PULTEGROUP INC/MI/ 8-K

What Happened

• On February 20, 2026, PulteGroup, Inc. completed an underwritten public offering of $800.0 million aggregate principal amount of senior unsecured notes: $400.0 million of 4.250% Senior Notes due March 1, 2031 (2031 Notes) and $400.0 million of 4.900% Senior Notes due March 1, 2036 (2036 Notes).
• The Notes were issued under the Indenture dated February 5, 2026 and a First Supplemental Indenture dated February 20, 2026, with U.S. Bank Trust Company, N.A. as trustee. The Notes are irrevocably and unconditionally guaranteed on a senior basis by the Company’s direct and indirect wholly‑owned U.S. subsidiaries that guarantee the Company’s existing senior unsecured revolving credit facility.

Key Details

• Total size: $800.0 million (two series of $400.0M each).
• Interest rates and maturities: 4.250% due March 1, 2031; 4.900% due March 1, 2036. Interest payable semiannually March 1 and September 1, starting September 1, 2026.
• Redemption: Make‑whole redemption prior to Par Call Dates (Feb 1, 2031 for the 2031 Notes; Dec 1, 2035 for the 2036 Notes); callable at 100% of principal on or after each Par Call Date. Change‑of‑control repurchase price: 101% of principal plus accrued interest.
• Covenants: customary limitations on incurrence of secured indebtedness (unless equally secured), certain sale‑leaseback transactions, and mergers/sales of substantially all assets. Legal opinions from Sidley Austin LLP and the company’s GC were filed as exhibits.

Why It Matters

• This transaction increases PulteGroup’s outstanding senior unsecured debt by $800M and creates fixed-rate interest obligations that will affect future interest expense and cash flows.
• The guarantees by U.S. subsidiaries and the notes’ equal ranking with other senior unsecured indebtedness are important for creditor priority and recovery considerations.
• Investors should note the multi‑year maturities (2031 and 2036), redemption mechanics, and covenant limits that could influence the company’s capital structure and refinancing flexibility. Review the Indenture and Supplemental Indenture (filed as exhibits) for the full terms.