O'Grady Clive R.G. 4

What Happened
Clive R.G. O'Grady, Chief Administrative Officer of United Homes Group (UHG), reported multiple transactions on 2026-05-04 tied to the company’s merger. A total of 683,268 shares (combining an award/acquisition and several derivative dispositions) were cancelled/converted pursuant to the Merger Agreement at a Per Share Amount of $1.18, resulting in approximately $806,256 before applicable tax withholdings. Several derivative instruments (earn-out shares, PSUs, and an option) were accelerated, converted or cancelled as part of the merger consideration.

Key Details

• Transaction date: 2026-05-04; Form 4 filed 2026-05-05.
• Consideration: $1.18 per share under the Merger Agreement (cash, less applicable tax withholding).
• Total reported shares affected: 683,268 (372,427 + 310,841 in derivative-related items). Approximate gross cash: $806,256.
• Notable footnotes:
  • Earn-out shares accelerated and converted into Class A shares (F2, F3).
  • PSUs cancelled and converted into a lump-sum cash payment at $1.18 per share, with performance goals deemed 100% achieved (F5).
  • An option was cancelled with no cash payment (F4).
• Filing status: Report covers 05-04-2026 and was filed on 05-05-2026 (no late filing flag shown).

Context
These were merger-related, issuer-directed transactions (shares and derivative awards converted or cancelled under the Merger Agreement), not open-market trades. Cash paid was per the merger terms and subject to tax withholding; option cancellation did not generate separate cash proceeds. Such corporate-action dispositions reflect the deal mechanics rather than an individual decision to buy or sell on the market.