Dream Finders Homes reports $6.65 million net income for Q3 2026
- Form
- 10-Q
- Filed
- Importance
- Notable
- Accession
- 0001628280-26-069387
- Revenue of $996.05 million for the three months ended Sep 30, 2026
- Net income of $6.65 million for the three months ended Sep 30, 2026
- Diluted EPS of $0.00 for the three months ended Sep 30, 2026
- Cash and equivalents of $245.65 million as of Sep 30, 2026
Written from the 10-Q on EDGAR. Check the filing before you rely on it.
What changed
89 changes since the June 2026 10-Q
Compared with the 10-Q 0001628280-26-050969, filed Jul 30, 2026.
We may not be able to successfully integrate Beazer's operations or may experience challenges in realizing…
We paid a material amount to acquire Beazer and we may not be able to successfully integrate Beazer's business into our operations and may not achieve the synergies we expected from the acquisition.
From the filings
Now
We may not be able to successfully integrate Beazer's operations or may experience challenges in realizing the expected benefits of such acquisition. We paid a material amount to acquire Beazer and we may not be able to successfully integrate Beazer's business into our operations and may not achieve the synergies we expected from the acquisition. The integration of Beazer will divert management's time and resources from our core business and likely disrupt our operations. We may also be unsuccessful in realizing expected synergies and cost savings, resulting in lower than expected benefits to us from such transaction. We may become responsible for additional liabilities or obligations not foreseen. The acquisition also materially increased our level of indebtedness, as discussed below. All of the above risks could have a material adverse effect on our business, prospects, liquidity, financial condition and results of operations.We have a significant amount of debt that may limit our future operations and adversely impact our financial…
Following the acquisition of Beazer, we have substantial debt and interest payment obligations that may restrict our future operations and impair our ability to meet our obligations.
From the filings
Now
We have a significant amount of debt that may limit our future operations and adversely impact our financial condition. Following the acquisition of Beazer, we have substantial debt and interest payment obligations that may restrict our future operations and impair our ability to meet our obligations. Our outstanding indebtedness could adversely affect our financial condition. Our outstanding indebtedness could also increase our vulnerability to adverse general economic and industry conditions; require us to dedicate a substantial portion of our cash flows from operating activities to payments on our indebtedness, thereby reducing the availability of our cash flows to fund working capital, capital expenditures, potential acquisitions, lot deposits on future land acquisition and other general corporate purposes; limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate; place us at a competitive disadvantage compared to our competitors that have less debt; and limit our ability to borrow additional funds on terms that are satisfactory to us or at all. Our ability to generate sufficient cash flows from operating activities to make scheduled payments on our debt obligations will depend on our future financial performance, which will be affected by a range of economic, competitive, regulatory, legislative and business factors, many of which are outside of our control. If we do not generate sufficient cash flows from operating activities to satisfy our debt obligations, we may have to undertake alternative financing plans, such as refinancing or restructuring our debt, selling assets, reducing or delaying capital investments or seeking to raise additional capital. We cannot assure you that any refinancing would be possible or that any assets could be sold on acceptable terms or otherwise. Our inability to generate sufficient cash flows to satisfy our debt obligations, or to refinance our obligations on…Certain rights of the holders of the Series B preferred stock could require us to redeem the Series B…
Subsequent to the sixth anniversary of its issuance (or earlier in the event of our non-compliance with a protective covenant), a holder can convert the Series B preferred stock into shares of Class A common stock at a…
From the filings
Now
Certain rights of the holders of the Series B preferred stock could require us to redeem the Series B preferred stock for cash, cause the conversion of the Series B preferred stock into shares of our Class A common stock, or could prevent a change of control. Subsequent to the sixth anniversary of its issuance (or earlier in the event of our non-compliance with a protective covenant), a holder can convert the Series B preferred stock into shares of Class A common stock at a conversion price that will be based on the average of the last reported sales price of the Company's Class A common stock for the ninety trading days immediately preceding but not including the date of the conversion, less 20% of the aforementioned average (increasing to 25% in the event of non-compliance with a protective covenant) and subject to a floor conversion price of $4.19. Although we intend to call the shares of the Series B preferred stock for redemption prior to their conversion, in the event the shares of the Series B preferred stock are converted into shares of Class A common stock, such issuance will cause substantial dilution to the holders of our Class A common stock. In addition, upon the occurrence of a Fundamental Change (as defined in the Certificate of Designations for the Series B preferred stock, which includes, among other events, a change of control, sale of substantially all assets, or Patrick Zalupski ceasing to beneficially own at least 50.0% of both the voting power and economic interest of the Company), each holder of Series B preferred stock will have the right to (i) convert all or any portion of such holder's Series B preferred stock into Class A common stock at a conversion price equal to the volume-weighted average price of the Class A common stock for the 30 trading days beginning on, and including, September 14, 2026, and/or (ii) require the Company to redeem all or any portion of such holder's Series B preferred stock for an amount in cash equal to the…The redemption amount under the Fundamental Change provision of the Series B preferred stock could make it…
In addition, in the event we are required to redeem the Series B preferred stock upon a Fundamental Change or otherwise, we may have to seek additional capital to fund such redemption, such as refinancing or…
From the filings
Now
The redemption amount under the Fundamental Change provision of the Series B preferred stock could make it more expensive for a third party to acquire us. In addition, in the event we are required to redeem the Series B preferred stock upon a Fundamental Change or otherwise, we may have to seek additional capital to fund such redemption, such as refinancing or restructuring our debt, selling assets, reducing or delaying capital investments or seeking to raise additional capital. We cannot assure you that any refinancing would be possible or that any assets could be sold on acceptable terms or otherwise that would be sufficient to fund such redemption. Any requirement to redeem the Series B preferred stock could have a material adverse impact on our results of operations, liquidity and financial position.New legal mention
The effective tax rate for the nine months ended September 30, 2026 and 2025 was estimated to be 29.4 % and 23.0 %, respectively.
From the filings
Now
The effective tax rate for the nine months ended September 30, 2026 and 2025 was estimated to be 29.4 % and 23.0 %, respectively.New legal mention
The effective tax rate increase of 6.4 % was primarily attributable to transaction costs related to the Beazer acquisition which are nondeductible for tax purposes.
From the filings
Now
The effective tax rate increase of 6.4 % was primarily attributable to transaction costs related to the Beazer acquisition which are nondeductible for tax purposes.New legal mention
• Financial Services (primarily Jet HomeLoans, DF Title and Alliant National Title)
From the filings
Now
• Financial Services (primarily Jet HomeLoans, DF Title and Alliant National Title)New legal mention
Selling, general and administrative expense 41,818 33,411 42,800 — 26,230 144,259
From the filings
Now
Selling, general and administrative expense 41,818 33,411 42,800 — 26,230 144,259New legal mention
Other segment (income) expense, net⁽⁵⁾ ( 17 ) 156 310 ( 457 ) ( 10,022 ) ( 10,030 )
From the filings
Now
Other segment (income) expense, net⁽⁵⁾ ( 17 ) 156 310 ( 457 ) ( 10,022 ) ( 10,030 )New legal mention
Income (loss) before taxes $ 9,246 $ 2,059 $ 10,157 $ 7,903 $ ( 16,208 ) $ 13,157
From the filings
Now
Income (loss) before taxes $ 9,246 $ 2,059 $ 10,157 $ 7,903 $ ( 16,208 ) $ 13,157New legal mention
Selling, general and administrative expense 39,062 30,600 37,494 — 2,353 109,509
From the filings
Now
Selling, general and administrative expense 39,062 30,600 37,494 — 2,353 109,509New legal mention
Other segment (income) expense, net⁽⁵⁾ ( 380 ) 3 ( 710 ) ( 758 ) ( 1,412 ) ( 3,257 )
From the filings
Now
Other segment (income) expense, net⁽⁵⁾ ( 380 ) 3 ( 710 ) ( 758 ) ( 1,412 ) ( 3,257 )New legal mention
Income (loss) before taxes $ 20,921 $ 10,803 $ 21,157 $ 8,810 $ ( 941 ) $ 60,750 (1) Noncash items for the Southeast segment included inventory impairment and deal abandonment charges of $ 2.0 million and $ 2.4…
From the filings
Now
Income (loss) before taxes $ 20,921 $ 10,803 $ 21,157 $ 8,810 $ ( 941 ) $ 60,750 (1) Noncash items for the Southeast segment included inventory impairment and deal abandonment charges of $ 2.0 million and $ 2.4 million, respectively, for the three months ended September 30, 2026 and 2025.New legal mention
(2) Noncash items for the Mid-Atlantic segment included inventory impairment and deal abandonment charges of $ 6.1 million and $ 0.2 million, respectively, for the three months ended September 30, 2026 and 2025.
From the filings
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(2) Noncash items for the Mid-Atlantic segment included inventory impairment and deal abandonment charges of $ 6.1 million and $ 0.2 million, respectively, for the three months ended September 30, 2026 and 2025.EPS down 100% from Jun 30
$0.00, was $0.27.
From the filings
Before
$0.27Now
$0.00Net income down 74% from Jun 30
$7.1M, was $27.8M.
From the filings
Before
$27.8MNow
$7.1MCash up 16% from Jun 30
$294M, was $254M.
From the filings
Before
$254MNow
$294MRevenue down 6.3% from Jun 30
$996M, was $1.1B.
From the filings
Before
$1.1BNow
$996MDuring the third quarter of 2026, housing demand remained weak as mortgage interest rates rose meaningfully…
New paragraph in MD&A.
From the filings
Now
During the third quarter of 2026, housing demand remained weak as mortgage interest rates rose meaningfully, particularly late in the period, consumer confidence weakened to near-record levels and affordability remained constrained amid persistent inflation and higher energy prices. Prospective homebuyers remained highly focused on monthly payments, resulting in continued sensitivity to pricing and incentives. Demand varied by market, community and price point, with affordability pressures remaining acute for entry-level and first-time homebuyers.Elevated competitive conditions have also persisted as homebuilders continued to use pricing adjustments…
New paragraph in MD&A.
From the filings
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Elevated competitive conditions have also persisted as homebuilders continued to use pricing adjustments, mortgage rate buydowns and other incentives to support absorption and manage inventory. In certain markets, increased resale housing inventory also provided buyers with additional alternatives. While incentives and mortgage buydowns have supported sales activity, they place pressure on average selling prices, gross margins and profitability. We have continued to calibrate our product offerings, pricing, sales pace and incentive levels by community based on local demand, inventory levels and competitive conditions.Looking ahead, we do not currently expect near-term relief from these pressures.
New paragraph in MD&A.
From the filings
Now
Looking ahead, we do not currently expect near-term relief from these pressures. Absent a sustained improvement in mortgage rates or overall affordability, we expect homebuyers to remain highly price- and payment-sensitive and competitive incentive activity to remain elevated. We also expect higher energy, materials and labor costs, and tighter skilled labor availability, including from changes in immigration enforcement, which may extend construction cycle times and which may not be able to be offset through pricing. Our results are expected to remain sensitive to changes in mortgage rates, consumer confidence, labor market conditions, energy prices, new and resale housing supply and the broader economic environment. We remain focused on balancing sales pace, pricing discipline, margin preservation and inventory management while advancing our land-light strategy and operational efficiency initiatives. Following the Beazer acquisition, our near-term priorities also include integrating Beazer's operations, pursuing anticipated operational efficiencies, maintaining disciplined land and inventory investment across the combined platform and managing the combined Company's capital structure. Our future results will include Beazer's operations beginning on October 20, 2026, the acquisition date, and will be affected by transaction and integration costs, purchase accounting adjustments and incremental financing costs.On October 20, 2026, the Company completed its acquisition of Beazer Homes USA, Inc.
New paragraph in MD&A.
From the filings
Now
On October 20, 2026, the Company completed its acquisition of Beazer Homes USA, Inc. ("Beazer"), in an all-cash transaction with an enterprise value of approximately $2.2 billion. The acquisition expands our footprint into California, Nevada, Indiana and Delaware, while broadening our presence in the Washington D.C. metropolitan area, including Maryland, and adding scale in shared markets across Texas, Florida, South Carolina, North Carolina, Georgia and Arizona. Refer to Note 14, Subsequent Events to the condensed consolidated financial statements for more information.Net Income.
New paragraph in MD&A.
From the filings
Now
Net Income. Current quarter net income was negatively affected due to a higher effective tax rate, primarily from the Beazer transaction costs incurred during the three and nine months ended September 30, 2026 which are nondeductible for tax purposes.Following the recent Beazer acquisition, we are reviewing the combined Company's controlled lot pipeline to…
New paragraph in MD&A.
From the filings
Now
Following the recent Beazer acquisition, we are reviewing the combined Company's controlled lot pipeline to inform management's capital allocation decisions. Our use of lot option contracts provides flexibility to pursue the opportunities that best fit our strategy while generally limiting our exposure on options we elect not to exercise. This review may result in the abandonment of certain lot options and material charges for related deposits and pre-acquisition costs. The amount and timing of any charges will depend on the results of the review.We believe our focus on delivering quality homes at affordable prices, targeted mortgage buydown programs…
New paragraph in MD&A.
From the filings
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We believe our focus on delivering quality homes at affordable prices, targeted mortgage buydown programs and sales incentive strategies, along with our focus on spec homes which shorten the time between contract signing and closing, all contribute to our relatively low cancellation rates.• our ability to integrate and yield the expected synergies and benefits from companies that we have…
New paragraph in MD&A.
From the filings
Now
• our ability to integrate and yield the expected synergies and benefits from companies that we have acquired into our operations, including but not limited to, the acquisition of Beazer; and
and 63 more of the same kinds
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Section by section. Added words and removed words against the earlier filing.
Cover page 2 changes
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For the quarterly period ended June September 30, 2026
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As of July 23, October 22, 2026 , there were 32,997,726 32,808,965 shares of the registrant's Class A common stock, par value $0.01 per share, outstanding and 57,726,153 shares of the registrant's Class B common stock, par value $0.01 per share, outstanding.
1 unchanged paragraph
Dream finders homes, inc. condensed consolidated financial statements 204 changes
3 unchanged paragraphs
Restricted cash 50,272 49,624
Accounts receivable 29,533 39,120
Lot deposits 501,755 545,253
Other assets 249,562 223,999
Cash and cash equivalents $ 203,494 245,645 $ 234,766
Restricted cash 48,357 49,624
Accounts receivable 28,643 39,120
Inventories 2,327,779 2,515,613 2,025,662
Lot deposits 490,166 545,253
Mortgage loans held for sale 198,131 169,614 205,089
Other assets 302,022 223,999
Investments in unconsolidated entities 21,783 23,009 26,610
1 unchanged paragraph
Total assets $ 3,959,670 $ 3,727,484
Accounts payable $ 156,114 $ 126,130
Accrued liabilities 280,118 321,457
Customer deposits 94,459 69,593
Total assets $ 4,200,430 $ 3,727,484
Accounts payable $ 151,723 $ 126,130
Accrued liabilities 292,700 321,457
Customer deposits 77,853 69,593
1 unchanged paragraph
Senior unsecured notes, net 592,342 592,984 591,060
Mortgage warehouse facilities 186,785 165,325 192,837
Total liabilities 2,347,804 2,518,291 2,123,373
1 unchanged paragraph
Redeemable preferred stock 148,500 218,875 148,500
1 unchanged paragraph
Class A common stock, $ 0.01 per share, par value, 289,000,000 authorized, 37,395,343 and 36,667,477 issued as of June September 30, 2026 and December 31, 2025, respectively
Class B common stock, $ 0.01 per share, par value, 61,000,000 authorized, 57,726,153 issued as of June September 30, 2026 and December 31, 2025
Accumulated other comprehensive income 1,407 1,904 613
Additional paid-in capital 304,205 310,090 298,594
Retained earnings 1,208,177 1,207,855 1,173,950
Treasury stock, at cost, 4,200,275 4,586,378 and 2,124,094 shares of Class A common stock as of June September 30, 2026 and December 31, 2025, respectively ( 82,837 88,798 ) ( 49,526 )
1 unchanged paragraph
Noncontrolling interests 1,924 1,723 1,497
Total equity 1,433,827 1,433,725 1,426,072
Total liabilities, mezzanine equity and equity $ 3,959,670 4,200,430 $ 3,727,484
4 unchanged paragraphs
June 30, Six Months Ended
Homebuilding $ 1,007,144 $ 1,099,580 $ 1,843,803 $ 2,069,688
Financial services 56,280 50,925 107,460 70,688
Total revenues 1,063,424 1,150,505 1,951,263 2,140,376
Homebuilding cost of sales 863,782 917,871 1,579,425 1,701,407
Financial services expense 45,239 40,058 87,950 52,924
Selling, general and administrative expense 128,440 134,699 239,343 251,393
Income from unconsolidated entities ( 43 ) ( 17 ) ( 378 ) ( 197 )
Contingent consideration revaluation — ( 12,706 ) — ( 11,606 )
Other (income) expense, net ( 10,840 ) ( 3,464 ) ( 10,729 ) 1,226
Income before taxes 36,846 74,064 55,652 145,229
Net income 27,844 56,539 41,404 111,549
Net (income) loss attributable to noncontrolling interests ( 123 ) 41 ( 427 ) ( 66 )
Net income attributable to Dream Finders Homes, Inc. $ 27,721 $ 56,580 $ 40,977 $ 111,483
Basic $ 0.27 $ 0.57 $ 0.37 $ 1.12
Diluted $ 0.27 $ 0.56 $ 0.37 $ 1.10
September 30, Nine Months Ended
Homebuilding $ 942,340 $ 916,671 $ 2,786,143 $ 2,986,359
Financial services 53,709 53,133 161,169 123,821
Total revenues 996,049 969,804 2,947,312 3,110,180
Homebuilding cost of sales 802,400 755,935 2,381,825 2,457,342
Financial services expense 46,263 45,081 134,213 98,005
Selling, general and administrative expense 144,259 109,509 383,602 360,902 (Income) loss from unconsolidated entities ( 1,389 ) 103 ( 1,767 ) ( 94 )
Contingent consideration revaluation — 1,786 — ( 9,820 )
Other income, net ( 8,641 ) ( 3,360 ) ( 19,370 ) ( 2,134 )
Income before taxes 13,157 60,750 68,809 205,979
Income tax expense ( 6,009 ) ( 13,694 ) ( 20,257 ) ( 47,374 )
Net income 7,148 47,056 48,552 158,605
Net income attributable to noncontrolling interests ( 495 ) ( 59 ) ( 922 ) ( 125 )
Net income attributable to Dream Finders Homes, Inc. $ 6,653 $ 46,997 $ 47,630 $ 158,480 (Loss) earnings per share
Basic $ ( 0.00 ) $ 0.47 $ 0.37 $ 1.59
Diluted $ ( 0.00 ) $ 0.47 $ 0.37 $ 1.56
1 unchanged paragraph
Basic 91,299,188 93,444,326 91,657,686 93,495,455
Diluted 91,341,917 101,913,888 91,883,564 101,635,185
Basic 90,627,858 92,836,364 91,310,637 93,273,344
Diluted 90,627,858 100,635,669 91,500,375 101,299,599
3 unchanged paragraphs
Three and six months ended June 30, 2026
Three and nine months ended September 30, 2026
3 unchanged paragraphs
Common Stock Accumulated Other Comprehensive (Loss) Income Additional
4 unchanged paragraphs
Balance as of March 31, 2026 34,202,884 $ 374 57,726,153 $ 577 $ ( 452 ) $ 298,679 $ 1,183,831 $ ( 68,008 ) $ 1,801 $ 1,416,802 150,000 $ 148,500 $ 29,539
Stock-based compensation — — — — — 5,578 — — — 5,578 — — —
Vesting of stock-based compensation 7,615 — — — — — — — — — — — —
Withholding of common stock for taxes ( 2,810 ) — — — — ( 52 ) — — — ( 52 ) — — —
Repurchases of common stock ( 1,012,621 ) — — — — — — ( 14,829 ) — ( 14,829 ) — — —
Preferred stock dividends declared — — — — — — ( 3,375 ) — — ( 3,375 ) — — —
Other comprehensive income, net of tax — — — — 1,859 — — — — 1,859 — — —
Net income — — — — — — 27,721 — 123 27,844 — — —
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and 124 more changes in the filing
Note 1: Nature of Business and Significant Accounting Policies 4 changes
Dream Finders Homes, Inc., a Texas corporation (together with its subsidiaries, "Dream Finders", "DFH", or the "Company"), designs, builds and sells homes in markets throughout the United States. The homebuilding operations are structured regionally into three reportable segments—Southeast, Mid-Atlantic and Midwest. The Company also operates a financial services reportable segment, which provides mortgage banking solutions and title agency and underwriting insurance services through its wholly-owned subsidiaries Jet HomeLoans, LP ("Jet HomeLoans"), DF Title, LLC doing business as Golden Dog Title & Trust and Golden Dog Title ("DF Title"), and Alliant National Title Insurance Company, Inc. ("Alliant National Title"). Additionally, the Financial Services segment offers homeowners insurance and ancillary products to homebuyers through the Company's wholly-owned insurance broker. Dream Finders Homes, Inc. was incorporated in the state of Delaware in 2020 and reincorporated to the state of Texas by conversion on June 9, 2026.
On August 6, 2026, the Company entered into an Agreement and Plan of Merger with Beazer Homes USA, Inc., a Delaware corporation ("Beazer") for the purpose of acquiring Beazer (the "Merger Agreement").
On October 20, 2026, the Company completed the acquisition of Beazer (the "Beazer acquisition"). Refer to Note 14, Subsequent Events for additional information.
6 unchanged paragraphs
In November 2024, the FASB issued Accounting Standard Standards Update ("ASU") Number 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures" ("ASU 2024-03"). ASU 2024-03 requires disclosure of certain costs and expenses on an interim and annual basis in the notes to the financial statements. Annual disclosure requirements under ASU 2024-03 will become effective for the fiscal year ending December 31, 2027 and interim disclosure requirements will become effective beginning for the three months ended March 31, 2028. The Company is currently evaluating the impact of the adoption of ASU 2024-03 on its condensed consolidated financial statements.
Note 2: Acquisitions 2 changes
Alliant National Title
On April 18, 2025, the Company acquired Colorado-based title insurance underwriter, Alliant National Title Insurance Company, Inc. and a related affiliate, (collectively, "Alliant Title"), the operations of which are included in the Financial Services segment as of that date. The cash consideration paid for the Alliant National Title acquisition, inclusive of measurement period adjustments, was $ 37.2 million, net of $ 3.0 million of cash acquired. The purpose of this acquisition was to expand the Company's financial services offerings to include title insurance underwriting. The acquisition was accounted for as a business combination under ASC Topic 805.
4 unchanged paragraphs
Note 3: Debt 17 changes
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September 30, 2026 As of
4 unchanged paragraphs
The Company is subject to specified financial covenants as part of its debt obligations. The Company was in compliance with these financial covenants as of June September 30, 2026 and December 31, 2025, as applicable, and expects to remain in compliance over the next 12 months.
1 unchanged paragraph
The Company had the following senior unsecured notes (collectively, the "Senior Notes") outstanding as of June September 30, 2026:
3 unchanged paragraphs
As of June September 30, 2026, the 2028 Notes are redeemable at a specified rate of 104.1 102.1 % of the principal balance, plus accrued and unpaid interest, and periodically decreases to a specified rate of 100.0 % on August 15, 2027. Upon the occurrence of a Change of Control (as defined in the indenture governing the 2028 Notes), the holders of the 2028 Notes will have the right to require the Company to repurchase all or a portion of the 2028 Notes at a price equal to 101.0 % of the aggregate principal amount of the 2028 Notes, plus any accrued and unpaid interest.
2 unchanged paragraphs
As of June September 30, 2026 and December 31, 2025, unamortized debt issuance costs were $ 7.7 7.0 million and $ 8.9 million, respectively. Unamortized debt issuance costs reduce the carrying value of the Senior Notes reported on the Condensed Consolidated Balance Sheets within senior unsecured notes, net.
1 unchanged paragraph
On September 22, 2026, the Company entered into an amendment to the Credit Agreement that increased the letter of credit sublimit from $ 25.0 million to $ 100.0 million and modified certain restrictive covenants governing land bank transactions, dispositions of certain assets and contractual obligations assumed in connection with permitted acquisitions. The letter of credit sublimit is part of, and not in addition to, the aggregate commitments under the Credit Agreement. The amendment did not change the aggregate commitments or maturity dates under the Credit Agreement.
1 unchanged paragraph
Under the Credit Agreement, the funds available are unsecured and availability under the borrowing base is calculated based on specific advance rates for finished lots, construction in process homes, and finished homes inventory on the Condensed Consolidated Balance Sheets, plus available cash and escrow receivables in excess of $ 25.0 million, as applicable, and reduced for any outstanding unsecured indebtedness permitted under the Credit Agreement, including the Senior Notes. Additionally, the Credit Agreement allows the Company to temporarily increase the maximum debt to capitalization ratio from 60.0 % to 65.0 % for the fiscal quarter in which a material acquisition is completed and the following three fiscal quarters.
The Company had unamortized debt issuance costs primarily related to the Credit Agreement of $ 9.1 8.1 million and $ 11.4 million as of June September 30, 2026 and December 31, 2025, respectively. Unamortized debt issuance costs related to the Credit Agreement are included within other assets on the Condensed Consolidated Balance Sheets.
Amortization of debt issuance costs related to the Senior Notes and the Credit Agreement are is recorded as capitalized interest within inventories on the Condensed Consolidated Balance Sheets and are is expensed in homebuilding cost of sales as the related homes close.
1 unchanged paragraph
The Company had the following mortgage warehouse lines of credit and repurchase agreements ("mortgage warehouse facilities") with various financial institutions related to Jet HomeLoans, which are used to finance mortgage loans held for sale. The borrowings under these mortgage warehouse facilities are collateralized by the mortgage loans held for sale reported on the Condensed Consolidated Balance Sheets.
1 unchanged paragraph
September 30, 2026 As of
1 unchanged paragraph
Warehouse A $ 43,473 45,805 $ 59,985 $ 100,000 SOFR + 2.00 %; floor rate of 4.50 %
Warehouse B 38,076 36,236 42,777 80,000 SOFR + 1.85 %
38,225 29,947 44,274 100,000 SOFR + 1.75 %; floor rate of 4.50 %
Warehouse D 55,013 45,530 45,801 100,000 SOFR + 2.00 %
11,998 7,807 — 25,000 SOFR + 1.90 %
Total $ 186,785 165,325 $ 192,837 $ 405,000
1 unchanged paragraph
Note 4: Inventories and Lot Deposits 15 changes
2 unchanged paragraphs
September 30, 2026 As of
Construction in process and finished homes $ 1,737,850 1,908,080 $ 1,563,922
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Inventories $ 2,327,779 2,515,613 $ 2,025,662
(1) As of June September 30, 2026 and December 31, 2025, included $ 43.0 17.7 million and $ 70.0 million, respectively, of consolidated inventory not owned in relation to finished lot sales to land bank partners for which the Company is obligated to repurchase.
1 unchanged paragraph
Inventory impairment charges with the exception of charges related to pre-acquisition land costs, are included in homebuilding cost of sales on the Condensed Consolidated Statements of Operations. No $ 6.7 million of such impairment charges were recorded for the three and six nine months ended June September 30, 2026, and none were recorded for the three and nine months ended September 30, 2025.
The Company reviews lot deposits for impairment on a quarterly basis and will record an impairment charge when it intends to forfeit its deposit on an individual lot or portfolio of lots, At that time, and records a deal abandonment charge when the Company will intends to forfeit its deposit. The Company also record an impairment charge records deal abandonment charges for costs the associated with any of these deal abandonments included in pre-acquisition land costs Lot deposit and which are included in inventory on the Condensed Consolidated Balance Sheets. Deal abandonment impairment charges are included in SG&A on the Condensed Consolidated Statements of Operations. There were $ 1.4 1.6 million and $ 3.0 4.6 million of these charges included in SG&A for the three and six nine months ended June September 30, 2026, respectively, and $ 0.6 2.6 million and $ 1.6 4.2 million for the three and six nine months ended June September 30, 2025, respectively .
1 unchanged paragraph
June 30, Six Months Ended
Interest incurred 30,967 28,812 61,133 55,478
Interest charged to homebuilding cost of sales ( 31,647 ) ( 27,961 ) ( 58,393 ) ( 49,567 )
September 30, Nine Months Ended
Capitalized interest as of beginning of the period $ 58,325 57,062 $ 42,783 43,634 $ 55,664 $ 37,723
Interest incurred 32,260 29,842 93,393 85,320
Interest expensed — 583 ) — ( 1,342 ) —
Interest charged to homebuilding cost of sales ( 23,417 ) ( 21,062 ) ( 81,810 ) ( 70,629 )
Capitalized interest as of end of the period $ 57,062 65,905 $ 43,634 52,414 $ 57,062 65,905 $ 43,634 52,414
Legal proceedings 130 changes
1 unchanged paragraph
On April 28, 2025, the former owner of Crescent Ventures, LLC ("Crescent Homes") and his affiliates (the "plaintiffs") filed a complaint in Chancery Court in Delaware against the Company for an alleged breach of contract related to the Crescent Homes acquisition. Earlier mediation was not successful and the former owner filed a motion for summary judgment. On June 2, 2026, the plaintiffs filed an amended complaint in the Superior Court in Delaware (the "Superior Court") after the Chancery Court in Delaware dismissed the complaint against the Company and permitted the plaintiffs to transfer the complaint to the Superior Court. A trial has been set to commence on January 31, 2028 in the Superior Court. The Company has filed its counterclaims and intends to defend the lawsuit. and file counterclaims against the plaintiffs. As of July 30, November 3, 2026, it is not possible to reasonably estimate the probability that either party will prevail.
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In the ordinary course of business, the Company obtains surety bonds and letters of credit to cover land development performance obligations with local municipalities. While substantial development and construction work may already be complete concerning the improvements at these sites, typically the letters of credit and surety bonds are not fully released until all development and construction activities have been completed. As of June September 30, 2026 and December 31, 2025, the Company had outstanding surety bonds of $ 342.9 347.6 million and $ 358.7 million, respectively, and outstanding letters of credit of $ 25.1 million and $ 27.0 million, respectively, which are not reported on the Condensed Consolidated Balance Sheets.
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The effective tax rate for the six months ended June 30, 2026 and 2025 was estimated to be 25.6 % and 23.2 %, respectively. The effective tax rate increase of 2.4 % was primarily attributable to decreased tax benefits from stock-based compensation due to a lower Company stock price on the vesting date when compared to the grant date for certain awards, as well as additional non-deductible executive stock-based compensation resulting from changes in tax legislation.
The carrying amounts of the investments in unconsolidated entities, including unconsolidated VIEs, other than the lot option contracts discussed below, were $ 21.8 23.0 million and $ 26.6 million as of June September 30, 2026 and December 31, 2025, respectively. The maximum exposure to loss is limited to the investment in the entities as the Co mpany is not obligated to provide them with any additional capital and does not guarantee any of their debt or other liabilities.
Under lot option contracts, the Company typically makes a specified earnest money deposit in consideration for the right to purchase finished lots in the future at predetermined prices. The Company concluded that it is not the primary beneficiary of the land bank entities with which it enters into lot option contracts and, therefore, the Company does not consolidate any of these entities. The risk of loss related to finished lot and land bank option deposits and related fees was $ 812.2 807.5 million and $ 773.4 million as of June September 30, 2026 and December 31, 2025, respectivel y.
The effective tax rate for the nine months ended September 30, 2026 and 2025 was estimated to be 29.4 % and 23.0 %, respectively. The effective tax rate increase of 6.4 % was primarily attributable to transaction costs related to the Beazer acquisition which are nondeductible for tax purposes.
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• Financial Services (primarily Jet HomeLoans, DF Title and Alliant National Title)
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Total revenues $ 388,356 $ 263,670 $ 355,118 $ 56,280 $ — $ 1,063,424
Homebuilding cost of sales 333,046 225,291 305,445 — — 863,782
Selling, general and administrative expense 45,352 35,806 43,484 — 3,798 128,440
Other segment expense (income), net⁽⁴⁾ 121 452 90 ( 945 ) ( 10,601 ) ( 10,883 )
Income before taxes $ 9,837 $ 2,121 $ 6,099 $ 11,986 $ 6,803 $ 36,846
Total revenues $ 367,572 $ 274,811 $ 457,197 $ 50,925 $ — $ 1,150,505
Homebuilding cost of sales 301,715 225,569 390,587 — — 917,871
Selling, general and administrative expense 49,414 34,145 50,294 — 846 134,699 ( 181 ) ( 71 ) ( 12,988 ) ( 1,082 ) ( 1,865 ) ( 16,187 )
Income before taxes $ 16,624 $ 15,168 $ 29,304 $ 11,949 $ 1,019 $ 74,064 (1) The Southeast segment excludes profits related to the manufacturing of panels used in homebuilding operations within the Southeast segment, which are eliminated in consolidation.
Total revenues $ 661,806 $ 495,284 $ 686,713 $ 107,460 $ — $ 1,951,263
Homebuilding cost of sales 563,221 420,859 595,345 — — 1,579,425
Selling, general and administrative expense 78,691 65,924 84,958 — 9,770 239,343
Other segment expense (income), net (4)
Income before taxes $ 19,569 $ 7,338 $ 6,438 $ 21,055 $ 1,252 $ 55,652
Total revenues $ 675,205 $ 512,886 $ 881,597 $ 70,688 $ — $ 2,140,376
Homebuilding cost of sales 549,317 412,303 739,787 — — 1,701,407
Selling, general and administrative expense 83,688 64,263 102,198 — 1,244 251,393
Other segment (income) expense, net (4)(5)
Income before taxes $ 42,398 $ 29,584 $ 51,818 $ 18,527 $ 2,902 $ 145,229
During the three months ended On June 30, 1, 2026, the chief operating decision makers group (the "CODM") was updated to include the Chief Operating Officer upon his appointment on June 1, 2026. that date. The change did not result in a change to the Company's operating segments, reportable segments or the measure of segment profit or loss used by the CODM.
The following table summarizes revenues, significant expenses and income (loss) before taxes by segment for the three months ended June September 30, 2026 and 2025 (in thousands):
Mid-Atlantic Midwest Financial Services Corporate (2) (3)
Total revenues $ 343,281 $ 236,604 $ 362,455 $ 53,709 $ — $ 996,049
Homebuilding cost of sales 292,234 200,978 309,188 — — 802,400
Financial services expense (3) (4)
Selling, general and administrative expense 41,818 33,411 42,800 — 26,230 144,259
Other segment (income) expense, net⁽⁵⁾ ( 17 ) 156 310 ( 457 ) ( 10,022 ) ( 10,030 )
Income (loss) before taxes $ 9,246 $ 2,059 $ 10,157 $ 7,903 $ ( 16,208 ) $ 13,157
Total revenues $ 317,159 $ 242,181 $ 357,331 $ 53,133 $ — $ 969,804
Homebuilding cost of sales 257,556 200,775 297,604 — — 755,935
Financial services expense (3) (4)
Selling, general and administrative expense 39,062 30,600 37,494 — 2,353 109,509
Contingent consideration revaluation — — 1,786 — — 1,786
Other segment (income) expense, net⁽⁵⁾ ( 380 ) 3 ( 710 ) ( 758 ) ( 1,412 ) ( 3,257 )
Income (loss) before taxes $ 20,921 $ 10,803 $ 21,157 $ 8,810 $ ( 941 ) $ 60,750 (1) Noncash items for the Southeast segment included inventory impairment and deal abandonment charges of $ 2.0 million and $ 2.4 million, respectively, for the three months ended September 30, 2026 and 2025.
(2) Noncash items for the Mid-Atlantic segment included inventory impairment and deal abandonment charges of $ 6.1 million and $ 0.2 million, respectively, for the three months ended September 30, 2026 and 2025.
(2) (3) Corporate includes operations and investments of the corporate component. Corporate SG&A primarily consists of depreciation of corporate assets, professional services fees, certain payroll costs and other general corporate expenses not allocated to the segments. Corporate other segment items primarily consist of interest income and expense, investment income, rental income and income from unconsolidated entities. During the three and six months ended June September 30, 2026, changes in fair value of investments in equity securities related to a pre-acquisition investment in Beazer resulted in unrealized gains of $ 8.2 million and $ 5.5 4.9 million respectively, which are recognized within other income, (expense), net on the Condensed Consolidated Statements of Operations. During the three months ended September 30, 2026, transaction costs associated with the Beazer acquisition were $ 23.5 million which are included within selling, general and administrative expense on the Condensed Consolidated Statements of Operations. There was were no such corporate investment income or transaction costs for the three and six months ended June September 30, 2025.
(3) (4) Financial services expense primarily consists of commissions, salaries and benefits.
(4) (5) Other segment items related to the homebuilding segments primarily consist of interest income and expense, management fees and gains and losses on sales of fixed assets. Other segment items related to financial services primarily consist of investment income. For the three and six months ended June 30, 2025, amounts related to contingent consideration revaluation were reclassified into other segment items as there were no longer any contingent consideration arrangements as of December 31, 2025.
The following table summarizes revenues, significant expenses and income before taxes by segment for the six nine months ended June September 30, 2026 and 2025 (in thousands):
Mid-Atlantic Midwest Financial Services Corporate (2) (3)(8)
Total revenues $ 1,005,087 $ 731,888 $ 1,049,168 $ 161,169 $ — $ 2,947,312
Homebuilding cost of sales 855,455 621,837 904,533 — — 2,381,825
Financial services expense (3) (4)
Selling, general and administrative expense 120,509 99,335 127,758 — 36,000 383,602
Other segment expense (income), net⁽⁵⁾ 308 1,319 282 ( 2,002 ) ( 21,044 ) ( 21,137 )
Income (loss) before taxes $ 28,815 $ 9,397 $ 16,595 $ 28,958 $ ( 14,956 ) $ 68,809
Total revenues $ 992,364 $ 755,067 $ 1,238,928 $ 123,821 $ — $ 3,110,180
Homebuilding cost of sales 806,873 613,078 1,037,391 — — 2,457,342
Financial services expense (3) (4)
Selling, general and administrative expense 122,750 94,863 139,692 — 3,597 360,902
Contingent consideration revaluation — — ( 9,820 ) — — ( 9,820 )
Other segment (income) expense, net⁽⁵⁾ ( 578 ) 6,739 ( 1,310 ) ( 1,521 ) ( 5,558 ) ( 2,228 )
Income before taxes $ 63,319 $ 40,387 $ 72,975 $ 27,337 $ 1,961 $ 205,979
See notes (1) (3) to (4) (5) above under the segment results for the three months ended June September 30, 2026 and 2025.
(6) Noncash items for the Southeast segment included inventory impairment and deal abandonment charges of $ 3.8 million and $ 3.2 million, respectively, for the nine months ended September 30, 2026 and 2025.
(5) (7) Noncash items for the Mid-Atlantic segment included inventory impairment and deal abandonment charges of $ 7.1 million and $ 0.7 million, respectively, for the nine months ended September 30, 2026 and 2025. During the six nine months ended June September 30, 2025, other segment items for the Mid-Atlantic segment included $ 6.7 million of accrued expense from March 2025 purchase price adjustments related to the Crescent Homes acquisition.
(8) During the nine months ended September 30, 2026, changes in fair value of investments in equity securities related to a pre-acquisition investment in Beazer resulted in unrealized gains of $ 10.4 million, which are recognized within other income, net on the Condensed Consolidated Statements of Operations. During the nine months ended September 30, 2026, transaction costs associated with the Beazer acquisition were $ 23.9 million, which are included within selling, general and administrative expense on the Condensed Consolidated Statements of Operations. There were no such corporate investment income or transaction costs for the nine months ended September 30, 2025.
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Mid-Atlantic 952,647 1,042,939 904,598 144,959 144,959
Midwest 1,233,553 1,290,952 1,086,398 141,071 141,071
Consolidated $ 3,959,670 4,200,430 $ 3,727,484 $ 377,361 $ 377,361
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On April 18, 2025, the Company acquired Colorado-based title insurance underwriter, Alliant National Title, which provides title insurance and escrow services. Refer to Note 2, Acquisitions for more information. The Company estimates the reserve for title claim losses, inclusive of reserves for known claims and those incurred but not yet reported ("IBNR") to the Company, related to the title insurance policies issued by Alliant National Title.
As of June September 30, 2026 and December 31, 2025, the reserve for title claim losses was $ 33.5 31.3 million and $ 32.7 million, respectively, of which $ 29.1 26.6 million and $ 27.4 million, or 86.9 85.0 % and 83.6 %, respectively, represents the IBNR component. For the three and six nine months ended June September 30, 2026, the Company had a no title claim loss provision of $ 1.4 million and $ 3.6 million of title claim loss provision, respectively, and claims paid, net of recoveries, of $ 1.1 2.2 million and $ 2.9 5.0 million, respectively. For both the three and six nine months ended June September 30, 2025, the Company had a title claim loss provision of $ 0.1 1.2 million and $ 1.0 million, respectively, and claims paid, net of recoveries, of $ 0.8 1.6 million and $ 2.4 million, respectively.
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The fair value of mortgage loans held for sale is based on either investor commitments or quoted secondary-market prices. Derivative assets and liabilities are associated with mandatory and best effort interest rate lock commitments ("IRLC") and mortgage backed securities ("MBS") used to hedge interest rate risk on certain of the IRLC. The fair values for IRLC are derived from market pricing for instruments with similar characteristics or forward sale commitment prices, as well as certain unobservable inputs such as estimated costs to originate the loans and the probability that the mortgage loan will fund within the terms of the IRLC, known as the pull-through rate. The Company estimates the fair value of forward sales of MBS contracts based on quoted MBS prices. As of June September 30, 2026 and December 31, 2025, the total notional amount of mortgage loans locked and approved through IRLC totaled approximately $ 98.5 100.5 million and $ 59.0 million, respectively, and carried weighted-average interest rates of approximately 5.2 5.5 % and 5.2 %, respectively. As of June September 30, 2026 and December 31, 2025, the total notional amount of MBS sales totaled approximately $ 160.0 153.0 million and $ 48.8 million, respectively, and carried a weighted-average interest rate rates of approximately 4.3 4.7 % and 4.2 %, respectively. As of June September 30, 2026 and December 31, 2025, the aggregate unpaid principal amount of mortgage loans held for sale was $ 193.8 172.0 million and $ 199.5 million, respectively. Management believes that carrying the mortgage loans held for sale and the derivative instruments used to economically hedge them at fair value enhances financial reporting by reducing volatility in reported earnings.
The fair value of AFS debt securities is principally a function of current market conditions and is primarily determined based on quoted prices in markets that are not active or model inputs that are observable or unobservable. The fair value of the Senior Notes are is based on recent trades or quoted market prices for debt of similar terms, including maturity, to achieve comparable yields. The fair value of equity securities is based on independent quoted market prices.
The fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, customer deposits and mortgage warehouse facilities, approximate their carrying amounts due to the short-term nature of these instruments. The fair value of the Credit Agreement approximates its carrying amount since it is subject to short-term floating interest rates that reflect current market rates. Fair value measurements may also be utilized on a nonrecurring basis, such as for the accounting for acquisitions or the impairment of long-lived assets and inventory. These values are level 3 measurements in the fair value hierarchy. As of September 30, 2026 and December 31, 2025, the inventories for which the carrying value was determined to not be recoverable had a fair value of $ 43.1 million and $ 11.6 million, These values are a level 3 in the fair value hierarchy. There were no such inventories as of June 30, 2026. respectively.
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September 30, 2026 As of
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Mortgage loans held for sale Level 2 $ 198,131 169,614 $ 198,131 169,614 $ 205,089 $ 205,089
Level 3 2,018 2,018 — — 1,449 1,449
Senior unsecured notes, net Level 2 592,342 604,917 592,984 580,425 591,060 610,944
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September 30, 2026 As of
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MD&A 281 changes
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The most significant challenge facing homebuyers across our markets continues to be affordability, especially at entry-level price points, as persistently elevated mortgage interest rates and broader macroeconomic uncertainty pressure consumer confidence. To address this, we have continued to align our product offerings and pricing to current market conditions and drive sales activity through targeted incentives, including mortgage rate buydowns.
These measures have weighed on margins and profitability, and may continue to do so in the near term as we navigate the balance between pricing, incentives and sales pace in a competitive and evolving environment. Demand across our communities remains particularly sensitive to fluctuations in mortgage interest rates and broader economic conditions.
Our focus remains on advancing our land-light strategy, enhancing operational efficiencies and delivering homes that address customer needs and set us apart in our markets. Although longer-term housing fundamentals remain favorable, including constrained supply, near-term results may continue to be shaped by macroeconomic conditions and interest rate movements.
Reincorporation to the State of Texas
The Company completed its reincorporation to the state of Texas by conversion from the state of Delaware on June 9, 2026 (the "Effective Date"). As a result of the reincorporation by conversion, the rights of holders of the Company's Class A common stock are governed by the Texas Business Organizations Code and the Company's certificate of formation and bylaws as of the Effective Date. The Company's Class A common stock continues to be traded on the New York Stock Exchange under the symbol "DFH."
Appointment of Chief Operating Officer
On June 1, 2026, Clint Szubinski was appointed as our Chief Operating Officer. Mr. Szubinski has assumed responsibility for directing the strategic vision and operational performance of the Company. Doug Moran, National President, will continue to provide guidance and support for the ongoing success and growth of Dream Finders Homes.
Appointment of Directors
Effective on July 13, 2026, the Board of Directors (the "Board") of the Company appointed Richard Beckwitt and Steven Fischer to serve as directors on the Board. The Board appointed Mr. Beckwitt as Co-Chairman of the Board, sharing Board responsibilities with Patrick Zalupski, President and Chief Executive Officer, who serves as the other Co-Chairman. The Board appointed Mr. Fischer as a member of the Audit Committee.
During the third quarter of 2026, housing demand remained weak as mortgage interest rates rose meaningfully, particularly late in the period, consumer confidence weakened to near-record levels and affordability remained constrained amid persistent inflation and higher energy prices. Prospective homebuyers remained highly focused on monthly payments, resulting in continued sensitivity to pricing and incentives. Demand varied by market, community and price point, with affordability pressures remaining acute for entry-level and first-time homebuyers.
Elevated competitive conditions have also persisted as homebuilders continued to use pricing adjustments, mortgage rate buydowns and other incentives to support absorption and manage inventory. In certain markets, increased resale housing inventory also provided buyers with additional alternatives. While incentives and mortgage buydowns have supported sales activity, they place pressure on average selling prices, gross margins and profitability. We have continued to calibrate our product offerings, pricing, sales pace and incentive levels by community based on local demand, inventory levels and competitive conditions.
Looking ahead, we do not currently expect near-term relief from these pressures. Absent a sustained improvement in mortgage rates or overall affordability, we expect homebuyers to remain highly price- and payment-sensitive and competitive incentive activity to remain elevated. We also expect higher energy, materials and labor costs, and tighter skilled labor availability, including from changes in immigration enforcement, which may extend construction cycle times and which may not be able to be offset through pricing. Our results are expected to remain sensitive to changes in mortgage rates, consumer confidence, labor market conditions, energy prices, new and resale housing supply and the broader economic environment. We remain focused on balancing sales pace, pricing discipline, margin preservation and inventory management while advancing our land-light strategy and operational efficiency initiatives. Following the Beazer acquisition, our near-term priorities also include integrating Beazer's operations, pursuing anticipated operational efficiencies, maintaining disciplined land and inventory investment across the combined platform and managing the combined Company's capital structure. Our future results will include Beazer's operations beginning on October 20, 2026, the acquisition date, and will be affected by transaction and integration costs, purchase accounting adjustments and incremental financing costs.
On October 20, 2026, the Company completed its acquisition of Beazer Homes USA, Inc. ("Beazer"), in an all-cash transaction with an enterprise value of approximately $2.2 billion. The acquisition expands our footprint into California, Nevada, Indiana and Delaware, while broadening our presence in the Washington D.C. metropolitan area, including Maryland, and adding scale in shared markets across Texas, Florida, South Carolina, North Carolina, Georgia and Arizona. Refer to Note 14, Subsequent Events to the condensed consolidated financial statements for more information.
Issuance of Series B Preferred Stock and Redemption of Series A Preferred Stock
On September 14, 2026, the Company redeemed all of the outstanding shares of Series A Convertible Preferred Stock ("Series A preferred stock") for an aggregate redemption price of $154 million, which included 101% of the liquidation preference of $1,000 per share and accumulated dividends of $3 million.
During September and October 2026, the Company issued a total of 675,000 shares of newly-created Series B Convertible Preferred Stock ("Series B preferred stock" and, together with the Series A preferred stock, the "redeemable preferred stock"), par value $0.01 per share, at a price of $1,000 per share. The Company received net proceeds of $652 million, which were used to redeem the then outstanding Series A preferred stock, to fund a portion of the Beazer acquisition and for general corporate and operational purposes.
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June 30, Six Months Ended
September 30, Nine Months Ended
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Homebuilding $ 18,057 $ 61,096 $ 33,345 $ 123,800
Financial services 11,986 11,949 21,055 18,527
Income before taxes 36,846 74,064 55,652 145,229
Net income 27,844 56,539 41,404 111,549
Net (income) loss attributable to noncontrolling interests (123) 41 (427) (66)
Homebuilding $ 21,462 $ 52,881 $ 54,807 $ 176,681
Financial services 7,903 8,810 28,958 27,337
Income before taxes 13,157 60,750 68,809 205,979
Income tax expense (6,009) (13,694) (20,257) (47,374)
Net income 7,148 47,056 48,552 158,605
Net income attributable to noncontrolling interests (495) (59) (922) (125)
Net income attributable to Dream Finders Homes, Inc. $ 27,721 6,653 $ 56,580 46,997 $ 40,977 47,630 $ 111,483 158,480
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Cash and cash equivalents $ 203,494 $ 210,320
Mortgage warehouse facilities 186,785 144,287
Cash and cash equivalents $ 245,645 $ 251,044
Revolving credit facility and other borrowings 1,037,986 1,140,353 1,237,706 1,067,389
Senior unsecured notes, net 592,342 295,712 592,984 590,523
Mortgage warehouse facilities 165,325 108,222
Total mezzanine equity 178,039 248,414 178,039
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Total equity 1,433,827 1,335,686
Total equity 1,433,725 1,374,684
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(2) Refer to Note 13, (Loss) Earnings Per Share to the condensed consolidated financial statements for disclosures related to the calculation of earnings per share ("EPS"). Diluted shares were calculated by using the treasury stock method for stock grants and the if-converted method for the redeemable preferred stock and the associated preferred dividends. Since the conversion price of the Company's redeemable preferred stock is based on an average price of our Class A common stock, changes in this price may significantly affect the number of additional assumed common shares outstanding under the if-converted method for diluted EPS.
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Net Income. In addition to the operational results by segment discussed below, for the three and six months ended June 30, 2026, consolidated net income included $9 million and $8 million, respectively, of gains on equity securities, primarily attributable to unrealized gains from changes in fair value.
(6) Return on participating equity is calculated as net income attributable to DFH, less redeemable preferred stock dividends, divided by average beginning and ending total Dream Finders Homes, Inc. stockholders' equity ("participating equity") for the trailing twelve months.
Income Before Taxes. In addition to the operational results by segment discussed below, for the three and nine months ended September 30, 2026, the Company had gains on equity securities recorded within other income, net of $5 million and $13 million, respectively, primarily attributable to unrealized gains from changes in fair value on our equity investment related to our pre-acquisition investment in Beazer. Additionally, the Company incurred transaction costs related to the Beazer acquisition of $23 million and $24 million for the three and nine months ended September 30, 2026, respectively. For the three and nine months ended September 30, 2026, the transaction costs represent 250 basis points ("bps") and 90 bps, respectively, of selling, general and administrative expense %. All amounts are reflected in our Corporate component. There were none of these items recorded for the three and nine months ended September 30, 2025.
Net Income. Current quarter net income was negatively affected due to a higher effective tax rate, primarily from the Beazer transaction costs incurred during the three and nine months ended September 30, 2026 which are nondeductible for tax purposes.
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Three Months Ended June September 30, 2026 Compared to Three Months Ended June September 30, 2025
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Homebuilding revenues $ 1,007,144 $ 1,099,580 $ (92,436) (8) %
Homebuilding cost of sales 863,782 917,871 (54,089) (6) %
Homebuilding revenues $ 942,340 $ 916,671 $ 25,669 3 %
Homebuilding cost of sales 802,400 755,935 46,465 6 %
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Contingent consideration revaluation — (12,706) 12,706 (100) %
Other expense (income), net 663 (534) 1,197 (224) %
Income before taxes of homebuilding operations $ 18,057 $ 61,096 $ (43,039) (70) %
Contingent consideration revaluation — 1,786 (1,786) (100) %
Other expense (income), net 449 (1,087) 1,536 (141) %
Income before taxes of homebuilding operations $ 21,462 $ 52,881 $ (31,419) (59) %
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Home closings 2,290 2,232 58 3 %
Home closings 1,967 1,915 52 3 %
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Net sales 2,232 1,938 294 15 %
Cancellation rate 11.1 % 14.0 % (2.9) % (21) %
Net sales 1,712 2,021 (309) (15) %
Cancellation rate 12.7 % 12.5 % 0.2 % 2 %
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Backlog - units 2,319 2,513 (194) (8) %
Backlog - value (in thousands) $ 1,154,203 $ 1,200,875 $ (46,672) (4) %
Backlog - units 2,064 2,619 (555) (21) %
Backlog - value (in thousands) $ 1,068,946 $ 1,171,041 $ (102,095) (9) %
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September 30, 2026 As of
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Southeast 889 $ 431,960 115
Mid-Atlantic 715 372,812 90
Midwest 686 514,341 148
Total 2,290 $ 438,171 353
Southeast 737 $ 452,179 120
Mid-Atlantic 592 398,410 96
Midwest 638 523,557 149
Total 1,967 $ 459,148 365
September 30, 2025 As of
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Southeast 842 $ 438,549 104
Mid-Atlantic 600 444,571 72
Midwest 790 553,989 95
Total 2,232 $ 481,027 271
Southeast 709 $ 448,352 90
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Market risk 2 changes
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Under the Credit Agreement, the Company has the ability to draw "Term SOFR Rate Loans" or "Daily Simple SOFR Rate Loans." Term SOFR Rate Loans bear interest based on Term SOFR rates for one or three-month interest periods and include a SOFR adjustment of 10 bps for each interest period. Daily Simple SOFR Rate Loans bear interest based on Daily Simple SOFR rates and include a SOFR adjustment of 10 bps. Interest under Term SOFR Rate Loans and Daily Simple SOFR Rate Loans also include an "applicable rate margin" determined based on the net debt to capitalization ratio defined in the Credit Agreement, equivalent to credit spreads of 2.00% to 2.95%.
Interest on Base Rate as defined within the Credit Agreement or Daily Simple SOFR Rate advances borrowed under the Credit Agreement are is payable in arrears on a monthly basis. Interest on Term SOFR rate advances borrowed under the Credit Agreement are is payable in arrears at the end of the interest period applicable to such advance, or, if less than such interest period, three months after the beginning of such interest period. The Company pays the lenders a commitment fee on the amount of the unused commitments on a quarterly basis at a rate per annum that will vary from 0.20% to 0.30% depending on the net debt to capitalization ratio defined in the Credit Agreement.
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Controls and procedures 3 changes
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Under the supervision and with the participation of our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), management evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934) as of June September 30, 2026. Based on that evaluation, the CEO and CFO concluded that the Company's disclosure controls and procedures as of June September 30, 2026 were effective in providing reasonable assurance that information required to be disclosed in the reports the Company files, furnishes, submits or otherwise provides to the SEC under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms, and that information required to be disclosed in reports filed by the Company under the Exchange Act is accumulated and communicated to the Company's management, including the CEO and CFO, in such a manner as to allow timely decisions regarding the required disclosure.
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We completed the Alliant Title acquisition on April 18, 2025, which is discussed in detail in Note 2, Acquisitions to the condensed consolidated financial statements. The internal controls over significant processes related to Alliant Title have been implemented.
There have been no other changes in internal control over financial reporting that occurred during the most recent fiscal quarter three months ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting.
Risk factors 11 changes
There are numerous factors that affect our business and results of operations, many of which are difficult to predict or are beyond our control. Refer to the risk factors set forth below and in Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2025, which contains for descriptions of significant risks that have the potential to affect our business, financial condition, results of operations, cash flows, strategies or prospects in a material and adverse manner. Except as set forth below, there have been no material changes to risk factors previously disclosed in Item 1A in our Annual Report on Form 10-K for the reports cited above. year ended December 31, 2025.
We may not be able to successfully integrate Beazer's operations or may experience challenges in realizing the expected benefits of such acquisition.
We paid a material amount to acquire Beazer and we may not be able to successfully integrate Beazer's business into our operations and may not achieve the synergies we expected from the acquisition. The integration of Beazer will divert management's time and resources from our core business and likely disrupt our operations. We may also be unsuccessful in realizing expected synergies and cost savings, resulting in lower than expected benefits to us from such transaction. We may become responsible for additional liabilities or obligations not foreseen. The acquisition also materially increased our level of indebtedness, as discussed below. All of the above risks could have a material adverse effect on our business, prospects, liquidity, financial condition and results of operations.
We have a significant amount of debt that may limit our future operations and adversely impact our financial condition.
Following the acquisition of Beazer, we have substantial debt and interest payment obligations that may restrict our future operations and impair our ability to meet our obligations. Our outstanding indebtedness could adversely affect our financial condition. Our outstanding indebtedness could also increase our vulnerability to adverse general economic and industry conditions; require us to dedicate a substantial portion of our cash flows from operating activities to payments on our indebtedness, thereby reducing the availability of our cash flows to fund working capital, capital expenditures, potential acquisitions, lot deposits on future land acquisition and other general corporate purposes; limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate; place us at a competitive disadvantage compared to our competitors that have less debt; and limit our ability to borrow additional funds on terms that are satisfactory to us or at all.
Our ability to generate sufficient cash flows from operating activities to make scheduled payments on our debt obligations will depend on our future financial performance, which will be affected by a range of economic, competitive, regulatory, legislative and business factors, many of which are outside of our control. If we do not generate sufficient cash flows from operating activities to satisfy our debt obligations, we may have to undertake alternative financing plans, such as refinancing or restructuring our debt, selling assets, reducing or delaying capital investments or seeking to raise additional capital. We cannot assure you that any refinancing would be possible or that any assets could be sold on acceptable terms or otherwise. Our inability to generate sufficient cash flows to satisfy our debt obligations, or to refinance our obligations on commercially reasonable terms, would have a material adverse effect on our business, financial condition and results of operations. In addition, any refinancing of our debt could be at higher interest rates and may require us to comply with more onerous covenants, which could further restrict our business operations.
Certain rights of the holders of the Series B preferred stock could require us to redeem the Series B preferred stock for cash, cause the conversion of the Series B preferred stock into shares of our Class A common stock, or could prevent a change of control.
Subsequent to the sixth anniversary of its issuance (or earlier in the event of our non-compliance with a protective covenant), a holder can convert the Series B preferred stock into shares of Class A common stock at a conversion price that will be based on the average of the last reported sales price of the Company's Class A common stock for the ninety trading days immediately preceding but not including the date of the conversion, less 20% of the aforementioned average (increasing to 25% in the event of non-compliance with a protective covenant) and subject to a floor conversion price of $4.19. Although we intend to call the shares of the Series B preferred stock for redemption prior to their conversion, in the event the shares of the Series B preferred stock are converted into shares of Class A common stock, such issuance will cause substantial dilution to the holders of our Class A common stock.
In addition, upon the occurrence of a Fundamental Change (as defined in the Certificate of Designations for the Series B preferred stock, which includes, among other events, a change of control, sale of substantially all assets, or Patrick Zalupski ceasing to beneficially own at least 50.0% of both the voting power and economic interest of the Company), each holder of Series B preferred stock will have the right to (i) convert all or any portion of such holder's Series B preferred stock into Class A common stock at a conversion price equal to the volume-weighted average price of the Class A common stock for the 30 trading days beginning on, and including, September 14, 2026, and/or (ii) require the Company to redeem all or any portion of such holder's Series B preferred stock for an amount in cash equal to the greater of the as-converted value and the liquidation preference, plus (a) accumulated and unpaid dividends and (b) if and only if the Fundamental Change Redemption Date (as defined in the Certificate of Designations for the Series B preferred stock) occurs on or prior to September 14, 2029, an amount equal to the regular dividends that would have accumulated on such share of Series B preferred stock from and after the date of the Fundamental Change and through September 14, 2029.
The redemption amount under the Fundamental Change provision of the Series B preferred stock could make it more expensive for a third party to acquire us.
In addition, in the event we are required to redeem the Series B preferred stock upon a Fundamental Change or otherwise, we may have to seek additional capital to fund such redemption, such as refinancing or restructuring our debt, selling assets, reducing or delaying capital investments or seeking to raise additional capital. We cannot assure you that any refinancing would be possible or that any assets could be sold on acceptable terms or otherwise that would be sufficient to fund such redemption. Any requirement to redeem the Series B preferred stock could have a material adverse impact on our results of operations, liquidity and financial position.
Unregistered sales of stock 1 change
3 unchanged paragraphs
The following table provides information with respect to repurchases of shares of Class A common stock by the Company during the three months ended June September 30, 2026 :
5 unchanged paragraphs
Other information 6 changes
2 unchanged paragraphs
Insider Adoption, Modification or Termination of Trading Arrangements
The following table describes the contracts, instructions or written plans for the sale or purchase of our securities adopted, terminated or modified by our directors and executive officers during the six three months ended June September 30, 2026, each of which is intended to satisfy the affirmative defensive defense conditions of Rule 10b5-1(c).
1 unchanged paragraph
Patrick O. Zalupski Adoption March 16, 2026 November 12, 2026 1,000,000
Patrick O. Zalupski Adoption August 27, 2026 February 2, 2027 1,000,000
1 unchanged paragraph
Adoption March 16, 2026 December 15, 2026 24,500
Senior Vice President and Chief Financial Officer
Exhibits 15 changes
1 unchanged paragraph
Bylaws of Dream Finders Homes, Inc. (incorporated herein by reference to Exhibit 3.2 to the Current Report on Form 8-K (File No. 001-39916) of Dream Finders Homes, Inc. filed with the SEC on June 10, 2026).
Employment Agreement, effective as of June 1, 2026, by and between Dream Finders Homes, Inc. and Clinton L. Szubinski (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-39916) of Dream Finders Homes, Inc. filed with the SEC on June 5, 2026).
Form of Director and Officer Indemnification Agreement (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K (File No. 001-39916) of Dream Finders Homes, Inc. filed with the SEC on June 10, 2026).
Agreement and Plan of Merger, dated as of August 6, 2026, among Dream Finders Homes, Inc., Bulldogs Merger Sub, Inc. and Beazer Homes USA, Inc. (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K, filed August 7, 2026).
Certificate of Formation Designations of Dream Finders Homes, Inc. (incorporated herein by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K, (File No. 001-39916) of Dream Finders Homes, Inc. filed with the SEC on June 10, September 15, 2026).
Form of Subscription Agreement by and between Dream Finders Homes, Inc. and the Purchasers listed thereto (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed September 15, 2026).
Form of Investor Rights Agreement (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, filed September 15, 2026).
Form of Registration Rights Agreement (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K, filed September 15, 2026).
Voting Agreement, by and between Dream Finders Homes, Inc. and Patrick Zalupski (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K, filed September 15, 2026).
Dream Finders Homes, Inc. 2021 Equity Incentive Plan, as amended (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed August 21, 2026).
Eighth Amendment to Amended and Restated Credit Agreement, dated as of July 2, 2026, among Dream Finders Homes, Inc., Bank of America, N.A., as administrative agent, collateral agent, and issuing bank, and the lenders named therein as parties thereto (filed herewith).
Ninth Amendment to Amended and Restated Credit Agreement, dated as of September 22, 2026, among Dream Finders Homes, Inc., Bank of America, N.A., as administrative agent, collateral agent, and issuing bank, and the lenders named therein as parties thereto (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed October 20, 2026).
11 unchanged paragraphs
† Management contract or compensatory plan or arrangement.
3 unchanged paragraphs
Date: November 3, 2026
2 unchanged paragraphs
Date: November 3, 2026
3 unchanged paragraphs
Unchanged: Notes to the financial statements
Only in the earlier filing: Dream finders homes condensed consolidated financial statements
Compared by code from the two filings' text and XBRL. Not advice.
The reading, claim by claim
0 of 4 claims matched the filing text.
Not found in the filing text
- For the quarter ended September 30, 2026, Dream Finders Homes, Inc. reported: Revenue $996.0 million.
- Net income $6.7 million.
- Net margin 0.7%.
- Revenue change from a year earlier +2.7%.
From the filing
ITEM 1. DREAM FINDERS HOMES, INC. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
ITEM 1. DREAM FINDERS HOMES, INC. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (unaudited)
5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
7
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
9
ITEM 1. DREAM FINDERS HOMES, INC. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
ITEM 1. DREAM FINDERS HOMES, INC. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS DREAM FINDERS HOMES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share and share amounts)
(Unaudited)
September 30,
2026 December 31,
2025
Assets
Mortgage loans held for sale 169,614 205,089
Liabilities
Revolving credit facility and other borrowings
Commitments and contingencies (Note 5)
Mezzanine Equity
Equity
Total Dream Finders Homes, Inc. stockholders' equity
Total liabilities, mezzanine equity and equity $ 4,200,430 $ 3,727,484
The accompanying notes are an integral part of these condensed consolidated financial statements.
3
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