Taylor Morrison Home Corp·4

Jul 27, 4:15 PM ET

Palmer Sheryl 4

4 · Taylor Morrison Home Corp · Filed Jul 27, 2026

Research Summary

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Taylor Morrison (TMHC) CEO Sheryl Palmer Sells Shares in Merger

What Happened

  • Sheryl Palmer, Chairman, President & CEO of Taylor Morrison (TMHC), reported dispositions of a total of 1,257,403 shares on July 24, 2026 under the company’s merger with Berkshire Hathaway. Each issued share converted into the right to receive $72.50 per share under the merger, producing roughly $91.16 million of merger consideration in aggregate. Several items reported were restricted stock units (RSUs) and option-related amounts that were cancelled and converted into cash per the merger terms; some cash payments are deferred (see details below).

Key Details

  • Transaction date: July 24, 2026; Form 4 filed July 27, 2026 (filed within the typical reporting window).
  • Price / consideration: $72.50 per share under the merger agreement.
  • Shares disposed: 1,257,403 total (sum of all listed dispositions).
  • Approx. aggregate consideration: $91.16 million (1,257,403 × $72.50). Some amounts reported separately in the filing show immediate cash paid for certain share groups ($41.80M) and other items listed as N/A where cash treatment depended on RSU/option conversion details.
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Footnotes / notable items:
    • F1: Berkshire Hathaway acquired Taylor Morrison on July 24, 2026; each outstanding common share (other than excluded shares) converted into $72.50 cash.
    • F2/F3: Reported RSUs were vested, cancelled and converted into cash equal to the number of shares × $72.50; 50% of RSU cash is payable at or shortly after the Effective Time and 50% payable on Jan 31, 2027 (generally subject to continued employment).
    • F4: Options were vested, cancelled and converted into cash equal to the in‑the‑money amount (shares × (merger price − exercise price)).
    • F5/F6: Some holdings reported were held in trusts (The Palmer Family Delaware Dynasty Trust; Sheryl D. Palmer Trust).
  • Transaction type: Disposition to issuer (conversion to merger consideration), not an open‑market sale.

Context

  • These dispositions reflect the automatic conversion of shares, RSUs and vested options into merger consideration under the Berkshire Hathaway acquisition—not individual open‑market sales. RSU cash may be split between immediate and deferred payments; option-related cash equals the excess of merger price over exercise price. This filing documents the mechanics of the merger payout rather than a trading decision by the insider.

Insider Transaction Report

Form 4Exit
Period: 2026-07-24
Palmer Sheryl
DirectorChairman, President and CEO
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-07-24$72.50/sh267,944$19,425,9400 total
  • Disposition to Issuer

    Common Stock

    [F1][F5]
    2026-07-24$72.50/sh180,801$13,108,0730 total(indirect: By Trust)
  • Disposition to Issuer

    Common Stock

    [F1][F6]
    2026-07-24$72.50/sh19,211$1,392,7980 total(indirect: By Trust)
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F1][F3]
    2026-07-24$72.50/sh29,620$2,147,4500 total
    Common Stock (29,620 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F1][F3]
    2026-07-24$72.50/sh15,227$1,103,9580 total
    Common Stock (15,227 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F1][F3]
    2026-07-24$72.50/sh56,239$4,077,3280 total
    Common Stock (56,239 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F1][F3]
    2026-07-24$72.50/sh7,519$545,1280 total
    Common Stock (7,519 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-24140,1220 total
    Exercise: $18.18Exp: 2029-02-19Common Stock (140,122 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-24112,3600 total
    Exercise: $26.28Exp: 2030-02-10Common Stock (112,360 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-24151,3070 total
    Exercise: $28.32Exp: 2031-02-16Common Stock (151,307 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-24111,5620 total
    Exercise: $29.08Exp: 2032-02-11Common Stock (111,562 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-2440,3920 total
    Exercise: $63.02Exp: 2035-02-18Common Stock (40,392 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-2483,5070 total
    Exercise: $34.75Exp: 2033-02-21Common Stock (83,507 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-2441,5920 total
    Exercise: $56.48Exp: 2034-02-23Common Stock (41,592 underlying)
Footnotes (6)
  • [F1]On July 24, 2026, Berkshire Hathaway Inc. ("BHI") acquired Taylor Morrison Home Corporation (the "Issuer") pursuant to an Agreement and Plan of Merger, dated as of May 31, 2026 (the "Merger Agreement"), by and among the Issuer, BHI and WXYZ Merger Sub, Inc., a wholly owned subsidiary of BHI ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of BHI. At the effective time of the Merger (the "Effective Time"), each issued and outstanding share of the Issuer's common stock, par value $0.00001 per share, (the "Common Stock") (other than certain excluded shares) automatically converted into the right to receive $72.50 per share in cash (the "Merger Consideration").
  • [F2]Represents restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Common Stock.
  • [F3]Pursuant to the Merger Agreement, each outstanding RSU became immediately vested, was cancelled and converted into the right to receive an amount in cash equal to (x) the number of shares of Common Stock subject to such RSUs immediately prior to the Effective Time, multiplied by (y) the Merger Consideration. Fifty percent (50%) of such cash amount will be paid at or promptly after the Effective Time, and the remaining fifty percent (50%) will become payable on January 31, 2027, generally subject to the Reporting Person's continued employment through such date.
  • [F4]Pursuant to the Merger Agreement, options to purchase shares of Common Stock (the "Options") became fully vested (to the extent not previously vested) and cancelled and converted into the right to receive an amount of cash equal to (x) the number of shares of Common Stock subject to the Option as of immediately prior to the Effective Time, multiplied by (y) the excess, if any, of the Merger Consideration over the exercise price per share of Common Stock under such Option.
  • [F5]Held by The Palmer Family Delaware Dynasty Trust, of which the Reporting Person is the Investment Adviser.
  • [F6]Held by Sheryl D. Palmer Trust, established October 4, 2019, of which the Reporting Person is a trustee and sole beneficiary.
Signature
/s/ Todd Merrill, as Attorney-in-Fact|2026-07-27

Documents

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