MARIUCCI ANNE L 4
4 · Taylor Morrison Home Corp · Filed Jul 27, 2026
Research Summary
AI-generated summary of this filing
Taylor Morrison (TMHC) Director Anne Mariucci Sells Shares
What Happened
Anne L. Mariucci, a director of Taylor Morrison Home Corporation (TMHC), had multiple dispositions on July 24, 2026 tied to the company's acquisition by Berkshire Hathaway. The filing shows cash-outs at $72.50 per share for: 51,287 common shares ($3,718,308); 10,917 common shares ($791,483); 3,287 RSUs (treated as derivative dispositions) ($238,308); and 21,994 DSUs (derivative) ($1,594,565). Total cash received from these conversions/dispositions was $6,342,664. These were dispositions to the issuer under the Merger Agreement (not open-market sales).
Key Details
- Transaction date: July 24, 2026; filing date: July 27, 2026 (timely filed).
- Price per share / Merger Consideration: $72.50 cash per share.
- Individual items reported:
- 51,287 common shares disposed — $3,718,308 (D).
- 10,917 common shares disposed — $791,483 (D).
- 3,287 RSUs converted/cancelled — $238,308 (derivative disposition).
- 21,994 DSUs converted/cancelled — $1,594,565 (derivative disposition).
- Footnotes: Berkshire Hathaway acquired TMHC; each outstanding common share and vested RSU/DSU was converted into the right to receive $72.50 in cash per share. RSUs and DSUs vested and were cash‑settled per the Merger Agreement.
- Shares owned after the transaction: the reported holdings subject to these items were converted/cancelled in the merger; the Form 4 does not report remaining post-transaction share totals beyond these conversions.
Context
These dispositions were part of the company’s sale to Berkshire Hathaway and reflect cash settlements under the merger agreement (disposition code D), not independent open-market selling. RSUs and DSUs are deferred/restricted equity awards that were vested and cash‑settled at closing. Such merger-related conversions are routine administrative transactions and do not by themselves indicate a change in insider sentiment.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-07-24$72.50/sh−51,287$3,718,308→ 0 total - Disposition to Issuer
Common Stock
[F1]2026-07-24$72.50/sh−10,917$791,483→ 0 total(indirect: By Trust) - Disposition to Issuer
Restricted Stock Units
[F2][F1][F3]2026-07-24$72.50/sh−3,287$238,308→ 0 total→ Common Stock (3,287 underlying) - Disposition to Issuer
Deferred Stock Units
[F4][F1]2026-07-24$72.50/sh−21,994$1,594,565→ 0 total→ Common Stock (21,994 underlying)
Footnotes (4)
- [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 RSU as of immediately prior to the Effective Time, multiplied by (y) the Merger Consideration.
- [F4]Represents deferred stock units ("DSUs"). Each DSU represents a contingent right to receive one share of Common Stock. Pursuant to the Merger Agreement, each outstanding DSU became immediately vested, was cancelled and converted into the right to receive an amount in cash equal to (x) the number of shares subject to such DSU as of immediately prior to the Effective Time, multiplied by (y) the Merger Consideration.