TRI Pointe Group, Inc. (NYSE:TPH) Files An 8-K Results of Operations and Financial Condition

TRI Pointe Group, Inc. (NYSE:TPH) Files An 8-K Results of Operations and Financial Condition
Item 2.02

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Results of Operations and Financial Condition

On February26, 2019, TRI Pointe Group, Inc., a Delaware corporation (the “Company”), announced in a press release its financial results for the quarter ended December31, 2018 and full year 2018.A copy of the Company’s press release announcing these financial results is attached as Exhibit99.1 to this Current Report on Form8-K.

The information furnished to this Item 2.02, including the exhibits attached hereto, shall not be deemed to be filed for purposes of Section18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth in such filing. In addition, the press release furnished as an exhibit to this report includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.

Item 2.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 21, 2019, the Board of Directors of the Company approved the Amended and Restated 2013 Long-Term Incentive Plan (the “Plan”) and amended forms of award agreements (the “Award Agreements”).

The Plan, as amended and restated, has been revised to provide for (i) pro rata vesting upon an election by a participant who meets the definition of “Retirement,” including the attainment of age 60 and a minimum of five years of service with the Company or its subsidiaries, and (ii) pro rata vesting for equity-based awards and vesting based on assumed achievement at the target level for cash-based awards in the event of a participant’s death or Disability, as defined in the Plan. In addition, the Plan has been revised to reflect updating and other changes typical of equity incentive plans of public companies. The Award Agreements, as revised, include revisions made in connection with the amendment and restatement of the Plan.

The foregoing summary of the terms and conditions of the Plan and Award Agreements is not a complete discussion of the documents. Accordingly, the foregoing is qualified in its entirety by reference to the full text of the Plan included as Exhibit 10.1 to this Current Report on Form 8-K and Award Agreements included as Exhibits 10.2-10.7 to this Current Report on Form 8-K, which are incorporated herein by reference.

Item 2.02

Financial Statements and Exhibits

10.1

Amended and Restated 2013 Long-Term Incentive Plan

10.2

Form of Non-Employee Director Restricted Stock Unit Award Agreement

10.3

Form of Time-Vested Restricted Stock Unit Award Agreement

10.4

Form of Time-Vested Restricted Stock Unit Award Agreement

10.5

Form of Performance-Based Cash Award Agreement

10.6

Form of Performance-Based Restricted Stock Unit Award Agreement (earnings per share)

10.7

Form of Performance-Based Restricted Stock Unit Award Agreement (total stockholder return)

99.1

Press Release dated February26, 2019

TRI Pointe Group, Inc. Exhibit
EX-10.1 2 tphq418ex101.htm EXHIBIT 10.1 Exhibit Exhibit 10.1TRI POINTE GROUP,…
To view the full exhibit click here

About TRI Pointe Group, Inc. (NYSE:TPH)

TRI Pointe Group, Inc. is a homebuilder company. The Company’s operations are organized in two principal businesses, including homebuilding and financial services. The Company’s homebuilding operation consists of six segments: Maracay Homes, including operations in Arizona; Pardee Homes, consisting of operations in California and Nevada; Quadrant Homes, consisting of operations in Washington; Trendmaker Homes, consisting of operations in Texas; TRI Pointe Homes, consisting of operations in California and Colorado, and Winchester Homes, consisting of operations in Maryland and Virginia. Its financial services operation includes mortgage financing operations and title services operations. The Company’s mortgage financing operation (TRI Pointe Connect) provides mortgage financing to its homebuyers in all of its operated markets. Its title services operation (TRI Pointe Assurance) provides title examinations for its homebuyers in its Trendmaker Homes and Winchester Homes brands.

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