The fair value of mortgage loans held for sale is estimated based primarily on published prices for mortgage-backed securities with similar characteristics. To calculate the effects of interest rate movements, the Company utilizes applicable published mortgage-backed security prices, and multiplies the price movement between the rate lock date and the balance sheet date by the notional loan commitment amount. The Company applies a fallout rate to IRLCs when measuring the fair value of rate lock commitments. Fallout is defined as locked loan commitments for which the Company does not close a mortgage loan and is based on management’s judgment and company experience.

The Company sells loans on a servicing released or servicing retained basis and receives servicing compensation. Thus, the value of the servicing rights included in the fair value measurement is based upon contractual terms with investors and depends on the loan type. Mortgage servicing rights (Level 3 financial instruments as they are measured using significant unobservable inputs such as mortgage prepayment rates, discount rates and delinquency rates) are periodically evaluated for impairment. The

amount of impairment is the amount by which the mortgage servicing rights, net of accumulated amortization, exceed their fair value, which is calculated using third-party valuations. Impairment, if any, is recognized through a valuation allowance and a reduction of revenue. Both the carrying value and fair value of our mortgage servicing rights were $6.5 million at June 30, 2025. At December 31, 2024, both the carrying value and fair value of our mortgage servicing rights were $9.9 million.

The fair value of the Company’s forward sales contracts to broker-dealers solely considers the market price movement of the same type of security between the trade date and the balance sheet date. The market price changes are multiplied by the notional amount of the forward sales contracts to measure the fair value.

Interest Rate Lock Commitments. IRLCs are extended to certain homebuying customers who have applied for a mortgage loan and meet certain defined credit and underwriting criteria. Typically, the IRLCs will have a term of less than six months; however, in certain markets, the term could extend to twelve months.

Some IRLCs are committed to a specific third-party investor through the use of whole loan delivery commitments matching the exact terms of the IRLC loan. Uncommitted IRLCs are considered derivative instruments and are fair value adjusted, with the resulting gain or loss recorded in current earnings.

Forward Sales of Mortgage-Backed Securities. Forward sales of mortgage-backed securities (“FMBSs”) are used to protect uncommitted IRLC loans against the risk of changes in interest rates between the lock date and the funding date. FMBSs related to uncommitted IRLCs and FMBSs related to mortgage loans held for sale are classified and accounted for as non-designated derivative instruments and are recorded at fair value, with gains and losses recorded in current earnings.

Mortgage Loans Held for Sale. Mortgage loans held for sale consists primarily of single-family residential loans collateralized by the underlying property. Generally, all of the mortgage loans and related servicing rights are sold to third-party investors shortly after origination. During the period between when a loan is closed and when it is sold to an investor, the interest rate risk is covered through the use of a whole loan contract or by FMBSs.

The table below shows the notional amounts of our financial instruments at June 30, 2025 and December 31, 2024:


Description of Financial Instrument (in thousands)	June 30, 2025		December 31, 2024
Whole loan contracts and related committed IRLCs	$	1,012	$	—
Uncommitted IRLCs	317,593		215,696
FMBSs related to uncommitted IRLCs	372,000		228,000
Whole loan contracts and related mortgage loans held for sale	16,841		17,667
FMBSs related to mortgage loans held for sale	258,000		252,000
Mortgage loans held for sale covered by FMBSs	267,599		276,140

The following table sets forth the amount of (loss) gain recognized, within our revenue in the Unaudited Condensed Consolidated Statements of Income, on assets and liabilities measured on a recurring basis for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended June 30,				Six Months Ended June 30,
Description (in thousands)	2025		2024		2025		2024
Mortgage loans held for sale	$	5,544	$	(623)	$	5,452	$	(3,471)
Forward sales of mortgage-backed securities	(3,701)		1,647		(9,144)		8,888
Interest rate lock commitments	1,404		(1,322)		4,621		(2,179)
Whole loan contracts	1,235		843		644		(49)
Total gain (loss) recognized	$	4,482	$	545	$	1,573	$	3,189

The following tables set forth the fair value of the Company’s derivative instruments and their location within the Unaudited Condensed Consolidated Balance Sheets for the periods indicated (except for mortgage loans held for sale which are disclosed as a separate line item):

Asset Derivatives

Liability Derivatives

June 30, 2025

Description of Derivatives

Balance Sheet
Location

Fair Value
(in thousands)

Balance Sheet Location

Fair Value
(in thousands)

Forward sales of mortgage-backed securities

Other assets

—

Other liabilities

6,198

Interest rate lock commitments

Other assets

6,176

Other liabilities

—

Whole loan contracts

Other assets

—

Other liabilities

1,242

Total fair value measurements

6,176

7,440

Asset Derivatives

Liability Derivatives

December 31, 2024

Description of Derivatives

Balance Sheet
Location

Fair Value
(in thousands)

Balance Sheet Location

Fair Value
(in thousands)

Forward sales of mortgage-backed securities

Other assets

2,946

Other liabilities

—

Interest rate lock commitments

Other assets

532

Other liabilities

—

Whole loan contracts

Other assets

—

Other liabilities

864

Total fair value measurements

3,478

864

Assets Measured on a Non-Recurring Basis

Inventory. The Company assesses inventory for recoverability on a quarterly basis based on the difference in the carrying value of the inventory and its fair value at the time of the evaluation. Determining the fair value of a community’s inventory involves a number of variables, estimates and projections, which are Level 3 measurement inputs. See Note 1, “Summary of Significant Accounting Policies - Inventory” in the 2024 Form 10-K for additional information regarding the Company’s methodology for determining fair value.

The Company uses significant assumptions to evaluate the recoverability of its inventory, such as estimated average selling price, construction and development costs, absorption rate (reflecting any product mix change strategies implemented or to be implemented), selling strategies, alternative land uses (including disposition of all or a portion of the land owned), or discount rates. Changes in these assumptions could materially impact future cash flow and fair value estimates and may lead the Company to incur additional impairment charges in the future. Our analysis is conducted only if indicators of a decline in value of our inventory exist, which include, among other things, declines in gross margin on sales contracts in backlog or homes that have been delivered, slower than anticipated absorption pace, declines in average sales price or high incentive offers by management to improve absorptions, declines in margins regarding future land sales, or declines in the value of the land itself as a result of third party appraisals. If communities are not recoverable based on the estimated future undiscounted cash flows, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. During the three and six months ended June 30, 2025 and 2024, the Company did not record any impairment charges on its inventory.

Investment in Unconsolidated Joint Ventures. We evaluate our investments in unconsolidated joint ventures for impairment on a quarterly basis based on the difference in the investment’s carrying value and its fair value at the time of the evaluation. If the Company has determined that the decline in value is other than temporary, the Company would write down the value of the investment to its estimated fair value. Determining the fair value of investments in unconsolidated joint ventures involves a number of variables, estimates and assumptions, which are Level 3 measurement inputs. See Note 1, “Summary of Significant Accounting Policies - Investment in Unconsolidated Joint Ventures,” in the 2024 Form 10-K for additional information regarding the Company’s methodology for determining fair value. Because of the high degree of judgment involved in developing these assumptions, it is possible that changes in these assumptions could materially impact future cash flow and fair value estimates of the investments which may lead the Company to incur additional impairment charges in the future. During the three and six months ended June 30, 2025 and 2024, the Company did not record any impairment charges on its investments in unconsolidated joint ventures.

Financial Instruments

Counterparty Credit Risk. To reduce the risk associated with losses that would be recognized if counterparties failed to perform as contracted, the Company limits the entities with whom management can enter into commitments. This risk of accounting loss

is the difference between the market rate at the time of non-performance by the counterparty and the rate to which the Company committed.

The following table presents the carrying amounts and fair values of the Company’s financial instruments at June 30, 2025 and December 31, 2024. The objective of the fair value measurement is to estimate the price at which an orderly transaction to sell the asset or transfer the liability would take place between market participants at the measurement date under current market conditions.


		June 30, 2025				December 31, 2024
(In thousands)	Fair Value Hierarchy	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Assets:
Cash, cash equivalents and restricted cash	Level 1	$	800,398	$	800,398	$	821,570	$	821,570
Mortgage loans held for sale	Level 2	280,867		280,867		283,540		283,540



Interest rate lock commitments	Level 2	6,176		6,176		532		532

Forward sales of mortgage-backed securities	Level 2	—		—		2,946		2,946
Liabilities:
Notes payable - homebuilding operations	Level 2	—		—		—		—
Notes payable - financial services operations	Level 2	275,926		275,926		286,159		286,159



Senior notes due 2028 (a)	Level 2	400,000		396,500		400,000		383,500
Senior notes due 2030 (a)	Level 2	300,000		280,500		300,000		267,375

Whole loan contracts for committed IRLCs and mortgage loans held for sale	Level 2	1,242		1,242		864		864
Forward sales of mortgage-backed securities	Level 2	6,198		6,198		—		—

(a)Our senior notes are stated at the principal amount outstanding which does not include the impact of premiums, discounts, and debt issuance costs that are amortized to interest cost over the respective terms of the notes.

The following methods and assumptions were used by the Company in estimating its fair value disclosures of financial instruments at June 30, 2025 and December 31, 2024:

Cash, Cash Equivalents and Restricted Cash. The carrying amounts of these items approximate fair value because they are short-term by nature.

Mortgage Loans Held for Sale, Forward Sales of Mortgage-Backed Securities, Interest Rate Lock Commitments, Whole Loan Contracts for Committed IRLCs and Mortgage Loans Held for Sale, Senior Notes due 2028 and Senior Notes due 2030. The fair value of these financial instruments was determined based upon market quotes at June 30, 2025 and December 31, 2024. The market quotes used were quoted prices for similar assets or liabilities along with inputs taken from observable market data by correlation. The inputs were adjusted to account for the condition of the asset or liability.

Notes Payable - Homebuilding Operations. The interest rate available to the Company during the quarter ended June 30, 2025 under the Company’s $650 million unsecured revolving credit facility, dated July 18, 2013, as amended (the “Credit Facility”), fluctuated daily with the secured overnight financing rate (“SOFR”) plus a margin of 175 basis points, and thus the carrying value is a reasonable estimate of fair value. See Note 8 to our financial statements for additional information regarding the Credit Facility.

Notes Payable - Financial Services Operations. M/I Financial, LLC, a 100% owned subsidiary of M/I Homes, Inc. (“M/I Financial”), is a party to a $300 million mortgage repurchase agreement, as amended (the “MIF Mortgage Repurchase Facility”). The interest rate for the MIF Mortgage Repurchase Facility is based on a variable rate index, and thus its carrying value is a reasonable estimate of fair value. The interest rate available to M/I Financial fluctuated with SOFR. See Note 8 to our financial statements for additional information regarding the MIF Mortgage Repurchase Facility.

NOTE 5. Guarantees and Indemnifications

In the ordinary course of business, M/I Financial enters into agreements that provide a limited-life guarantee on loans sold to certain third-party purchasers of its mortgage loans that M/I Financial will repurchase a loan if certain conditions occur, primarily if the mortgagor does not meet the terms of the loan within the first six months after the sale of the loan. Loans totaling approximately $738.3 million and $936.0 million were covered under these guarantees as of June 30, 2025 and December 31, 2024, respectively. The decrease in loans covered by these guarantees from December 31, 2024 is a result of a change in the mix of investors and their related purchase terms. A portion of the revenue paid to M/I Financial for providing the guarantees on these loans was deferred at June 30, 2025, and will be recognized in income as M/I Financial is released from its obligation under the guarantees. The risk associated with the guarantees above is offset by the value of the underlying assets.

M/I Financial has received inquiries concerning underwriting matters from purchasers of its loans regarding certain loans totaling approximately $3.5 million and $4.7 million for June 30, 2025 and December 31, 2024, respectively.

M/I Financial has also guaranteed the collectability of certain loans to third party insurers (U.S. Department of Housing and Urban Development and U.S. Veterans Administration) of those loans for periods ranging from five to thirty years. The maximum potential amount of future payments is equal to the outstanding loan value less the value of the underlying asset plus administrative costs incurred related to foreclosure on the loans, should this event occur.

The Company recorded a liability relating to the guarantees described above totaling $1.0 million and $1.3 million for periods ending June 30, 2025 and December 31, 2024, respectively which is management’s best estimate of the Company’s liability with respect to such guarantees.

NOTE 6. Commitments and Contingencies

Warranty

We use subcontractors for nearly all aspects of home construction. Although our subcontractors are generally required to repair and replace any product or labor defects, we are, during applicable warranty periods, ultimately responsible to the homeowner for making such repairs. As such, we record warranty reserves to cover our exposure to the costs for materials and labor not expected to be covered by our subcontractors to the extent they relate to warranty-type claims. Warranty reserves are established by charging cost of sales and crediting a warranty reserve for each home delivered. The amounts charged are estimated by management to be adequate to cover expected warranty-related costs under the Company’s warranty programs. Warranty reserves are recorded for warranties under our Home Builder’s Limited Warranty (“HBLW”) and our transferable structural warranty in Other Liabilities on the Company’s Unaudited Condensed Consolidated Balance Sheets.

The warranty reserves for the HBLW are established as a percentage of average sales price and adjusted based on historical payment patterns determined, generally, by geographic area and recent trends. Factors that are given consideration in determining the HBLW reserves include: (1) the historical range of amounts paid per average sales price on a home; (2) type and mix of amenity packages added to the home; (3) any warranty expenditures not considered to be normal and recurring; (4) timing of payments; (5) improvements in quality of construction expected to impact future warranty expenditures; and (6) conditions that may affect certain projects and require a different percentage of average sales price for those specific projects. Changes in estimates for warranties occur due to changes in the historical payment experience and differences between the actual payment pattern experienced during the period and the historical payment pattern used in our evaluation of the warranty reserve balance at the end of each quarter. Actual future warranty costs could differ from our current estimated amount.

Our warranty reserves for our transferable structural warranty programs are established on a per-unit basis. While the structural warranty reserve is recorded as each house is delivered, the sufficiency of the structural warranty per unit charge and total reserve is reevaluated on an annual basis, with the assistance of an actuary, using our own historical data and trends, industry-wide historical data and trends, and other project specific factors. The reserves are also evaluated quarterly and adjusted if we encounter activity that is inconsistent with the historical experience used in the annual analysis. These reserves are subject to variability due to uncertainties regarding structural defect claims for products we build, the markets in which we build, claim settlement history, insurance and legal interpretations, among other factors.

Our warranty reserve amounts are based upon historical experience and geographic location. While we believe that our warranty reserves are sufficient to cover our projected costs, there can be no assurances that historical data and trends will accurately predict our actual warranty costs.

A summary of warranty activity for the three and six months ended June 30, 2025 and 2024 is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2025		2024		2025		2024
Warranty reserves, beginning of period	$	35,043	$	32,263	$	36,219	$	31,980
Warranty expense on homes delivered during the period	6,288		5,904		11,549		11,503
Changes in estimates for pre-existing warranties	45		580		(54)		605

Settlements made during the period	(6,144)		(5,686)		(12,482)		(11,027)
Warranty reserves, end of period	$	35,232	$	33,061	$	35,232	$	33,061

Performance Bonds and Letters of Credit

At June 30, 2025, the Company had outstanding approximately $536.6 million of completion bonds and standby letters of credit, some of which were issued to various local governmental entities that expire at various times through June 2030. Included in this total are: (1) $442.2 million of performance and maintenance bonds and $74.8 million of performance letters of credit that serve as completion bonds for land development work in progress; (2) $13.7 million of financial letters of credit, of which $13.2 million represent deposits on land and lot purchase agreements; (3) $4.7 million of financial bonds; and (4) $1.2 million of corporate notes.

Land Option Contracts and Other Similar Contracts

At June 30, 2025, the Company also had options and contingent purchase agreements to acquire land and developed lots with an aggregate purchase price of approximately $1.56 billion. Purchase of properties under these agreements is contingent upon satisfaction of certain requirements by the Company and the sellers.

Legal Matters

The Company and certain of its subsidiaries have been named as defendants in certain legal proceedings which are incidental to our business. While management currently believes that the ultimate resolution of these other legal proceedings, individually and in the aggregate, will not have a material adverse effect on the Company’s financial position, results of operations and cash flows, such legal proceedings are subject to inherent uncertainties. The Company has recorded a liability to provide for the anticipated costs, including legal defense costs, associated with the resolution of these other legal proceedings. However, the possibility exists that the costs to resolve these legal proceedings could differ from the recorded estimates and, therefore, have a material effect on the Company’s net income for the periods in which they are resolved. For June 30, 2025 and December 31, 2024, the Company had $1.4 million and $1.2 million, respectively, reserved for legal expenses.

NOTE 7. Goodwill

Goodwill represents the excess of the purchase price paid over the fair value of the net assets acquired and liabilities assumed in business combinations. In connection with the Company’s acquisition of the homebuilding assets and operations of Pinnacle Homes in Detroit, Michigan in March 2018, the Company recorded goodwill of $16.4 million, which is included as Goodwill in our Consolidated Balance Sheets. This amount was based on the estimated fair values of the acquired assets and liabilities at the date of the acquisition in accordance with ASC 350.

In accordance with ASC 350, the Company analyzes goodwill for impairment on an annual basis (or more often if indicators of impairment exist). The Company performs a qualitative assessment to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment indicates that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, then a quantitative assessment is performed to determine the reporting unit’s fair value. If the reporting unit’s carrying value exceeds its fair value, then an impairment loss is recognized for the amount of the excess of the carrying amount over the reporting unit’s fair value. The Company performed its annual goodwill impairment analysis via a quantitative test during the fourth quarter of 2024, and there was no impairment recorded at December 31, 2024. At June 30, 2025, no indicators for impairment existed and therefore no impairment was recorded. However, we will continue to monitor the fair value of the reporting unit in future periods if conditions worsen or other events occur that could impact the fair value of the reporting unit.

NOTE 8. Debt

Notes Payable - Homebuilding

The Credit Facility provides for an aggregate commitment amount of $650 million and also includes an accordion feature pursuant to which the maximum borrowing availability may be increased to an aggregate of $800 million, subject to obtaining additional commitments from lenders. The Credit Facility matures on December 9, 2026. Interest on amounts borrowed under the Credit Facility is payable at multiple interest rate options including one, three or six month adjusted term SOFR (subject to a floor of 0.25%) plus a margin of 175 basis points (subject to adjustment in subsequent quarterly periods based on the Company’s leverage ratio). The Credit Facility also contains certain financial covenants. At June 30, 2025, the Company was in compliance with all financial covenants of the Credit Facility.

The available amount under the Credit Facility is computed in accordance with a borrowing base, which is calculated by applying various advance rates for different categories of inventory, and totaled $2.35 billion of availability for additional senior debt at June 30, 2025. As a result, the full $650 million commitment amount of the Credit Facility was available, less any borrowings and letters of credit outstanding. At June 30, 2025, there were no borrowings outstanding and $88.5 million of letters of credit outstanding, leaving a net remaining borrowing availability of $561.5 million. The Credit Facility includes a $250 million sub-facility for letters of credit.

The Company’s obligations under the Credit Facility are guaranteed by all of the Company’s subsidiaries, with the exception of subsidiaries that are primarily engaged in the business of mortgage financing, title insurance or similar financial businesses relating to the homebuilding and home sales business, certain subsidiaries that are not 100%-owned by the Company or another subsidiary, and other subsidiaries designated by the Company as Unrestricted Subsidiaries (as defined in the Credit Facility), subject to limitations on the aggregate amount invested in such Unrestricted Subsidiaries in accordance with the terms of the Credit Facility and the indentures governing the Company’s $300.0 million aggregate principal amount of 3.95% Senior Notes due 2030 (the “2030 Senior Notes”) and the Company’s $400.0 million aggregate principal amount of 4.95% Senior Notes due 2028 (the “2028 Senior Notes”). The guarantors for the Credit Facility (the “Subsidiary Guarantors”) are the same subsidiaries that guarantee the 2030 Senior Notes and the 2028 Senior Notes.

The Company’s obligations under the Credit Facility are general, unsecured senior obligations of the Company and the Subsidiary Guarantors and rank equally in right of payment with all our and the Subsidiary Guarantors’ existing and future unsecured senior indebtedness. Our obligations under the Credit Facility are effectively subordinated to our and the Subsidiary Guarantors’ existing and future secured indebtedness with respect to any assets comprising security or collateral for such indebtedness.

Notes Payable - Financial Services

The MIF Mortgage Repurchase Facility provides for a mortgage repurchase facility with a maximum borrowing availability of $300 million and expires on October 21, 2025. The MIF Mortgage Repurchase Facility is used to finance eligible residential mortgage loans originated by M/I Financial. M/I Financial pays interest on each advance under the MIF Mortgage Repurchase Facility at a per annum rate based on Daily Adjusting One-Month Term SOFR plus a margin as defined in the repurchase agreement. The MIF Mortgage Repurchase Facility also contains certain financial covenants. At June 30, 2025, M/I Financial was in compliance with all financial covenants of the MIF Mortgage Repurchase Facility.

At both June 30, 2025 and December 31, 2024, M/I Financial’s maximum borrowing availability under its credit facility was $300.0 million. At June 30, 2025 and December 31, 2024, M/I Financial had $275.9 million and $286.2 million, respectively, in borrowings outstanding under its credit facility.

Senior Notes

As of both June 30, 2025 and December 31, 2024, we had $300.0 million of our 2030 Senior Notes outstanding. The 2030 Senior Notes bear interest at a rate of 3.95% per year, payable semiannually in arrears on February 15 and August 15 of each year, and mature on February 15, 2030. The Company may redeem some or all of the 2030 Senior Notes at any time prior to August 15, 2029 (the date that is six months prior to the maturity of the 2030 Senior Notes), at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date, plus a “make-whole” amount set forth in the indenture governing the 2030 Senior Notes. In addition, on or after August 15, 2029 (the date that is six months prior to the maturity of the 2030 Senior Notes), the Company may redeem some or all of the 2030 Senior Notes at a redemption price equal to 100.000% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date.

As of both June 30, 2025 and December 31, 2024, we had $400.0 million of our 2028 Senior Notes outstanding. The 2028 Senior Notes bear interest at a rate of 4.95% per year, payable semiannually in arrears on February 1 and August 1 of each year and mature on February 1, 2028. We may redeem all or any portion of the 2028 Senior Notes at a stated redemption price, together with accrued and unpaid interest thereon. The redemption price is currently 101.238% of the principal amount outstanding and will decline to 100.000% of the principal amount outstanding if redeemed on or after February 1, 2026, but prior to maturity.

The 2030 Senior Notes contain certain covenants, as more fully described and defined in the indenture governing the 2030 Senior Notes, which limit the ability of the Company and the restricted subsidiaries to, among other things: incur certain liens securing indebtedness without equally and ratably securing the 2030 Senior Notes and the guarantees thereof; enter into certain sale and leaseback transactions; and consolidate or merge with or into other companies, liquidate or sell or otherwise dispose of all or substantially all of the Company’s assets. These covenants are subject to a number of exceptions and qualifications as described in the indenture governing the 2030 Senior Notes. As of June 30, 2025, the Company was in compliance with all terms, conditions, and covenants under the indenture.

The 2028 Senior Notes contain certain covenants, as more fully described and defined in the indenture governing the 2028 Senior Notes, which limit the ability of the Company and the restricted subsidiaries to, among other things: incur additional indebtedness; make certain payments, including dividends, or repurchase any shares, in an aggregate amount exceeding our “restricted payments basket”; make certain investments; and create or incur certain liens, consolidate or merge with or into other companies, or liquidate or sell or transfer all or substantially all of our assets. These covenants are subject to a number of exceptions and qualifications as described in the indenture governing the 2028 Senior Notes. As of June 30, 2025, the Company was in compliance with all terms, conditions, and covenants under the indenture.

The 2030 Senior Notes and the 2028 Senior Notes are fully and unconditionally guaranteed jointly and severally on a senior unsecured basis by the Subsidiary Guarantors. The 2030 Senior Notes and the 2028 Senior Notes are general, unsecured senior obligations of the Company and the Subsidiary Guarantors and rank equally in right of payment with all our and the Subsidiary Guarantors’ existing and future unsecured senior indebtedness. The 2030 Senior Notes and the 2028 Senior Notes are effectively subordinated to our and the Subsidiary Guarantors’ existing and future secured indebtedness with respect to any assets comprising security or collateral for such indebtedness.

The indenture governing the 2028 Senior Notes limits our ability to pay dividends on, and repurchase, our common shares and any of our preferred shares then outstanding to the amount of the positive balance in our “restricted payments basket,” as defined in the indenture. The “restricted payments basket” is equal to $125.0 million plus (1) 50% of our aggregate consolidated net income (or minus 100% of our aggregate consolidated net loss) from October 1, 2015, excluding income or loss from Unrestricted Subsidiaries (as defined in the indenture), plus (2) 100% of the net cash proceeds from either contributions to the common equity of the Company after December 1, 2015 or the sale of qualified equity interests after December 1, 2015, plus other items and subject to other exceptions. The positive balance in our restricted payments basket was $904.3 million at June 30, 2025 and $900.2 million at December 31, 2024. The determination to pay future dividends on, or make future repurchases of, our common shares will be at the discretion of our board of directors and will depend upon our results of operations, financial condition, capital requirements and compliance with debt covenants, and other factors deemed relevant by our board of directors (see Note 12 to our financial statements for more information).

NOTE 9. Earnings Per Common Share

The table below presents a reconciliation between basic and diluted weighted average shares outstanding, net income, and basic and diluted income per common share for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended				Six Months Ended
	June 30,				June 30,
(In thousands, except per common share amounts)	2025		2024		2025		2024
NUMERATOR






Net income	$	121,243	$	146,746	$	232,480	$	284,807
DENOMINATOR
Basic weighted average shares outstanding	26,836		27,878		27,074		27,965
Dilutive securities	570		790		599		812




Diluted weighted average shares outstanding	27,406		28,668		27,673		28,777
Earnings per common share:
Basic	$	4.52	$	5.26	$	8.59	$	10.18
Diluted	$	4.42	$	5.12	$	8.40	$	9.90

Anti-dilutive equity awards not included in the calculation of diluted earnings per common share	—		—		—		—

NOTE 10. Income Taxes

The Inflation Reduction Act (IRA) was enacted on August 16, 2022 to address the high cost of prescription drugs, healthcare availability, climate change and inflation. The IRA extended the energy efficient homes credit through 2032 and, as a result, the Company recognized a $1.7 million tax benefit for energy efficient homes credit during the first six months of 2025. The Company recognized a $1.3 million tax benefit for energy efficient homes credit during the first six months of 2024. Subsequently, the One Big Beautiful Bill Act (OBBBA) was enacted on July 4, 2025 which accelerates the termination date of the energy efficient homes credit to June 30, 2026.

During the three months ended June 30, 2025 and 2024, the Company recorded a tax provision of $38.9 million and $47.4 million, respectively, which reflects income tax expense related to income before income taxes for the periods. The effective tax rate for the three months ended June 30, 2025 and 2024 was 24.3% and 24.4%, respectively.

During the six months ended June 30, 2025 and 2024, the Company recorded a tax provision of $73.7 million and $89.6 million, respectively. The effective tax rate for the six months ended June 30, 2025 and 2024 was 24.1% and 23.9%, respectively. The increase in the effective rate from the six months ended June 30, 2024 was primarily attributable to a $1.3 million decrease in tax benefit from equity compensation in 2025.

NOTE 11. Business Segments

The Company’s chief operating decision makers evaluate the Company’s performance in various ways, including: (1) the results of our individual homebuilding operating segments and the results of our financial services operations; (2) the results of our homebuilding reportable segments; and (3) our consolidated financial results.

In accordance with ASC 280, Segment Reporting (“ASC 280”), we have identified each homebuilding division as an operating segment and have elected to aggregate our operating segments into separate reportable segments as they share similar aggregation characteristics prescribed in ASC 280 in the following regards: (1) long-term economic characteristics; (2) historical and expected future long-term gross margin percentages; (3) housing products, production processes and methods of distribution; and (4) geographical proximity.

The homebuilding operating segments that comprise each of our reportable segments are as follows:


Northern			Southern
Chicago, Illinois			Ft. Myers/Naples, Florida
Cincinnati, Ohio			Orlando, Florida
Columbus, Ohio			Sarasota, Florida
Indianapolis, Indiana			Tampa, Florida
Minneapolis/St. Paul, Minnesota			Austin, Texas
Detroit, Michigan			Dallas/Fort Worth, Texas
			Houston, Texas
			San Antonio, Texas
			Charlotte, North Carolina
			Raleigh, North Carolina
			Nashville, Tennessee

The following table shows, by segment: revenue; cost of sales; selling, general and administrative expense; operating income; interest (income) expense; and income before income taxes for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2025		2024		2025		2024
Revenue:
Northern homebuilding	$	488,250	$	464,781	$	898,627	$	873,301
Southern homebuilding	642,892		614,238		1,177,088		1,225,459
Financial services (a)	31,450		30,762		62,970		57,724
Total revenue	$	1,162,592	$	1,109,781	$	2,138,685	$	2,156,484

Cost of Sales:
Northern homebuilding	$	376,979	$	357,830	$	696,438	$	677,541
Southern homebuilding	498,994		442,671		902,845		886,320
Financial services (a)	—		—		—		—
Total cost of sales	$	875,973	$	800,501	$	1,599,283	$	1,563,861

General and administrative expense:
Northern homebuilding	$	10,823	$	10,124	$	19,959	$	19,565
Southern homebuilding	21,004		18,061		39,812		35,631
Financial services (a)	13,908		12,879		26,661		24,654
Segment general and administrative expense	$	45,735	$	41,064	$	86,432	$	79,850
Corporate and unallocated general and administrative expense	21,512		22,930		39,888		40,228
Total general and administrative expense	$	67,247	$	63,994	$	126,320	$	120,078

Selling expense:
Northern homebuilding	$	24,434	$	24,006	$	45,624	$	45,313
Southern homebuilding	38,594		33,756		69,700		65,915
Financial services (a)	—		—		—		—
Segment selling expense	$	63,028	$	57,762	$	115,324	$	111,228
Corporate and unallocated selling expense	627		733		1,117		1,207
Total selling expense	$	63,655	$	58,495	$	116,441	$	112,435

Operating income:
Northern homebuilding	$	76,014	$	72,821	$	136,606	$	130,882
Southern homebuilding	84,300		119,750		164,731		237,593
Financial services (a)	17,542		17,883		36,309		33,070
Segment operating income	$	177,856	$	210,454	337,646		$	401,545
Corporate selling, general and administrative expense	(22,139)		(23,663)		(41,005)		(41,435)
Total operating income	$	155,717	$	186,791	$	296,641	$	360,110

Interest (income) expense - net:
Northern homebuilding	$	(24)	$	(56)	$	(46)	$	(136)
Southern homebuilding	(1)		—		(3)		(398)
Financial services (a)	3,066		3,483		5,727		6,358
Segment Interest (income) expense - net	$	3,041	$	3,427	5,678		$	5,824
Corporate Interest (income) expense - net	(7,418)		(10,775)		(15,252)		(20,092)
Total interest income, net of interest expense	$	(4,377)	$	(7,348)	$	(9,574)	$	(14,268)





Income before income taxes	$	160,094	$	194,139	$	306,215	$	374,378

(a)Our financial services operational results should be viewed in connection with our homebuilding business as its operations originate loans and provide title services primarily for our homebuying customers, with the exception of an immaterial amount of mortgage refinancing.

The following tables show total assets by segment at June 30, 2025 and December 31, 2024:


	June 30, 2025
(In thousands)	Northern		Southern			Financial Services		Segment Total		Corporate and Unallocated		Total
Deposits on real estate under option or contract	$	14,023	$	62,748		$	—	$	76,771	$	—	$	76,771
Inventory (a)	1,085,181		2,124,654			—		3,209,835		—		3,209,835
Investments in joint venture arrangements	—		67,466			—		67,466		—		67,466
Other assets	46,032		151,613		(b)	377,271		574,916		811,051		1,385,967
Total assets	$	1,145,236	$	2,406,481		$	377,271	$	3,928,988	$	811,051	$	4,740,039


	December 31, 2024
(In thousands)	Northern		Southern			Financial Services		Segment Total		Corporate and Unallocated		Total
Deposits on real estate under option or contract	$	12,209	$	57,274		$	—	$	69,483	$	—	$	69,483
Inventory (a)	1,041,713		1,980,666			—		3,022,379		—		3,022,379
Investments in joint venture arrangements	—		65,334			—		65,334		—		65,334
Other assets	37,721		132,316		(b)	370,558		540,595		852,005		1,392,600
Total assets	$	1,091,643	$	2,235,590		$	370,558	$	3,697,791	$	852,005	$	4,549,796

(a)Inventory includes single-family lots, land and land development costs; land held for sale; homes under construction; model homes and furnishings; community development district infrastructure; and consolidated inventory not owned.

(b)Includes development reimbursements from local municipalities.

NOTE 12. Share Repurchase Program

On February 11, 2025, the Company announced that its Board of Directors approved a new share repurchase program pursuant to which the Company may purchase up to $250 million of its outstanding common shares (the “2025 Share Repurchase Program”). The 2025 Share Repurchase Program replaced the Company’s previous $250 million share repurchase program announced on May 14, 2024 (“2024 Share Repurchase Program”).

Pursuant to the 2025 Share Repurchase Program, the Company may purchase up to $250 million of its outstanding common shares through open market transactions, privately negotiated transactions or otherwise in accordance with all applicable laws. The timing, amount and other terms and conditions of any additional repurchases under the 2025 Share Repurchase Program will be based on a variety of factors, including the market price of the Company’s common shares, business considerations, general market and economic conditions and legal requirements. The 2025 Share Repurchase Program does not have an expiration date and the Board may modify, discontinue or suspend it at any time.

The Company repurchased 0.5 million outstanding common shares at an aggregate purchase price of $50.1 million under the 2025 Share Repurchase Program during the second quarter of 2025. As of June 30, 2025, $149.8 million remained available for repurchases under the 2025 Share Repurchase Program.

NOTE 13. Revenue Recognition

Revenue and the related profit from the sale of a home and revenue and the related profit from the sale of land to third parties are recognized in the financial statements on the date of closing if delivery has occurred, title has passed to the buyer, all performance obligations (as defined below) have been met, and control of the home or land is transferred to the buyer in an amount that reflects the consideration we expect to be entitled to receive in exchange for the home or land. If not received immediately upon closing, cash proceeds from home closings are held in escrow for the Company’s benefit, typically for up to three days, and are included in Cash, cash equivalents and restricted cash on the Condensed Consolidated Balance Sheets.

Sales incentives vary by type of incentive and by amount on a community-by-community and home-by-home basis. The costs of any sales incentives in the form of free or discounted products and services provided to homebuyers are reflected in Land and housing costs in the Condensed Consolidated Statements of Income because such incentives are identified in our home purchase contracts with homebuyers as an intrinsic part of our single performance obligation to deliver and transfer title to their home for the transaction price stated in the contracts. Sales incentives that we may provide in the form of closing cost allowances are recorded as a reduction of housing revenue at the time the home is delivered.

We record sales commissions within Selling expenses in the Condensed Consolidated Statements of Income when incurred (i.e., when the home is delivered) as the amortization period is generally one year or less and therefore capitalization is not required as part of the practical expedient for incremental costs of obtaining a contract.

Contract liabilities include customer deposits related to sold but undelivered homes. Substantially all of our home sales are scheduled to close and be recorded to revenue within one year from the date of receiving a customer deposit. Contract liabilities expected to be recognized as revenue, excluding revenue pertaining to contracts that have an original expected duration of one year or less, is not material.

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. All of our home purchase contracts have a single performance obligation as the promise to transfer the home is not separately identifiable from other promises in the contract and, therefore, not distinct. Our performance obligation, to deliver the agreed-upon home, is generally satisfied in less than one year from the original contract date. Deferred revenue resulting from uncompleted performance obligations existing at the time we deliver new homes to our homebuyers is not material.

Although our third party land sale contracts may include multiple performance obligations, the revenue we expect to recognize in any future year related to remaining performance obligations, excluding revenue pertaining to contracts that have an original expected duration of one year or less, is not material. We do not disclose the value of unsatisfied performance obligations for land sale contracts with an original expected duration of one year or less.

We recognize the majority of the revenue associated with our mortgage loan operations when the mortgage loans are sold and/or related servicing rights are sold to third party investors or retained and managed under a third party sub-service arrangement. The revenue recognized is reduced by the fair value of the related guarantee provided to the investor. The fair value of the guarantee is recognized in revenue when the Company is released from its obligation under the guarantee (note that guarantees are excluded from the scope of ASC 606, Revenue from Contracts with Customers). We recognize financial services revenue associated with our title operations as homes are delivered, closing services are rendered, and title policies are issued, all of which generally occur simultaneously as each home is delivered. All of the underwriting risk associated with title insurance policies is transferred to third-party insurers.

The following table presents our revenues disaggregated by revenue source:


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2025		2024		2025		2024

Housing	$	1,124,475	$	1,072,044	$	2,064,506	$	2,088,557
Land sales	6,667		6,975		11,209		10,203
Financial services (a)	31,450		30,762		62,970		57,724
Total revenue	$	1,162,592	$	1,109,781	$	2,138,685	$	2,156,484

(a)Revenue includes hedging loss of $0.8 million for the three months ended June 30, 2025 and hedging gain of $4.0 million for the three months ended June 30, 2024. Revenue includes hedging gains of $1.5 million and $1.1 million for the six months ended June 30, 2025 and 2024, respectively. Hedging gains/losses do not represent revenue recognized from contracts with customers.

Refer to Note 11 for presentation of our revenues disaggregated by geography. As our homebuilding operations accounted for 97% of our total revenues for each of the three and six months ended June 30, 2025 and the three and six months ended June 30, 2024, with most of those revenues generated from home purchase contracts with customers, we believe the disaggregation of revenues as disclosed above and in Note 11 fairly depict how the nature, amount, timing and uncertainty of cash flows are affected by economic factors.

ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS

OVERVIEW

M/I Homes, Inc. and subsidiaries (the “Company” or “we”) is one of the nation’s leading builders of single-family homes having sold over 164,300 homes since commencing homebuilding activities in 1976. The Company’s homes are marketed and sold primarily under the M/I Homes brand. The Company has homebuilding operations in Columbus and Cincinnati, Ohio; Indianapolis, Indiana; Chicago, Illinois; Minneapolis/St. Paul, Minnesota; Detroit, Michigan; Ft. Myers/Naples, Tampa, Sarasota and Orlando, Florida; Austin, Dallas/Fort Worth, Houston and San Antonio, Texas; Charlotte and Raleigh, North Carolina; and Nashville, Tennessee.

Included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations are the following topics relevant to the Company’s performance and financial condition:

•Information Relating to Forward-Looking Statements;

•Application of Critical Accounting Estimates and Policies;

•Results of Operations;

•Discussion of Our Liquidity and Capital Resources; and

•Impact of Interest Rates and Inflation.

FORWARD-LOOKING STATEMENTS

Certain information included in this report or in other materials we have filed or will file with the Securities and Exchange Commission (the “SEC”) (as well as information included in oral statements or other written statements made or to be made by us) contains or may contain forward-looking statements, including, but not limited to, statements regarding our future financial performance and financial condition. Words such as “expects,” “anticipates,” “envisions,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements. Forward-looking statements involve a number of risks and uncertainties. Any forward-looking statements that we make herein and in future reports and statements are not guarantees of future performance, and actual results may differ materially from those in such forward-looking statements as a result of various risk factors, including, without limitation, factors relating to the economic environment, interest rates, availability of resources, competition, market concentration, land development activities, construction defects, product liability and warranty claims and various governmental rules and regulations including changes in trade policy affecting business such as new or increased tariffs, as well as the potential impact of retaliatory tariffs and other penalties. See “Item 1A. Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”), as the same may be updated from time to time in our subsequent filings with the SEC, for more information regarding those risk factors.

Any forward-looking statement speaks only as of the date made. Except as required by applicable law, we undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. However, any further disclosures made on related subjects in our subsequent reports on Forms 10-K, 10-Q and 8-K should be consulted. This discussion is provided as permitted by the Private Securities Litigation Reform Act of 1995, and all of our forward-looking statements are expressly qualified in their entirety by the cautionary statements contained or referenced in this section.

APPLICATION OF CRITICAL ACCOUNTING ESTIMATES AND POLICIES

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Management bases its estimates and assumptions on historical experience and various other factors that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. On an ongoing basis, management evaluates such estimates and assumptions and makes adjustments as deemed necessary. Actual results could differ from these estimates using different estimates and assumptions, or if conditions are significantly different in the future. See Note 1 (Summary of Significant Accounting Policies) to our consolidated financial statements included in our 2024 Form 10-K for additional information about our accounting policies.

We believe that there have been no significant changes to our critical accounting policies during the quarter ended June 30, 2025 as compared to those disclosed in Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our 2024 Form 10-K.

RESULTS OF OPERATIONS

Our reportable segments are: Northern homebuilding; Southern homebuilding; and financial services operations. The homebuilding operating segments that comprise each of our reportable segments are as follows:


Northern			Southern
Chicago, Illinois			Ft. Myers/Naples, Florida
Cincinnati, Ohio			Orlando, Florida
Columbus, Ohio			Sarasota, Florida
Indianapolis, Indiana			Tampa, Florida
Minneapolis/St. Paul, Minnesota			Austin, Texas
Detroit, Michigan			Dallas/Fort Worth, Texas
			Houston, Texas
			San Antonio, Texas
			Charlotte, North Carolina
			Raleigh, North Carolina
			Nashville, Tennessee

Overview

During the first half of 2025, housing market conditions continued to experience headwinds from challenging macroeconomic conditions, including elevated mortgage interest rates, higher lot costs, limited availability of affordable housing and general economic uncertainty. Due to these uncertainties, we have experienced a decline in buyer urgency despite an increase in traffic. To address affordability and spur demand, we offered various sales incentives and mortgage interest rate buydowns to homebuyers which negatively impacted our profitability despite achieving a second quarter record for homes delivered. Against this backdrop, our performance in the second quarter and the first half of 2025 fell short of the record levels achieved in 2024 but remained generally in line with our expectations. Our results during the second quarter and first half of 2025 in comparison to the second quarter and first half of 2024 were as follows:

•Revenue increased 5% to $1.16 billion (second quarter record) and decreased 1% to $2.14 billion, respectively

•Number of homes delivered increased 6% to 2,348 homes (second quarter record) and decreased 1% to 4,324 homes, respectively

•Income before income taxes decreased 18% to $160.1 million and decreased 18% to $306.2 million, respectively

•Gross margins decreased 320 basis points to 24.7% and decreased 230 basis points to 25.2%, respectively

•Net income decreased 17% to $121.2 million and decreased 18% to $232.5 million, respectively

•New contracts decreased 8% to 2,078 from 2,255 and decreased 9% to 4,370 from 4,802, respectively

•Shareholders’ equity of $3.1 billion (all time record), a 12% increase from a year ago, with book

value per common share increasing to a record high $117 per share

•Homebuilding debt to capital was 18% and 20%, respectively

In addition to the results described above, our financial services operations achieved a quarterly record for revenue and strong income before income taxes for the first half of 2025, benefiting from higher margins, improved capture rate and an increase in loans originated.

Our company-wide absorption pace of sales per community for the second quarter of 2025 declined to 3.0 per month compared to 3.5 per month for the prior year’s second quarter as a result of the macroeconomic conditions described above. We plan to open additional new communities during the remainder of 2025 and increase our average community count by about 5% from 2024.

Summary of Company Financial Results

Income before income taxes for the second quarter of 2025 decreased $34.0 million from $194.1 million in the second quarter of 2024 to $160.1 million in 2025. Net income was $121.2 million, or $4.42 per diluted share, in 2025's second quarter, compared to $146.7 million, or $5.12 per diluted share, in 2024's second quarter. Our effective tax rate was 24.3% in 2025’s second quarter compared to 24.4% in 2024. For the first half of 2025, income before income taxes decreased $68.2 million from $374.4 million in the first half of 2024 to $306.2 million in 2025. We achieved net income of $232.5 million, or $8.40 per diluted share, during the six months ended June 30, 2025 compared to net income of $284.8 million, or $9.90 per diluted share, in the six months ended June 30, 2024. Our effective tax rate was 24.1% in 2025's first half compared to 23.9% in the same period in 2024

During the quarter ended June 30, 2025, our total revenue was $1.16 billion, of which $1.13 billion was from homebuilding and $31.5 million was from our financial services operations. Revenue from homebuilding increased 5% in 2025's second quarter compared to the same period in 2024 driven primarily by a 6% increase in the number of homes delivered (124 units) offset in part by a 1% decrease in the average sales price of homes delivered ($3,000 per home delivered). Our revenue and average sales price reflect a $47.1 million reduction for incentives and closing costs in 2025’s second quarter compared to a $30.9 million reduction for incentives and closing costs in 2024’s second quarter. Revenue from our financial services segment increased 2% to $31.5 million in the second quarter of 2025 as a result of higher margins on loans sold, improved capture rate and an increase in loans originated during the period compared to the second quarter of 2024. For the first half of 2025, we recorded year-to-date total revenue of $2.14 billion, of which $2.06 billion was from homes delivered and $63.0 million was from our financial services operations. Revenue from homes delivered decreased 1% in the first half of 2025 compared to the same period in 2024 driven primarily by a 1% decrease in the number of homes delivered (58 units) partially offset by a slight increase in the average sales price of homes delivered ($1,000 per home delivered). Our revenue and average sales price reflect an $87.1 million reduction for incentives and closing costs in 2025’s first half compared to a $57.6 million reduction for incentives and closing costs in 2024’s first half. Revenue from our financial services segment increased 9% to $63.0 million in the first half of 2025 compared to the first half of 2024 as a result of an increase in the average loan amount, improved capture rate, higher margins on loans sold during the period and an increase in loans sold during the period.

Total gross margin (total revenue less total land and housing costs) decreased $22.7 million in the second quarter of 2025 compared to the second quarter of 2024 as a result of a $23.3 million decline in the gross margin of our homebuilding operations partially offset by a $0.7 million increase in the gross margin of our financial services operations. Our homebuilding gross margin percentage declined by 320 basis points to 22.6% in the second quarter of 2025 from 25.8% in the second quarter of 2025. The decline in gross margin dollars primarily resulted from the $16.7 million increase in lot costs and a $8.7 million increase in interest rate buydowns offered partially offset by a 6% increase in homes delivered in 2025 compared to 2024. Our homebuilding gross margin may fluctuate from quarter to quarter depending on the mix of communities delivering homes due to the variation in margin between different communities and incentives used to encourage demand due to market conditions. The gross margin of our financial services operations increased $0.7 million in the second quarter of 2025 compared to the second quarter of 2024 as a result of higher margins on loans sold, improved capture rate and an increase in the number of loan originations. Total gross margin decreased $53.2 million in the first half of 2025 compared to the same period in 2024 as a result of a $58.5 million decline in the gross margin of our homebuilding operations offset, in part, by a $5.3 million improvement in the gross margin of our financial services operations. This decrease in the gross margin of our homebuilding operations is primarily due to a 1% decrease in the number of homes delivered, a $33.6 million increase in lot costs and an $18.5 million increase in interest rate buydowns. The gross margin of our financial services operations increased $5.3 million in the first half of 2025 compared to the same period in 2024 as a result of higher margins on loans sold, an increased number of loans sold and an increase in the number of loan originations during the first half of 2025 compared to the first half of 2024.

We opened 50 new communities during the first half of 2025 and closed 36 communities. We sell a variety of home types in various communities and markets, each of which yields a different gross margin. The timing of the openings of new replacement communities as well as underlying lot costs varies from year to year. The mix of communities delivering homes may cause fluctuations in our new contracts, absorption pace and housing gross margin from year to year.

For the three months ended June 30, 2025, selling, general and administrative expense increased $8.4 million, and increased as a percentage of revenue from 11.0% in the second quarter of 2024 to 11.3% in the second quarter of 2025. Selling expense

increased $5.2 million from 2024's second quarter and increased as a percentage of revenue to 5.5% in 2025's second quarter from 5.3% for the same period in 2024. The dollar increase in selling expense related to a $4.2 million increase in sales and realtor commissions due to the increase in the homes delivered during the period compared to prior year and a $0.9 million increase in costs associated with our sales offices, including compensation-related expenses in the second quarter of 2025. General and administrative expense increased $3.3 million in the second quarter of 2025 compared to second quarter of 2024 and remained consistent as a percentage of revenue at 5.8% in both the second quarter of 2024 and the second quarter of 2025. The dollar increase in general and administrative expense was primarily due to a $1.3 million increase in compensation-related expenses, a $1.0 million increase in land related expenses, a $0.5 million increase in costs associated with information systems and a $0.5 million increase in miscellaneous expenses. For the six months ended June 30, 2025, selling, general and administrative expense increased $10.2 million, and increased as a percentage of revenue from 10.8% in the six months ended June 30, 2024 to 11.4% in the first six months of 2025. Selling expense increased $4.0 million from the first half of 2024 and increased as a percentage of revenue to 5.4% in 2025's first half from 5.2% for the same period in 2024. The dollar increase in selling expense in the second quarter of 2025 related to a $3.6 million increase in costs associated with our sales offices, including compensation-related and advertising expenses, and a $1.1 million increase in realtor commissions offset in part by a $0.7 million decrease in sales commissions. General and administrative expense increased $6.2 million compared to the first half of 2024 and increased as a percentage of revenue from 5.6% in the six months ended June 30, 2024 to 5.9% in the first six months of 2025. The increase in general and administrative expense was primarily due to a $3.5 million increase in compensation-related expenses due to higher average headcount and incentives, a $1.4 million increase in computer costs, a $1.2 million increase in land-related expenses, and a $0.1 million increase in various other expenses.

Outlook

The housing market continues to be challenged by persistent macroeconomic challenges including elevated mortgage interest rates, affordability concerns and general economic uncertainties such as tariffs, inflation, job security and recession concerns. Despite these headwinds, we remain optimistic about our business.

Although we do not believe that tariffs announced by the U.S. and other countries in the first quarter affected our costs during the first half of 2025, we continue to closely monitor the potential impacts of tariffs on our supply chain. In addition, we did not experience any labor disruptions related to immigration enforcement during the first half of 2025. We believe the long-term fundamentals of the housing market remain strong, supported by favorable demographic trends, increasing household formations, and a continued undersupply of both new and resale homes.

We anticipate that the softer market conditions in the housing market during the first half of 2025 will persist throughout the remainder of the year. We believe that these conditions have weighed on consumer confidence and extended the homebuying decision timeline compared to recent years. In response to these conditions, we are controlling overhead, managing land investments and development expenditures prudently, maintaining pricing discipline, and offering targeted incentives to support overall affordability to support demand, drive order activity, and reduce cancellations. However, the impact that current housing market conditions (including the macroeconomic challenges, tariffs and labor considerations discussed above) will ultimately have on our business remains uncertain and unpredictable. As such, past performance should not be viewed as a reliable indicator of future results in the current housing market environment.

Despite these challenges, we believe we are well-positioned to navigate this period of uncertainty. Our backlog remains healthy—though lower than the prior year—with an average sales price 4% higher than at the end of the first half of 2024. We also believe that our strong balance sheet and ample liquidity provide us with the flexibility to respond effectively to evolving market conditions. Nevertheless, we recognize that continued success will require agility, and we cannot guarantee that our strategic objectives will remain effective as housing market conditions evolve.

We expect to emphasize the following strategic business objectives throughout the remainder of 2025:

•Promote sales through interest rate buydowns and/or other incentives where necessary

•Manage our land spend and inventory levels

•Manage our construction cycle times

•Open new communities

•Manage overhead spend

•Maintain a strong balance sheet and liquidity levels

•Emphasize customer service, product quality and design, and premier locations

During the first six months of 2025, we invested $247.7 million in land acquisitions and $240.6 million in land development compared to $226.8 million and $263.9 million, respectively, during the first six months of 2024. We invested in more land acquisitions in the first half of 2025 compared to the first half of 2024 as a result of the land supply needs of our divisions. We continue to closely review our land acquisition and land development spending and monitor our ongoing pace of home sales and deliveries, and we will adjust our land and investment spend accordingly.

We ended the second quarter of 2025 with approximately 50,500 lots under control, which represents an approximately six-year supply of lots based on the past twelve months of homes delivered, including certain lots that we anticipate selling to third parties. This represents an 2% increase from our approximately 49,500 lots under control at the end of last year’s second quarter.

We opened 50 communities and closed 36 communities in the first half of 2025, ending the second quarter with 234 active communities, compared to 211 at the end of last year’s second quarter. Although the timing of opening new communities and closing existing communities is subject to substantial variation, we expect to grow our average community count by approximately 5% by the end of 2025.

The following table shows, by segment: revenue; cost of sales; selling, general and administrative expense; operating income; and interest (income) expense - net for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended June 30,				Six Months Ended June 30,
(In thousands)	2025		2024		2025		2024
Revenue:
Northern homebuilding	$	488,250	$	464,781	$	898,627	$	873,301
Southern homebuilding	642,892		614,238		1,177,088		1,225,459
Financial services (a)	31,450		30,762		62,970		57,724
Total revenue	$	1,162,592	$	1,109,781	$	2,138,685	$	2,156,484

Cost of Sales:
Northern homebuilding	$	376,979	$	357,830	$	696,438	$	677,541
Southern homebuilding	498,994		442,671		902,845		886,320
Financial services (a)	—		—		—		—
Total cost of sales	$	875,973	$	800,501	$	1,599,283	$	1,563,861

General and Administrative Expense:
Northern homebuilding	$	10,823	$	10,124	$	19,959	$	19,565
Southern homebuilding	21,004		18,061		39,812		35,631
Financial services (a)	13,908		12,879		26,661		24,654
Segment general and administrative expense	$	45,735	$	41,064	86,432		$	79,850
Corporate and unallocated general administrative expense	21,512		22,930		39,888		40,228
Total general and administrative expense	$	67,247	$	63,994	$	126,320	$	120,078

Selling Expense
Northern homebuilding	$	24,434	$	24,006	$	45,624	$	45,313
Southern homebuilding	38,594		33,756		69,700		65,915
Financial services (a)	—		—		—		—
Segment selling expense	$	63,028	$	57,762	$	115,324	$	111,228
Corporate and unallocated selling expense	627		733		1,117		1,207
Total selling expense:	$	63,655	$	58,495	$	116,441	$	112,435

Operating income:
Northern homebuilding	$	76,014	$	72,821	$	136,606	$	130,882
Southern homebuilding	84,300		119,750		164,731		237,593
Financial services (a)	17,542		17,883		36,309		33,070
Segment operating income	177,856		$	210,454	337,646		$	401,545
Corporate selling, general and administrative expense	(22,139)		(23,663)		(41,005)		(41,435)
Total operating income	$	155,717	$	186,791	$	296,641	$	360,110

Interest (income) expense - net:
Northern homebuilding	$	(24)	$	(56)	$	(46)	$	(136)
Southern homebuilding	(1)		—		(3)		(398)
Financial services (a)	3,066		3,483		5,727		6,358
Segment Interest (income) expense - net	3,041		$	3,427	5,678		$	5,824
Corporate Interest (income) expense - net	(7,418)		(10,775)		(15,252)		(20,092)
Total interest (income) expense - net	$	(4,377)	$	(7,348)	$	(9,574)	$	(14,268)



Other income	—		—		—		—

Income before income taxes	$	160,094	$	194,139	$	306,215	$	374,378

(a)Our financial services operational results should be viewed in connection with our homebuilding business as its operations originate loans and provide title services primarily for our homebuyers, with the exception of a small amount of mortgage refinancing.

The following tables show total assets by segment at June 30, 2025 and December 31, 2024:


	At June 30, 2025
(In thousands)	Northern		Southern			Financial Services		Segment Total		Corporate and unallocated		Total
Deposits on real estate under option or contract	$	14,023	$	62,748		$	—	$	76,771	$	—	$	76,771
Inventory (a)	1,085,181		2,124,654			—		3,209,835		—		3,209,835
Investments in joint venture arrangements	—		67,466			—		67,466		—		67,466
Other assets	46,032		151,613		(b)	377,271		574,916		811,051		1,385,967
Total assets	$	1,145,236	$	2,406,481		$	377,271	$	3,928,988	$	811,051	$	4,740,039


	At December 31, 2024
(In thousands)	Northern		Southern			Financial Services		Segment Total		Corporate and unallocated		Total
Deposits on real estate under option or contract	$	12,209	$	57,274		$	—	$	69,483	$	—	$	69,483
Inventory (a)	1,041,713		1,980,666			—		3,022,379		—		3,022,379
Investments in joint venture arrangements	—		65,334			—		65,334		—		65,334
Other assets	37,721		132,316		(b)	370,558		540,595		852,005		1,392,600
Total assets	$	1,091,643	$	2,235,590		$	370,558	$	3,697,791	$	852,005	$	4,549,796

(a)Inventory includes: single-family lots; land and land development costs; land held for sale; homes under construction; model homes and furnishings; community development district infrastructure; and consolidated inventory not owned.

(b)Includes development reimbursements from local municipalities.

Reportable Segments

The following table presents, by reportable segment, selected operating and financial information as of and for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in thousands)	2025		2024		2025		2024
Northern Region
Homes delivered	967		951		1,793		1,794
New contracts, net	873		1,002		1,938		2,164
Backlog at end of period	1,281		1,618		1,281		1,618
Average sales price of homes delivered	$	501	$	489	$	498	$	486
Average sales price of homes in backlog	$	563	$	527	$	563	$	527
Aggregate sales value of homes in backlog	$	720,914	$	852,472	$	720,914	$	852,472
Housing revenue	$	484,853	$	464,606	$	893,000	$	872,126
Land sale revenue	$	3,397	$	175	$	5,627	$	1,175
Operating income homes (a)	$	74,151	$	72,705	$	134,695	$	130,361
Operating income land	$	1,863	$	116	$	1,911	$	521
Number of average active communities	99		97		96		98
Number of active communities, end of period	99		92		99		92
Southern Region
Homes delivered	1,381		1,273		2,531		2,588
New contracts, net	1,205		1,253		2,432		2,638
Backlog at end of period	1,296		1,804		1,296		1,804
Average sales price of homes delivered	$	463	$	477	$	463	$	470
Average sales price of homes in backlog	$	543	$	538	$	543	$	538
Aggregate sales value of homes in backlog	$	704,225	$	970,214	$	704,225	$	970,214
Housing revenue	$	639,622	$	607,438	$	1,171,506	$	1,216,431
Land sale revenue	$	3,270	$	6,800	$	5,582	$	9,028
Operating income homes (a)	$	82,961	$	117,933	$	162,654	$	234,868
Operating income land	$	1,339	$	1,817	$	2,077	$	2,725
Number of average active communities	131		118		131		116
Number of active communities, end of period	135		119		135		119
Total Homebuilding Regions
Homes delivered	2,348		2,224		4,324		4,382
New contracts, net	2,078		2,255		4,370		4,802
Backlog at end of period	2,577		3,422		2,577		3,422
Average sales price of homes delivered	$	479	$	482	$	478	$	477
Average sales price of homes in backlog	$	553	$	533	$	553	$	533
Aggregate sales value of homes in backlog	$	1,425,138	$	1,822,686	$	1,425,138	$	1,822,686
Housing revenue	$	1,124,475	$	1,072,044	$	2,064,506	$	2,088,557
Land sale revenue	$	6,667	$	6,975	$	11,209	$	10,203
Operating income homes (a)	$	157,112	$	190,638	$	297,349	$	365,229
Operating income land	$	3,202	$	1,933	$	3,988	$	3,246
Number of average active communities	230		215		227		214
Number of active communities, end of period	234		211		234		211

(a)Includes the effect of total homebuilding selling, general and administrative expense for the region as disclosed in the first table set forth in this “Outlook” section.


	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in thousands)	2025		2024		2025		2024
Financial Services
Number of loans originated	1,865		1,618		3,395		3,174
Value of loans originated	$	750,692	$	639,155	$	1,371,660	$	1,240,101

Revenue	$	31,450	$	30,762	$	62,970	$	57,724
Less: Selling, general and administrative expenses	13,908		12,879		26,661		24,654
Less: Interest expense	3,066		3,483		5,727		6,358

Income before income taxes	$	14,476	$	14,400	$	30,582	$	26,712

A home is included in “new contracts” when our standard sales contract is executed. “Homes delivered” represents homes for which the closing of the sale has occurred. “Backlog” represents homes for which the standard sales contract has been executed, but which are not included in homes delivered because closings for these homes have not yet occurred as of the end of the period specified.

The composition of our homes delivered, new contracts, net and backlog is constantly changing and may be based on a dissimilar mix of communities between periods as new communities open and existing communities wind down. Further, home types and individual homes within a community can range significantly in price due to differing square footage, option selections, lot sizes and quality and location of lots. These variations may result in a lack of meaningful comparability between homes delivered, new contracts, net and backlog due to the changing mix of communities between periods.

Cancellation Rates

The following table sets forth the cancellation rates for each of our homebuilding segments for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Northern	10.7	%	9.3	%	9.1	%	8.2	%
Southern	14.0	%	10.2	%	12.9	%	9.7	%

Total cancellation rate	12.7	%	9.8	%	11.3	%	9.0	%

Seasonality

Typically, our homebuilding operations experience significant seasonality and quarter-to-quarter variability in homebuilding activity levels. In general, homes delivered increase in the second half of the year compared to the first half of the year. We believe that this seasonality reflects the tendency of homebuyers to shop for a new home in the spring with the goal of closing in the fall or winter, as well as the scheduling of construction to accommodate seasonal weather conditions. Our financial services operations also experience seasonality because loan originations correspond with the delivery of homes in our homebuilding operations.

Year Over Year Comparison

Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024

Northern Region. During the three months ended June 30, 2025, revenue in our Northern region increased $23.5 million, from $464.8 million in the second quarter of 2024 to $488.3 million in the second quarter of 2025. This increase in revenue was primarily the result of a 3% increase in the average sales price of homes being delivered and a 2% increase in number of homes delivered. Operating income in our Northern region increased $3.2 million from $72.8 million in the second quarter of 2024 to $76.0 million during the quarter ended June 30, 2025. This increase in operating income was the result of a $4.3 million improvement in our gross margin, offset in part by a $1.1 million increase in selling, general and administrative expense. Our gross margin improved $4.3 million to $111.3 million in the second quarter of 2025 from $107.0 million in the second quarter of 2024. Our gross margin percentage declined 20 basis points to 22.8% from 23.0% in the prior year’s second quarter primarily due to the $2.5 million increase in lot costs and $2.9 million increase in incentives offered on homes delivered compared to prior year.

Selling, general and administrative expense increased $1.1 million, from $34.1 million for the quarter ended June 30, 2024 to $35.2 million for the quarter ended June 30, 2025 and declined 10 basis points as a percentage of revenue to 7.2% in 2025's second quarter from 7.3% in 2024's second quarter. The increase in selling, general and administrative expense was attributable to a $0.7 million increase in general and administrative expense primarily related to land-related expenses and a $0.4 million increase in selling expense. The increase in selling expense was due to a $0.1 million increase in sales and realtor commissions produced by the higher number of homes delivered and a $0.3 million increase in costs associated with our sales offices, including compensation.

During the three months ended June 30, 2025, we experienced an 13% decrease in new contracts in our Northern region from 1,002 in the second quarter of 2024 to 873 in the second quarter of 2025. Homes in backlog decreased 21% from 1,618 homes at June 30, 2024 to 1,281 homes at June 30, 2025. The decreases in new contracts and backlog were primarily a result of weakened market demand compared to prior year. Average sales price in backlog increased approximately 7% to $563,000 at June 30, 2025 compared to $527,000 at June 30, 2024 primarily due to the mix of homes being sold. During the three months ended June 30, 2025, we opened 8 new communities in our Northern region compared to opening three during 2024's second

quarter. Our monthly absorption rate in our Northern region was 3.0 per community in the second quarter of 2025 compared to 3.5 in the second quarter of 2024 due to a decrease in new contracts.

Southern Region. During the three month period ended June 30, 2025, revenue in our Southern region increased $28.7 million, from $614.2 million in the second quarter of 2024 to $642.9 million in the second quarter of 2025. This 5% increase in revenue was the result of an 8% increase in the number of homes delivered (108 units) offset, in part by a 3% decrease in the average sales price of homes delivered (14,000 per home delivered). Operating income in our Southern region decreased $35.5 million from $119.8 million in the second quarter of 2024 to $84.3 million in the first quarter of 2025. This decrease in operating income was the result of a $27.7 million decline in our gross margin and a $7.8 million increase in selling, general, and administrative expense. Our gross margin declined $27.7 million, due primarily to the decrease in average sales price for homes delivered as a result of increased incentives offered partially offset by an increase in the number of homes delivered compared to prior year. Our gross margin percentage declined 550 basis points from 27.9% in prior year’s second quarter to 22.4% in the second quarter of 2025, primarily due to the mix of homes being delivered, $14.2 million increase in lot costs and $5.5 million increase in incentives offered on homes delivered.

Selling, general and administrative expense increased $7.8 million from $51.8 million in the second quarter of 2024 to $59.6 million in the second quarter of 2025 and increased 90 basis points as a percentage of revenue to 9.3% in the second quarter of 2025 from 8.4% in the second quarter of 2024. General and administrative expense increased $3.0 million due to a $1.0 million increase in compensation-related expenses, a $1.2 million increase in land-related expenses, and a $0.8 million increase in miscellaneous expenses. Selling expense increased $4.8 million due to a $4.1 million increase in realtor and sales commissions and a $0.7 million increase in costs related to our sales office, including compensation.

During the three months ended June 30, 2025, our new contracts decreased in our Southern region from 1,253 in the second quarter of 2024 to 1,205 in the second quarter of 2025, which was primarily due to weakened market demand. Homes in backlog decreased by 28% from 1,804 homes at June 30, 2024 to 1,296 homes at June 30, 2025, primarily as a result of weakened demand and a shift in demand to inventory homes which offer incentives compared to last year. Average sales price in backlog increased to $543,000 at June 30, 2025 from $538,000 at June 30, 2024 primarily due to the mix of homes being sold. During the three months ended June 30, 2025, we opened 15 new communities in our Southern region compared to opening 14 communities during 2024's second quarter. Our monthly absorption rate in our Southern region declined to 3.1 per community in the second quarter of 2025 compared to 3.5 per community in the second quarter of 2024 as a result of a decrease in new contracts.

Financial Services. Revenue from our mortgage and title operations increased 2% to $31.5 million (a second quarter record) in the second quarter of 2025 from $30.8 million in the second quarter of 2024 due to higher margins on loans sold and capture rate during the period compared to prior year’s second quarter, a 15% increase in the number of loan originations from 1,618 in 2024's second quarter to 1,865 in the second quarter of 2025, and an increase in the average loan amount from $395,000 in the quarter ended June 30, 2024 to $403,000 in the quarter ended June 30, 2025.

Our financial services segment experienced a $0.3 million decrease in operating income in the second quarter of 2025 compared to 2024's second quarter, which was primarily due to a $1.0 million increase in selling, general and administrative expense compared to the second quarter of 2024, which was primarily the result of an increase in compensation-related expenses offset in part by the increase in revenue.

At June 30, 2025, M/I Financial provided financing services in all of our markets. Approximately 92% of our homes delivered during the second quarter of 2025 were financed through M/I Financial, compared to approximately 87% in the second quarter of 2024. Capture rate is influenced by financing availability and competition in the mortgage market and can fluctuate from quarter to quarter.

Corporate Selling, General and Administrative Expense. Corporate selling, general and administrative expense decreased $1.6 million from $23.7 million for the second quarter of 2024 to $22.1 million for the second quarter of 2025. This decrease resulted from a $1.7 million decrease in compensation-related expenses offset in part by miscellaneous expenses.

Interest Income, net of Interest Expense. The Company earned $4.4 million of interest income - net for the three months ended June 30, 2025 compared to $7.3 million for the three months ended June 30, 2024. This decrease was primarily due to a lower average cash balance on hand compared to prior year.

Income Taxes. Our overall effective tax rate was 24.3% for the three months ended June 30, 2025 and 24.4% for the three months ended June 30, 2024.

Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024

Northern Region. During the first half of 2025, homebuilding revenue in our Northern region increased $25.3 million, from $873.3 million in the first six months of 2024 to $898.6 million in the first six months of 2025. This 3% increase in revenue was primarily the result of a $4.5 million increase in land sale revenue and an increase in the average sales price of homes delivered ($12,000 per home delivered). Operating income in our Northern region increased $5.7 million, from $130.9 million during the first half of 2024 to $136.6 million during the six months ended June 30, 2025. The increase in operating income was primarily the result of a $6.4 million increase in our gross margin offset partially by a $0.7 million increase in selling, general and administrative expense. Our gross margin improved $6.4 million, and our gross margin percentage improved 10 basis points from 22.4% in the first six months of 2024 to 22.5% for the same period in 2025, primarily due to the mix of homes being delivered and the increase in land sales offset, in part, by a $6.7 million increase in incentives offered and $4.9 million increase in lot costs.

Selling, general and administrative expense increased $0.7 million, from $64.9 million for the six months ended June 30, 2024 to $65.6 million for the six months ended June 30, 2025, and declined 10 basis points as a percentage of revenue to 7.3% in 2025's second quarter from 7.4% in 2024's second quarter. The increase in selling, general and administrative expense was attributable to a $0.4 million increase in selling expense, primarily attributable to a $1.1 million increase in costs associated with our sales offices and models offset in part by a $0.7 million decrease in sales and realtor commissions. The increase in selling, general and administrative expense was also attributable to a $0.3 million increase in general and administrative expense, which was primarily related to computer related expenses and other miscellaneous expenses.

During the six months ended June 30, 2025, we experienced a 10% decrease in new contracts in our Northern region, from 2,164 in the six months ended June 30, 2024 to 1,938 in the first half of 2025. Homes in backlog decreased 21% from 1,618 at June 30, 2024 to 1,281 homes at June 30, 2025. The decrease in new contracts and homes in backlog was primarily due to decline in buyer urgency. Average sales price in backlog increased to $563,000 at June 30, 2025 compared to $527,000 at June 30, 2024 primarily due to the mix of homes being sold. During the six months ended June 30, 2025, we opened 24 new communities in our Northern region compared to 10 new communities opened during the first half of 2024. Our monthly absorption rate in our Northern region declined to 3.4 per community in the six months ended June 30, 2025 from 3.7 per community in the same period in 2024 as a result of increased community count.

Southern Region. During the six months ended June 30, 2025, homebuilding revenue in our Southern region decreased $48.4 million from $1.23 billion in the first half of 2024 to $1.18 billion in the first half of 2025. This 4% decrease in homebuilding revenue was the result of a 2% decrease in the average sales price of homes delivered ($7,000 per home delivered) primarily due to the mix of homes delivered and a 2% decrease in the number of homes delivered (57 units). Operating income in our Southern region decreased 31% from $237.6 million in the first half of 2024 to $164.7 million during the six months ended June 30, 2025. This decrease in operating income was the result of a $64.9 million decline in our gross margin and a $8.0 million increase in selling, general, and administrative expense. Our gross margin percentage declined 440 basis points from 27.7% in the six months ended June 30, 2024 to 23.3% in the same period in 2025 primarily due to a decrease in the number of homes delivered that were impacted by a $28.7 million increase in lot costs and an $11.7 increase in incentives offered.

Selling, general and administrative expense increased $8.0 million from $101.6 million in the first half of 2024 to $109.6 million in the first half of 2025 and increased as a percentage of revenue to 9.3% compared to 8.3% in the first half of 2024. The increase in selling, general and administrative expense was also attributable to a $4.2 million increase in general and administrative expense, which was primarily related to a $1.3 million increase in compensation-related expenses due to our increased headcount, a $1.7 million increase in land-related expenses, and a $1.2 million increase in other miscellaneous expenses. The increase in selling, general and administrative expense was attributable to a $3.8 million increase in selling expense primarily due to a $2.1 million increase related to costs associated with our sales offices, including advertising and compensation and a $1.7 million increase in realtor commissions.

During the six months ended June 30, 2025, we experienced an 8% decrease in new contracts in our Southern region, from 2,638 in the six months ended June 30, 2024 to 2,432 in the first half of 2025 primarily due to weakened demand compared to prior year. Homes in backlog decreased 28% from 1,804 homes at June 30, 2024 to 1,296 homes at June 30, 2025 due primarily to improved construction cycle times allowing us to deliver homes in backlog at a faster rate compared to last year in addition to increased availability of inventory homes compared to prior year. Average sales price in backlog increased from $538,000 at June 30, 2024 to $543,000 at June 30, 2025 primarily due to the mix of homes delivered. During the six months ended June 30, 2025, we opened 26 communities in our Southern region, compared to opening 28 during the first half of 2024. Our monthly absorption rate in our Southern region declined to 3.1 per community in the first half of 2025 from 3.8 per community in the first half of 2024 as a result of increased community count.

Financial Services. Revenue from our mortgage and title operations increased 9% from $57.7 million in the first half of 2024 to $63.0 million in the first half of 2025 due to higher margins on loans sold during the period and improved capture rate compared to 2024's first half, proceeds from the sale of mortgage servicing rights, and a 7% increase in the number of loan originations from 3,174 in the first half of 2024 to 3,395 in the first half of 2025, and an increase in the average loan amount from $391,000 in the six months ended June 30, 2024 to $404,000 in the six months ended June 30, 2025.

Our financial services segment experienced a $3.2 million increase in operating income in the first half of 2025 compared to the same period in 2024, which was primarily due to the increase in revenue discussed above, partially offset by a $2.0 million increase in selling, general and administrative expense compared to the first half of 2024. The increase in selling, general and administrative expense was primarily attributable to a $1.6 million increase in compensation related expenses, a $0.3 million increase in indemnification reserves during the period, and a $0.1 million increase in other miscellaneous expenses.

At June 30, 2025, M/I Financial provided financing services in all of our markets. Approximately 92% of our homes delivered during the first half of 2025 were financed through M/I Financial, compared to 88% during the six months ended June 30, 2024. Capture rate is influenced by financing availability and can fluctuate from quarter to quarter.

Corporate Selling, General and Administrative Expense. Corporate selling, general and administrative expense decreased $0.4 million from $41.4 million for the six months ended June 30, 2024 to $41.0 million for the six months ended June 30, 2025, primarily due to a $1.7 million decrease in compensation-related expenses, a $0.1 million decrease in advertising expenses, offset in part by a $0.7 million increase in computer-related costs and a $0.7 million increase in miscellaneous expenses incurred during the period.

Interest Income, net of Interest Expense. The Company earned $9.6 million of interest income - net for the six months ended June 30, 2025 compared to $14.3 million for the six months ended June 30, 2024. This decrease was primarily due to a lower average cash balance on hand compared to prior year.

Income Taxes. Our overall effective tax rate was 24.1% for the six months ended June 30, 2025 and 23.9% for the six months ended June 30, 2024. The increase in the effective rate from the six months ended June 30, 2024 was primarily attributable to a $1.3 million decrease in tax benefit from equity compensation in 2025.

LIQUIDITY AND CAPITAL RESOURCES

Overview of Capital Resources and Liquidity.

At June 30, 2025, we had $800.4 million of cash, cash equivalents and restricted cash, with approximately $800.2 million of this amount comprised of unrestricted cash and cash equivalents, which represents a $21.3 million decrease in unrestricted cash and cash equivalents from December 31, 2024. This decrease in cash is primarily due to the decline in home deliveries and the timing of land spend compared to prior year partially offset by a larger beginning of year balance on hand. Our principal uses of cash for the six months ended June 30, 2025 were investment in land and land development, construction of homes, mortgage loan originations, investment in joint ventures, operating expenses, short-term working capital, debt service requirements, including the repayment of amounts outstanding under our credit facilities, and the repurchase of $100.2 million of our outstanding common shares under our share repurchase programs. In order to fund these uses of cash, we used proceeds from home deliveries, the sale of mortgage loans, the sale of mortgage servicing rights, excess cash balances, borrowings under our MIF Mortgage Repurchase Facility (as defined below), and other sources of liquidity.

The Company is a party to two primary credit agreements: (1) a $650 million unsecured revolving credit facility, dated July 18, 2013, as amended (the “Credit Facility”), with M/I Homes, Inc. as borrower and guaranteed by the Company’s wholly owned homebuilding subsidiaries; and (2) a $300 million mortgage repurchase agreement, dated October 24, 2023, as amended (the “MIF Mortgage Repurchase Facility”), with M/I Financial as borrower.

As of June 30, 2025, we had outstanding notes payable (consisting primarily of notes payable for our financial services operations, the 2030 Senior Notes and the 2028 Senior Notes) with varying maturities in an aggregate principal amount of $975.9 million, with $275.9 million payable within 12 months. Future interest payments associated with these notes payable totaled $118.9 million as of June 30, 2025, with $31.9 million payable within 12 months.

As of June 30, 2025, there were no borrowings outstanding and $88.5 million of letters of credit outstanding under our $650 million Credit Facility, leaving $561.5 million available. We expect to continue to manage our balance sheet and liquidity carefully during the remainder of 2025 by managing our spending on land acquisition and development and construction of inventory homes, as well as overhead expenditures, relative to our ongoing volume of home deliveries, and we expect to meet

our current and anticipated cash requirements in 2025 from cash receipts, excess cash balances and availability under our credit facilities.

During the first half of 2025, we delivered 4,324 homes, started 4,698 homes, ended the quarter with 5,062 homes under construction compared to 5,033 at the end of last year’s second quarter, and spent $247.7 million on land purchases and $240.6 million on land development.

We are actively acquiring and developing lots in our markets to replenish our lot supply and will continue to monitor market conditions and our pace of home sales and deliveries and adjust our land spending accordingly. Pursuant to our land option agreements, as of June 30, 2025, we had a total of 25,957 lots under contract, with an aggregate purchase price of approximately $1.56 billion, to be acquired during the remainder of 2025 through 2031.

Our off-balance sheet arrangements relating to our homebuilding operations include joint venture arrangements, land option agreements, guarantees and indemnifications associated with acquiring and developing land, and the issuance of letters of credit and completion bonds. We use these arrangements to secure the most desirable lots on which to build homes for our homebuyers in a manner that we believe reduces the overall risk to the Company.

Operating Cash Flow Activities. During the six-month period ended June 30, 2025, we generated $102.6 million of cash from operating activities, compared to generating $143.3 million of cash from operating activities during the first half of 2024. The cash provided by operating activities in the first half of 2025 was primarily a result of net income of $232.5 million, and an increase of $96.7 million in accounts payable, customer deposits and other liabilities, proceeds from the sale of mortgage loans which exceeded mortgage loan originations by $8.1 million, offset, in part, by a $183.6 million increase in inventory purchases, an increase in other assets of $22.0 million, and a decrease in accrued compensation totaling $35.8 million. The cash generated in operating activities during the first half of 2024 was primarily a result of net income of $284.8 million, and an increase of $86.6 million in accounts payable, customer deposits and other liabilities, offset, in part, by a $143.9 million increase in inventory purchases and payments for mortgage loan originations which exceeded the proceeds from the sale of mortgage loans by $54.4 million and a decrease in accrued compensation totaling $25.4 million.

Investing Cash Flow Activities. During the first half of 2025, we used $15.2 million of cash in investing activities, compared to using $27.5 million of cash in investing activities during the first half of 2024. The cash used in investing activities in the first half of 2025 was primarily a result of a $18.4 million increase in our investment in joint venture arrangements and a $3.9 million increase in property and equipment, offset, in part, by $7.1 million of proceeds from the sale of a portion of our mortgage servicing rights. The cash used in investing activities during the first half of 2024 was primarily a result of a $29.0 million increase in our investment in joint venture arrangements and a $5.8 million increase in property and equipment, offset, in part, by $7.2 million of proceeds from the sale of a portion of our mortgage servicing rights.

Financing Cash Flow Activities. During the six months ended June 30, 2025, we used $108.6 million of cash in financing activities, compared to using $11.1 million of cash in financing activities during the first six months of 2024. The cash used in financing activities in 2025 was primarily due to the repurchase of $100.2 million of our outstanding common shares during the first half of 2025, and repayments (net of borrowings) under our MIF Mortgage Repurchase Facility of $10.2 million offset partially by $1.9 million in proceeds from the exercise of stock options during the first half of 2025. The cash used by financing activities in 2024 was primarily due to the repurchase of $75.6 million of our outstanding common shares during the first half of 2024, offset partially by proceeds from borrowings (net of payments) under our MIF Mortgage Repurchase Facility of $56.9 million and $7.5 million in proceeds from the exercise of stock options during the first half of 2024.

On February 11, 2025, the Company announced that its Board of Directors authorized a new share repurchase program pursuant to which the Company was permitted to purchase up to $250 million of its outstanding common shares (the “2025 Share Repurchase Program”), which replaced the 2024 Share Repurchase Program. During the first half of 2025, the Company repurchased 0.9 million outstanding common shares for an aggregate purchase price of $100.2 million under the 2025 Share Repurchase Program which was funded with cash on hand. As of June 30, 2025, the Company is authorized to repurchase an additional $149.8 million of outstanding common shares under the 2025 Share Repurchase Program (see Note 12 to our financial statements for more information).

Based on current market conditions, expected capital needs and availability, and the current market price of the Company’s common shares, we expect to continue repurchasing common shares during the remainder of 2025. The timing and amount of any future purchases under the 2025 Share Repurchase Program will be based on a variety of factors, including the market price of the Company’s common shares, business considerations, general market and economic conditions and legal requirements.

At June 30, 2025 and December 31, 2024, our ratio of homebuilding debt to capital was 18% and 19%, calculated as the carrying value of our outstanding homebuilding debt (which consists of borrowings under our Credit Facility, our 2030 Senior Notes and our 2028 Senior Notes) divided by the sum of the carrying value of our outstanding homebuilding debt plus shareholders’ equity. We believe that this ratio provides useful information for understanding our financial position and the leverage employed in our operations, and for comparing us with other homebuilders.

We fund our operations with cash flows from operating activities, including proceeds from home deliveries, land sales and the sale of mortgage loans. We believe that these sources of cash, along with our balance of unrestricted cash and borrowings available under our credit facilities, will be sufficient to fund our currently anticipated working capital needs, investment in land and land development, construction of homes, operating expenses, planned capital spending, and debt service requirements for at least the next twelve months. In addition, we routinely monitor current and anticipated operational and debt service requirements, financial market conditions, and credit relationships, and we may choose to seek additional capital by issuing new debt and/or equity securities or engaging in other financial transactions to strengthen our liquidity or our long-term capital structure. The financing needs of our homebuilding and financial services operations depend on anticipated sales and home delivery volume in the current year as well as future years, inventory levels and related turnover, forecasted land and lot purchases, debt maturity dates, and other factors. If we seek such additional capital or engage in such other financial transactions, there can be no assurance that we would be able to obtain such additional capital or consummate such other financial transactions on terms acceptable to us, if at all, and such additional equity or debt financing or other financial transactions could dilute the interests of our existing shareholders, add operational limitations and/or increase our interest costs.

Included in the table below is a summary of our available sources of cash from the Credit Facility and the MIF Mortgage Repurchase Facility as of June 30, 2025:


(In thousands)	Expiration Date	Outstanding Balance		Available Amount
Notes payable – homebuilding (a)	(a)	$	—	$	561,522
Notes payable – financial services (b)	(b)	$	275,926	$	66

(a)The available amount under the Credit Facility is computed in accordance with the borrowing base calculation under the Credit Facility, which applies various advance rates for different categories of inventory and totaled $2.35 billion of availability for additional senior debt at June 30, 2025. As a result, the full $650 million commitment amount of the facility was available, less any borrowings and letters of credit outstanding. There were no borrowings outstanding and $88.5 million of letters of credit outstanding at June 30, 2025, leaving $561.5 million available. The Credit Facility has an expiration date of December 9, 2026.

(b)The available amount is computed in accordance with the borrowing base calculations under the MIF Mortgage Repurchase Facility, which may be increased by pledging additional mortgage collateral, not to exceed the maximum aggregate commitment amount of M/I Financial's repurchase agreement as of June 30, 2025, which was $300 million. The MIF Mortgage Repurchase Facility has an expiration date of October 21, 2025.

Notes Payable - Homebuilding.

Homebuilding Credit Facility. The Credit Facility provides for an aggregate commitment amount of $650 million and also includes an accordion feature pursuant to which the maximum borrowing availability may be increased to an aggregate of $800 million, subject to obtaining additional commitments from lenders. The Credit Facility matures on December 9, 2026. Interest on amounts borrowed under the Credit Facility is payable at multiple interest rate options, including one, three, or six month adjusted term secured overnight financing rate (“SOFR”) (subject to a floor of 0.25%) plus a margin of 175 basis points (subject to adjustment in subsequent quarterly periods based on the Company’s leverage ratio).

Borrowings under the Credit Facility constitute senior, unsecured indebtedness and availability is subject to, among other things, a borrowing base calculated using various advance rates for different categories of inventory. The Credit Facility also provides for a $250 million sub-facility for letters of credit. The Credit Facility contains various representations, warranties and covenants which require, among other things, that the Company maintain (1) a minimum level of Consolidated Tangible Net Worth of $1.90 billion at June 30, 2025 (subject to increase over time based on earnings and proceeds from equity offerings), (2) a leverage ratio not in excess of 60%, and (3) either a minimum Interest Coverage Ratio of 1.5 to 1.0 or a minimum amount of available liquidity. In addition, the Credit Facility contains covenants that limit the Company’s number of unsold housing units and model homes, as well as the amount of Investments in Unrestricted Subsidiaries and Joint Ventures (each as defined in the Credit Facility).

subject to limitations on the aggregate amount invested in such Unrestricted Subsidiaries. The guarantors for the Credit Facility are the same subsidiaries that guarantee our 2030 Senior Notes and our 2028 Senior Notes.

As of June 30, 2025, the Company was in compliance with all covenants of the Credit Facility, including financial covenants. The following table summarizes the most significant restrictive covenant thresholds under the Credit Facility and our compliance with such covenants as of June 30, 2025:


Financial Covenant		Covenant Requirement		Actual
		(Dollars in millions)
Consolidated Tangible Net Worth	≥	$	1,901.2	$	2,989.5
Leverage Ratio	≤	0.60		—
Interest Coverage Ratio	≥	1.5 to 1.0		21.73 to 1.0
Investments in Unrestricted Subsidiaries and Joint Ventures	≤	$	896.8	$	8.8
Unsold Housing Units and Model Homes	≤	3,149		1,922

Notes Payable - Financial Services.

MIF Mortgage Repurchase Facility. The MIF Mortgage Repurchase Facility is used to finance eligible residential mortgage loans originated by M/I Financial. The MIF Mortgage Repurchase Facility provides for a maximum borrowing availability of $300 million and expires October 21, 2025.

M/I Financial pays interest on each advance under the MIF Mortgage Repurchase Facility at a per annum rate based on Daily Adjusting One-Month Term SOFR plus a margin as defined in the repurchase agreement. The MIF Mortgage Repurchase Facility provides for limits with respect to certain loan types that can secure outstanding borrowings. The MIF Mortgage Repurchase Facility also contains certain financial covenants each of which is defined in the repurchase agreement. There are no guarantors of the MIF Mortgage Repurchase Facility.

As is typical for similar credit facilities in the mortgage origination industry, at closing, the expiration of the MIF Mortgage Repurchase Facility was set at approximately one year and is under consideration for extension annually by the participating lenders. We expect to extend the MIF Mortgage Repurchase Facility on or prior to the current expiration date of October 21, 2025, but we cannot provide any assurance that we will be able to obtain such an extension.

As of June 30, 2025, there was approximately $276 million outstanding under the MIF Mortgage Repurchase Facility and M/I Financial was in compliance with all covenants thereunder. The financial covenants, as more fully described and defined in the MIF Mortgage Repurchase Facility, are summarized in the following table, which also sets forth M/I Financial’s compliance with such covenants as of June 30, 2025:


Financial Covenant		Covenant Requirement		Actual
		(Dollars in millions)
Leverage Ratio	≤	12.0 to 1.0		7.26 to 1.0
Liquidity	≥	$	10.0	$	58.5
Adjusted Net Income	>	$	0.0	$	29.2
Tangible Net Worth	≥	$	25.0	$	43.5

Senior Notes.

3.95% Senior Notes. On August 23, 2021, the Company issued $300 million aggregate principal amount of 3.95% Senior Notes due 2030. The 2030 Senior Notes contain certain covenants, as more fully described and defined in the indenture governing the 2030 Senior Notes, which limit the ability of the Company and the restricted subsidiaries to, among other things: incur certain liens securing indebtedness without equally and ratably securing the 2030 Senior Notes and the guarantees thereof; enter into certain sale and leaseback transactions; and consolidate or merge with or into other companies, liquidate or sell or otherwise dispose of all or substantially all of the Company’s assets. These covenants are subject to a number of exceptions and qualifications as described in the indenture governing the 2030 Senior Notes. As of June 30, 2025, the Company was in compliance with all terms, conditions, and covenants under the indenture.

4.95% Senior Notes. On January 22, 2020, the Company issued $400 million aggregate principal amount of 4.95% Senior Notes due 2028. The 2028 Senior Notes contain certain covenants, as more fully described and defined in the indenture governing the 2028 Senior Notes, which limit the ability of the Company and the restricted subsidiaries to, among other things: incur additional indebtedness; make certain payments, including dividends, or repurchase any shares, in an aggregate amount exceeding our “restricted payments basket”; make certain investments; and create or incur certain liens, consolidate or merge with or into other companies, or liquidate or sell or transfer all or substantially all of our assets. These covenants are subject to a number of exceptions and qualifications as described in the indenture governing the 2028 Senior Notes. As of June 30, 2025, the Company was in compliance with all terms, conditions, and covenants under the indenture.

See Note 8 to our financial statements for more information regarding the 2030 Senior Notes and the 2028 Senior Notes.

Supplemental Financial Information.

As of June 30, 2025, M/I Homes, Inc. had $300 million aggregate principal amount of its 2030 Senior Notes and $400 million aggregate principal amount of its 2028 Senior Notes outstanding.

The 2030 Senior Notes and the 2028 Senior Notes are fully and unconditionally guaranteed, on a joint and several basis, by all of M/I Homes, Inc.’s subsidiaries (the “Subsidiary Guarantors”) with the exception of subsidiaries that are primarily engaged in the business of mortgage financing, title insurance or similar financial businesses relating to the homebuilding and home sales business, certain subsidiaries that are not 100%-owned by M/I Homes, Inc. or another subsidiary, and other subsidiaries designated as Unrestricted Subsidiaries (as defined in the indentures governing the 2030 Senior Notes and the 2028 Senior Notes), subject to limitations on the aggregate amount invested in such Unrestricted Subsidiaries in accordance with the terms of the Credit Facility and the indentures governing the 2030 Senior Notes and the 2028 Senior Notes (the “Non-Guarantor Subsidiaries”). The Subsidiary Guarantors of the 2030 Senior Notes, the 2028 Senior Notes and the Credit Facility are the same.

Each Subsidiary Guarantor is a direct or indirect 100%-owned subsidiary of M/I Homes, Inc. The guarantees are senior unsecured obligations of each Subsidiary Guarantor and rank equally in right of payment with all existing and future unsecured senior indebtedness of such Subsidiary Guarantor. The guarantees are effectively subordinated to any existing and future secured indebtedness of such Subsidiary Guarantor with respect to any assets comprising security or collateral for such indebtedness.

The guarantees are “full and unconditional,” as those terms are used in Regulation S-X, Rule 3-10(b)(3), except that the indentures governing the 2030 Senior Notes and the 2028 Senior Notes provide that a Subsidiary Guarantor’s guarantee will be released if: (1) all of the assets of such Subsidiary Guarantor have been sold or otherwise disposed of in a transaction in compliance with the terms of the applicable indenture; (2) all of the Equity Interests (as defined in the applicable indenture) held by M/I Homes, Inc. and the Restricted Subsidiaries (as defined in the applicable Indenture) of such Subsidiary Guarantor have been sold or otherwise disposed of to any person other than M/I Homes, Inc. or a Restricted Subsidiary in a transaction in compliance with the terms of the applicable indenture; (3) the Subsidiary Guarantor is designated an Unrestricted Subsidiary (or otherwise ceases to be a Restricted Subsidiary (including by way of liquidation or merger)) in compliance with the terms of the applicable indenture; (4) M/I Homes, Inc. exercises its legal defeasance option or covenant defeasance option under the applicable indenture; or (5) all obligations under the applicable indenture are discharged in accordance with the terms of the applicable indenture.

The enforceability of the obligations of the Subsidiary Guarantors under their guarantees may be subject to review under applicable federal or state laws relating to fraudulent conveyance or transfer, voidable preference and similar laws affecting the rights of creditors generally. In certain circumstances, a court could void the guarantees, subordinate amounts owing under the guarantees or order other relief detrimental to the holders of the 2030 Senior Notes and the 2028 Senior Notes.

The following tables present summarized financial information on a combined basis for M/I Homes, Inc. and the Subsidiary Guarantors. Transactions between M/I Homes, Inc. and the Subsidiary Guarantors have been eliminated and the summarized financial information does not reflect M/I Homes, Inc.’s or the Subsidiary Guarantors’ investment in, and equity in earnings from, the Non-Guarantor Subsidiaries.

Summarized Balance Sheet Data


(In thousands)	As of June 30, 2025		As of December 31, 2024
Assets:
Cash	$	735,525	$	761,412
Investment in joint venture arrangements	$	59,056	$	59,295
Amounts due from Non-Guarantor Subsidiaries	$	21,631	$	13,157
Total assets	$	4,352,159	$	4,169,946

Liabilities and Shareholders’ Equity:

Total liabilities	$	1,326,831	$	1,284,004
Shareholders’ equity	$	3,025,328	$	2,885,942

Summarized Statement of Income Data


	Six Months Ended
(In thousands)	June 30, 2025
Revenues	$	2,075,715
Land and housing costs	$	1,599,283
Selling, general and administrative expense	$	215,207
Income before income taxes	$	276,525
Net income	$	208,756

Weighted Average Borrowings. For the three months ended June 30, 2025 and 2024, our weighted average borrowings outstanding were $722.7 million and $718.7 million, respectively, with a weighted average interest rate of 5.29% and 5.33% for the three months ended June 30, 2025 and 2024, respectively. The increase in our weighted average borrowings related to increased average borrowings under the MIF Mortgage Repurchase Facility during the second quarter of 2025 compared to the same period in 2024.

At both June 30, 2025 and December 31, 2024, we had no borrowings outstanding under the Credit Facility. To the extent we elect to borrow under the Credit Facility during the remainder of 2025, the actual amount borrowed and the related timing will be subject to numerous factors, which are subject to significant variation as a result of the timing and amount of land and house construction expenditures, payroll and other general and administrative expenses, and cash receipts from home deliveries. The amount borrowed will also be impacted by other cash receipts and payments, any capital markets transactions or other additional financings by the Company, any repayments or redemptions of outstanding debt, any additional share repurchases under the 2025 Share Repurchase Program and any other extraordinary events or transactions. The Company may also experience significant variation in cash and Credit Facility balances from week to week due to the timing of such receipts and payments.

There were $88.5 million of letters of credit issued and outstanding under the Credit Facility at June 30, 2025. During the six months ended June 30, 2025, the average daily amount of letters of credit outstanding under the Credit Facility was $75.7 million and the maximum amount of letters of credit outstanding under the Credit Facility was $88.5 million.

At June 30, 2025, M/I Financial had approximately $275.9 million outstanding under the MIF Mortgage Repurchase Facility. During the six months ended June 30, 2025, the average daily amount outstanding under the MIF Mortgage Repurchase Facility was $22.7 million and the maximum amount outstanding was $286.2 million, which occurred during January.

Universal Shelf Registration. In June 2022, the Company filed a universal shelf registration statement with the SEC, which registration statement became effective upon filing and expired in June 2025.

INTEREST RATES AND INFLATION

Our business is significantly affected by general economic conditions within the United States and, particularly, by the impacts of interest rates and inflation. These macroeconomic trends have pressured housing affordability, negatively impacted homebuyer sentiment and impacted the costs of financing land development activities and housing construction.

The annual rate of inflation in the United States was 2.7% in June 2025, as measured by the Consumer Price Index, up slightly from prior quarter, and down from 3.0% in June 2024. As the rate of inflation has declined from 2022’s historic levels, our costs have remained stable. However, continued increases in inflation rates could impact our costs, potentially reduce our gross margins, reduce the purchasing power of potential homebuyers, and negatively impact their ability and desire to buy a home.

Elevated mortgage interest rates have also made it more difficult for homebuyers to qualify for mortgages or obtain mortgages at interest rates that are acceptable to them. Mortgage interest rates continue to hover between 6% and 7%, which is comparable with prior year. We plan to continue to address these elevated rates in 2025 by offering interest rate buydowns to potential homebuyers. We believe that offering mortgage interest rate buydown incentives may cause otherwise hesitant potential homebuyers to decide to enter the homebuying market due to the improved affordability of obtaining a mortgage, and we believe we are well prepared to address increased demand in our markets with our current land position and open communities. However, offering sales incentives, such as interest rate buydowns, may reduce our margins further in 2025 compared to 2024.

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our primary market risk results from fluctuations in interest rates. We are exposed to interest rate risk through borrowings under our revolving credit facilities, consisting of the Credit Facility and the MIF Mortgage Repurchase Facility, which permitted borrowings of up to $950 million as of June 30, 2025, subject to availability constraints. Additionally, M/I Financial is exposed to interest rate risk associated with its mortgage loan origination services.

Interest Rate Lock Commitments: Interest rate lock commitments (“IRLCs”) are extended to certain homebuying customers who have applied for a mortgage loan and meet certain defined credit and underwriting criteria. Typically, the IRLCs will have a duration of less than six months; however, in certain markets, the duration could extend to twelve months.

Some IRLCs are committed to a specific third party investor through the use of whole loan delivery commitments matching the exact terms of the IRLC loan. Uncommitted IRLCs are considered derivative instruments and are fair value adjusted, with the resulting gain or loss recorded in current earnings.

Forward Sales of Mortgage-Backed Securities: Forward sales of mortgage-backed securities (“FMBSs”) are used to protect uncommitted IRLC loans against the risk of changes in interest rates between the lock date and the funding date. FMBSs related to uncommitted IRLCs are classified and accounted for as non-designated derivative instruments and are recorded at fair value, with gains and losses recorded in current earnings.

Mortgage Loans Held for Sale: Mortgage loans held for sale consist primarily of single-family residential loans collateralized by the underlying property. During the period between when a loan is closed and when it is sold to an investor, the interest rate risk is covered through the use of a whole loan contract or by FMBSs. The FMBSs are classified and accounted for as non-designated derivative instruments, with gains and losses recorded in current earnings.

The table below shows the notional amounts of our financial instruments at June 30, 2025 and December 31, 2024:


	June 30,		December 31,
Description of Financial Instrument (in thousands)	2025		2024
Whole loan contracts and related committed IRLCs	$	1,012	$	—
Uncommitted IRLCs	317,593		215,696
FMBSs related to uncommitted IRLCs	372,000		228,000
Whole loan contracts and related mortgage loans held for sale	16,841		17,667
FMBSs related to mortgage loans held for sale	258,000		252,000
Mortgage loans held for sale covered by FMBSs	267,599		276,140

The table below shows the measurement of assets and liabilities at June 30, 2025 and December 31, 2024:


	June 30,		December 31,
Description of Financial Instrument (in thousands)	2025		2024
Mortgage loans held for sale	$	280,867	$	283,540
Forward sales of mortgage-backed securities	(6,198)		2,946
Interest rate lock commitments	6,176		532
Whole loan contracts	(1,242)		(864)
Total	$	279,603	$	286,154

The following table sets forth the amount of (loss) gain recognized on assets and liabilities for the three and six months ended June 30, 2025 and 2024:


	Three Months Ended June 30,				Six Months Ended June 30,
Description (in thousands)	2025		2024		2025		2024
Mortgage loans held for sale	$	5,544	$	(623)	$	5,452	$	(3,471)
Forward sales of mortgage-backed securities	(3,701)		1,647		(9,144)		8,888
Interest rate lock commitments	1,404		(1,322)		4,621		(2,179)
Whole loan contracts	1,235		843		644		(49)
Total gain (loss) recognized	$	4,482	$	545	$	1,573	$	3,189

The following table provides the expected future cash flows and current fair values of borrowings under our credit facilities and mortgage loan origination services that are subject to market risk as interest rates fluctuate, as of June 30, 2025. Because the MIF Mortgage Repurchase Facility is effectively secured by certain mortgage loans held for sale which are typically sold within 30 to 45 days, their outstanding balances are included in the most current period presented. The interest rates for our variable rate debt represent the weighted average interest rates in effect at June 30, 2025. For fixed-rate debt, changes in interest rates generally affect the fair market value of the debt instrument, but not our earnings or cash flow. Conversely, for variable rate debt, changes in interest rates generally do not affect the fair market value of the debt instrument, but do affect our earnings and cash flow. We do not have the obligation to prepay fixed-rate debt prior to maturity, and, as a result, interest rate risk and changes in fair market value should not have a significant impact on our fixed-rate debt until we are required or elect to refinance it.


	Expected Cash Flows by Period															Fair Value
(Dollars in thousands)	2025			2026	2027	2028			2029	Thereafter			Total			6/30/2025
ASSETS:
Mortgage loans held for sale:
Fixed rate	$	288,937		—	—	—			—	—			$	288,937		$	280,867
Weighted average interest rate	5.83		%	—	—	—			—	—			5.83		%



LIABILITIES:
Long-term debt — fixed rate	—			—	—	$	400,000		—	$	300,000		$	700,000		$	677,000
Weighted average interest rate	—			—	—	2.83		%	—	1.69		%	4.52		%
Short-term debt — variable rate	$	275,926		—	—	—			—	—			$	275,926		$	275,926
Weighted average interest rate	6.17		%	—	—	—			—	—			6.17		%

ITEM 4: CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

An evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended) was performed by the Company’s management, with the participation of the Company’s principal executive officer and principal financial officer. Based on that evaluation, the Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended June 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Part II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company’s legal proceedings are discussed in Note 6 to the Company’s Consolidated Financial Statements.

Item 1A. Risk Factors

Our business is subject to a variety of risks and uncertainties. These risks are described elsewhere in this Quarterly Report on Form 10-Q, including in Management’s Discussion and Analysis of Financial Condition and Results of Operations above, or in our other filings with the SEC, including Part I, Item 1A of our 2024 Form 10-K. There have been no material changes to the risk factors disclosed our 2024 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

(a) Recent Sales of Unregistered Securities - None.

(b) Use of Proceeds - Not Applicable.

Common shares purchased during the three months ended June 30, 2025 were as follows:


Period	Total Number of Shares Purchased	Average Price Paid per Common Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)	Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs(1)


April 1, 2025 - April 30, 2025	40,000	$	105.17	40,000	$	195,738,273
May 1, 2025 - May 31, 2025	420,000	$	109.37	420,000	$	149,801,549
June 1, 2025 - June 30, 2025	—	$	—	—	$	149,801,549

Quarter ended June 30, 2025	460,000	$	109.01	460,000	$	149,801,549

(1) On February 11, 2025, the Company announced that its Board of Directors authorized the 2025 Share Repurchase Program, which replaced the 2024 Share Repurchase Program which had $106.7 million of remaining availability at the time. Under the 2025 Share Repurchase Program, the Company may purchase up to $250 million of its outstanding common shares through open market transactions, privately negotiated transactions or otherwise in accordance with all applicable laws, including pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. The 2025 Share Repurchase Program does not have an expiration date and may be modified, suspended or discontinued at any time. See Note 12 to our Condensed Consolidated Financial Statements for additional information.

See Note 8 to our Condensed Consolidated Financial Statements above for more information regarding the limit imposed by the indenture governing our 2028 Senior Notes on our ability to pay dividends on, and repurchase, our common shares and any preferred shares of the Company then outstanding to the amount of the positive balance in our “restricted payments basket,” as defined in the indenture.

The timing, amount and other terms and conditions of any future repurchases under the 2025 Share Repurchase Program will be determined by the Company’s management at its discretion based on a variety of factors, including the market price of the

Company’s common shares, business considerations, general market and economic conditions and legal requirements. See Note 12 to the Condensed Consolidated Financial Statements and the “Liquidity and Capital Resources” section above for more information regarding the 2025 Share Repurchase Program.

Item 3. Defaults Upon Senior Securities - None.

Item 4. Mine Safety Disclosures - None.

Item 5. Other Information - During the three months ended June 30, 2025, no director or officer of the Company adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as such terms are defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

The exhibits required to be filed herewith are set forth below.


Exhibit Number						Description

10.1						Amendment N o. 3 to Master Repurchase Agreement between M/I Fin ancial , LLC and JPMo rgan Chase Bank, National A ssociation , dated July 1, 2025 (Filed herewith.)



22						List of Subsidiary Guarantors. (Filed herewith.)





31.1						Certification by Robert H. Schottenstein, Chief Executive Officer, pursuant to Item 601 of Regulation S-K as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

31.2						Certification by Phillip G. Creek, Chief Financial Officer, pursuant to Item 601 of Regulation S-K as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

32.1						Certification by Robert H. Schottenstein, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

32.2						Certification by Phillip G. Creek, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Filed herewith.)

101.INS						XBRL Instance Document. (Furnished herewith.)

101.SCH						XBRL Taxonomy Extension Schema Document. (Furnished herewith.)

101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document. (Furnished herewith.)

101.LAB						XBRL Taxonomy Extension Label Linkbase Document. (Furnished herewith.)

101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document. (Furnished herewith.)

101.DEF						XBRL Taxonomy Extension Definition Linkbase Document. (Furnished herewith.)

104						Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

SIGNATURES

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

M/I Homes, Inc.

(Registrant)

Date:

July 25, 2025

By:

/s/ Robert H. Schottenstein

Robert H. Schottenstein

Chairman, Chief Executive Officer and President

(Principal Executive Officer)

Date:

July 25, 2025

By:

/s/ Ann Marie W. Hunker

Ann Marie W. Hunker

Vice President, Chief Accounting Officer and Controller

(Principal Accounting Officer)

M/I HOMES, INC. 10-Q