Romanowski Paul J 4

What Happened

• Paul J. Romanowski, President & CEO and a director of D.R. Horton (DHI), had 3,820 restricted stock units (RSUs) convert into common shares on March 23, 2026. The RSUs converted at $0 exercise price. To cover tax withholding, 1,504 of those shares were surrendered to the issuer at $138.82 per share, totaling $208,785. Net shares delivered to Romanowski from this vesting were 2,316 (3,820 vested − 1,504 withheld).

Key Details

• Transaction date: March 23, 2026; Form 4 filed March 24, 2026 (timely).
• Conversion/exercise: 3,820 RSUs converted to shares (derivative conversion, code M).
• Tax withholding: 1,504 shares surrendered (code F) at $138.82 each, total $208,785.
• Net shares received from this vesting: 2,316 shares.
• Footnotes: (F1) Each RSU converts into one DHI share. (F2) The 1,504 shares were surrendered to cover tax obligations on the 3,820 vested shares. (F3) These RSUs were part of a March 23, 2022 grant of 19,098 RSUs vesting in five annual installments beginning March 23, 2023.
• Shares owned after the transaction: not disclosed in the provided filing excerpt.

Context

• This was an RSU vesting event, not an open-market purchase or voluntary sale. The surrender of shares to cover taxes is routine (a “sell-to-cover”/withholding) and does not necessarily indicate a change in the insider’s market view. The RSUs had $0 exercise price; part were withheld to meet tax obligations and the remainder were issued to Romanowski.