Palmer Sheryl 4

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.