Enoch Jason A. 4

4 · United Homes Group, Inc. · Filed May 5, 2026

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Updated May 6, 2026

United Homes (UHG) Director Enoch Jason A. Sells Shares in Merger

What Happened

Enoch Jason A., a director of United Homes Group, reported multiple dispositions on May 4, 2026 tied to the closing of the merger described in the filing. Transactions include a grant/acquisition of 17,690 shares (earn-out shares) and several dispositions to the issuer and derivative dispositions totaling multiple lots (42,190; 17,690; 35,479; 50,000; 34,000; 34,000 shares as reported).
The Form 4 shows prices as N/A because the transactions were part of the Merger. Per the Merger Agreement, each share of Class A common stock was canceled and converted into the right to receive $1.18 per share (less applicable withholding). The 42,190 and 17,690 common-share line items were converted at that per-share amount (approx. $1.18/share); other reported derivative positions were canceled or otherwise disposed as part of the transaction.

Key Details

Transaction date: May 4, 2026; Form 4 filed May 5, 2026 (timely filing).
Reported line items (all 5/4/2026): Grant/acquisition 17,690 (A); dispositions to issuer 42,190 (D) and several derivative dispositions: 17,690 (J), 35,479 (D, derivative), 50,000 (D, derivative), 34,000 (D, derivative), 34,000 (D, derivative). Prices listed as N/A on the Form 4.
Consideration: Class A common shares were converted into cash at $1.18 per share under the Merger Agreement (less tax withholding). Some derivative instruments (options) were canceled and terminated without cash payment per the filing.
Shares owned after transaction: not specified in the provided excerpt.
Footnotes of note:
- F1: Merger converted each Class A share into $1.18 cash.
- F2–F3: Earn-out shares became fixed earlier and were accelerated/converted in the Merger.
- F4: An option was canceled and terminated without cash payment.

Context

These were not open-market sales: the dispositions and cancellations occurred as part of the Merger closing and related treatment of earn-out shares and derivative instruments. For retail investors, this is a corporate transaction outcome (merger consideration and instrument cancellations) rather than a signal of voluntary trading by the insider.

Form 4Exit

Period: 2026-05-04

Director

Transactions

Award
Class A Common Stock
[F3]
2026-05-04+17,690→ 42,190 total
Disposition to Issuer
Class A Common Stock
[F1]
2026-05-04−42,190→ 0 total
Other
Rights to Receive Earn Out Shares
[F2][F3]
2026-05-04−17,690→ 0 total
Exercise: $0.00Exp: 2028-03-30→ Class A Common Stock (17,690 underlying)
Disposition to Issuer
Stock Option (Right to Buy)
[F4]
2026-05-04−35,479→ 0 total
Exercise: $2.80Exp: 2032-01-19→ Class A Common Stock (35,479 underlying)
Disposition to Issuer
Stock Option (Right to Buy)
[F4]
2026-05-04−50,000→ 0 total
Exercise: $11.64Exp: 2033-05-25→ Class A Common Stock (50,000 underlying)
Disposition to Issuer
Stock Option (Right to Buy)
[F4]
2026-05-04−34,000→ 0 total
Exercise: $7.16Exp: 2034-02-26→ Class A Common Stock (34,000 underlying)
Disposition to Issuer
Stock Option (Right to Buy)
[F4]
2026-05-04−34,000→ 0 total
Exercise: $4.42Exp: 2035-01-22→ Class A Common Stock (34,000 underlying)

Footnotes (4)

[F1]Pursuant to the Agreement and Plan of Merger, dated as of February 22, 2026 (the "Merger Agreement"), among the Issuer, Stanley Martin Homes, LLC ("Parent") and Union MergeCo, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and becoming a wholly owned subsidiary of Parent (the "Merger") and each share of Class A Common Stock was canceled and converted into the right to receive cash in an amount equal to $1.18 per share, without interest thereon, less applicable tax withholding (the "Per Share Amount").
[F2]The Reporting Person received these securities in connection with the merger of Great Southern Homes, Inc. into a wholly owned subsidiary of the Issuer. The right to receive the Earn Out Shares became fixed and irrevocable on March 30, 2023.
[F3]As a result of the Merger, the Earn Out Shares were accelerated and the Reporting Person received shares of Class A Common Stock for no additional consideration.
[F4]Pursuant to the Merger Agreement, the option was canceled and terminated without any cash payment being made in respect thereof.

Signature

/s/ Jason A. Enoch, By Kathryn Simons through Power of Attorney|2026-05-05

1 file