Item 2.02. Results of Operations and Financial Condition.
On April 22, 2021, D.R. Horton, Inc. issued a press release announcing its
results and related information for its second quarter ended March 31, 2021 and
declaring its quarterly dividend. A copy of the press release is attached hereto
as Exhibit 99.1 and is incorporated by reference in its entirety into this
Item 2.02.
The information furnished in this Item 2.02 shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liabilities of that section, nor shall such information
be deemed incorporated by reference in any filing under the Securities Act of
1933, as amended, except as shall be expressly set forth by specific reference
in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective April 20, 2021, the Company's board of directors (the "Board")
appointed Dr. Benjamin S. Carson, Sr. to serve as a director on the Company's
Board. Dr. Carson, age 69, was also named a member of the Nominating and
Governance Committee, Audit Committee and Compensation Committee. The
appointment of Dr. Carson expands the size of the Company's Board from six to
seven directors, six of whom are independent directors.
Most recently, Dr. Carson served as the 17th Secretary of the U.S. Department of
Housing and Urban Development (HUD) from 2017 to 2021. At HUD, he led the agency
in many innovative programs focused on advancing economic opportunity? providing
safe, fair and affordable housing? spurring reinvestment in communities?
reducing homelessness? assisting and promoting self-sufficiency to underserved
and vulnerable populations? and helping disaster victims, while emphasizing
fiscal responsibility and reductions of regulatory barriers. During his tenure
as HUD Secretary, Dr. Carson also led the collaboration of eight federal
agencies to establish the White House Council on Eliminating Regulatory Barriers
to Affordable Housing.
Dr. Carson is a world-renowned neurosurgeon who prior to serving as HUD
Secretary was involved with more than 15,000 surgical procedures and was the
recipient of numerous awards, including the Presidential Medal of Freedom, more
than 70 honorary doctorate degrees and the Spingarn Medal, the NAACP's highest
honor. Throughout his distinguished career, Dr. Carson contributed to the field
of medicine through the thousands of surgeries he performed and the many
leadership positions he held, including serving as Director of the Division of
Pediatric Neurosurgery at The Johns Hopkins Medical Institutions from 1984 to
2013 as well a Professor of Neurological Surgery, Oncology, Plastic Surgery and
Pediatrics at The Johns Hopkins Medical Institutions from 1999 to 2013. Dr.
Carson also previously served terms on the Boards of Directors of both the
Kellogg Company and Costco Wholesale Corporation. He received his B.A. from Yale
University and his M.D. from the University of Michigan School of Medicine.
In connection with Dr. Carson's appointment to the Board, he is eligible to
receive the compensation offered to all of the Company's non-employee directors
for services on the Board, as disclosed in the Company's definitive proxy
statement on Schedule 14A filed with the Securities and Exchange Commission on
December 23, 2020. Dr. Carson was also granted 2,720 restricted stock units that
vest in equal amounts over 5 years.
There are no arrangements or understandings between Dr. Carson and any other
person in connection with his appointment as a director of the Company. Dr.
Carson is not related to any officer or director of the Company, and there are
no transactions or relationships between Dr. Carson and the Company and its
subsidiaries that are reportable under Item 404(a) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release dated April 22, 2021 related to the Company's results
and related information for the second quarter ended March 31, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document contained in Exhibit 101).
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