Taylor Morrison Home Corp·4

Jul 27, 4:15 PM ET

Terracciano Joseph 4

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

Research Summary

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Taylor Morrison (TMHC) CAO Joseph Terracciano Sells 13,229 Shares

What Happened

  • Joseph Terracciano, Chief Accounting Officer of Taylor Morrison Home Corp (TMHC), disposed of a total of 13,229 shares/derivative units on July 24, 2026 in connection with Berkshire Hathaway’s acquisition of Taylor Morrison. The merger converted outstanding common shares to $72.50 per share in cash. Reported cash amounts for specific items include $83,520 (1,152 shares) and $111,070 (combined for certain RSU/derivative entries shown at $72.50), totaling $194,590 for the line items with per-share values disclosed; several derivative items show N/A for per-share price because they represent RSUs or option cash-outs calculated under the merger terms.

Key Details

  • Transaction date: July 24, 2026; Form 4 filed July 27, 2026 (filed within the normal SEC two-business-day window).
  • Price / consideration: Merger consideration was $72.50 per common share. RSUs and options were converted to cash under the Merger Agreement (see footnotes).
  • Total units disposed: 13,229 (includes common shares, RSUs and option-related conversions).
  • Shares owned after transaction: Not specified in the filing.
  • Notable footnotes:
    • F1: Berkshire Hathaway acquired Taylor Morrison; each share of common stock converted into $72.50 cash at the Effective Time.
    • F2–F3: RSUs were canceled and converted into cash; 50% paid at or promptly after the Effective Time, remaining 50% payable Jan 31, 2027 (subject to continued employment).
    • F4: Options vested, were canceled, and converted into cash equal to the number of shares times the spread (Merger Consideration minus option exercise price).
  • Transaction type code: Disposition to issuer (D) — a cash-out under the merger, not an open-market sale.

Context

  • These dispositions resulted from the mandatory merger conversion rather than an open-market sale by the insider; RSU and option conversions are treated as derivative cash settlements. RSU cash is partially deferred (50% later), and option cash depends on each option’s exercise price (so some reported items show N/A for per-share proceeds). This filing is informational about the merger payout rather than routine trading intent.

Insider Transaction Report

Form 4Exit
Period: 2026-07-24
Terracciano Joseph
Chief Accounting Officer
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-07-24$72.50/sh1,152$83,5200 total
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F1][F3]
    2026-07-24$72.50/sh384$27,8400 total
    Common Stock (384 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F1][F3]
    2026-07-24$72.50/sh206$14,9350 total
    Common Stock (206 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    [F2][F1][F3]
    2026-07-24$72.50/sh942$68,2950 total
    Common Stock (942 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-242,2910 total
    Exercise: $23.84Exp: 2028-02-12Common Stock (2,291 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-242,1620 total
    Exercise: $26.28Exp: 2030-02-10Common Stock (2,162 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-242,1810 total
    Exercise: $28.32Exp: 2031-02-16Common Stock (2,181 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-241,6570 total
    Exercise: $29.08Exp: 2032-02-11Common Stock (1,657 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-245220 total
    Exercise: $63.02Exp: 2035-02-18Common Stock (522 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-245610 total
    Exercise: $56.48Exp: 2034-02-23Common Stock (561 underlying)
  • Disposition to Issuer

    Stock Options

    [F1][F4]
    2026-07-241,1710 total
    Exercise: $34.75Exp: 2033-02-21Common Stock (1,171 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 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.
Signature
/s/ Todd Merrill, as Attorney-in-Fact|2026-07-27

Documents

1 file
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