DEF 14A of Dream Finders Homes, Inc., Apr 17, 2025

DEF 14A of Dream Finders Homes, Inc.

Filed Apr 17, 2025 · FY20240001825088-25-000019

Open on EDGAR

  1. PROPOSAL 1-ELECTION OF DIRECTORS

    PROPOSAL 1-ELECTION OF DIRECTORS Our Amended and Restated Certificate of Incorporation (our “Certificate of Incorporation”) provides that the number of directors on the Board will be no less than three, as established from time to time by resolution of the Board. The Board currently has set the size of the Board at six members. Each person listed below has been nominated to be re-elected to hold office as a director for a one-year term ending at the Company’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”) and until his or her successor is duly elected or appointed and qualified or, if earlier, such nominee’s death, resignation or removal. Each nominee listed below currently serves on the Board, has consented to being named as a nominee for election and has indicated an intention to continue to serve on the Board if re-elected. The Board does not anticipate that any nominee will be unable to serve as a director, but, in the event that any such nominee is unable to serve as a director or should otherwise become unavailable, the Board may either elect to reduce the size of the Board or propose an alternate nominee, in which case the proxies will be voted for the alternate nominee unless directed to withhold from voting. There are no familial relationships among our directors and executive officers.

  2. Director Nominees

    Director Nominees The Board of Directors believes that it is necessary for its members to possess qualities, attributes and skills that contribute to a diverse range of views and perspectives among the directors and enhance the overall effectiveness of the Board. As prescribed in its committee charter and described further under “Corporate Governance and Director Independence—Selection and Evaluation of Director Candidates,” our Nominating and Governance Committee (the “Nominating and Governance Committee”) considers all factors it deems relevant when evaluating prospective candidates or current board members for nomination to the Board of Directors. The Board is comprised of highly qualified individuals with unique and special skills that assist in effective management of the Company for the benefit of our stockholders. Each of our directors possesses certain experience, qualifications, attributes and skills, as further described below, that led to our conclusion that he or she should serve as a member of the Board.

  3. Directors’ Experience and Skills

    Directors’ Experience and Skills

  4. Directors’ Biographies

    Directors’ Biographies

  5. Directors’ Biographies

    | Patrick O. Zalupski | President, Chief Executive Officer, and Chairman of the Board of Directors |

  6. Directors’ Biographies

    Mr. Zalupski, age 44, is our President and Chief Executive Officer and has served as Chairman of the Board of Directors since January 2021. He has served as the Chief Executive Officer of our primary operating subsidiary, Dream Finders Homes LLC (“DFH LLC”), since forming the company in December 2008, and as the Chief Executive Officer and a member of the board of managers of DFH LLC since its formation in 2014. He is responsible for our overall operations and management and is heavily involved in the origination, underwriting and structuring of all land investment activities. Under Mr. Zalupski’s leadership, we have grown from closing 27 homes in Jacksonville, Florida during our inaugural year in 2009 to establishing operations in markets across the Southeast, Mid-West and Mid-Atlantic regions of the United States, and have closed over 38,000 homes since our inception through the end of 2024. Prior to founding DFH LLC, Mr. Zalupski was a Financial Auditor for FedEx Corporation’s Internal Audit Department in Memphis, Tennessee and worked in the real estate sales and construction industry as Managing Partner of Bay Street Condominiums, LLC from 2006 to 2008. He has served on the investment committee of DF Capital Management, LLC, an investment manager focused on investments in land banks and land development joint ventures to deliver finished lots to us and other homebuilders for the construction of new homes, since April 2018. Mr. Zalupski currently serves as a member of the University of Florida’s board of trustees. Mr. Zalupski holds an inactive Florida Real Estate License. Mr. Zalupski brings extensive leadership, along with industry and operational experience, to the Board of Directors. Through his experience, his knowledge of our operations and our markets and his professional relationships within the homebuilding industry, Mr. Zalupski is highly qualified to identify important matters for review and deliberation by the Board of Directors and is instrumental in determining our corporate strategy. In addition, by serving as both the Chairman of the Board and our Chief Executive Officer, Mr. Zalupski serves as an invaluable bridge between our management and the Board of Directors and ensures that both parties act with a common purpose. Mr. Zalupski’s financial acumen, extensive industry experience and demonstrated leadership capabilities throughout our growth as a Company make him highly qualified to continue to serve as our Chairman of the Board.

  7. Directors’ Biographies

    | W. Radford Lovett II | Director |

  8. Directors’ Biographies

    Mr. Lovett, age 65, has served as a member of the Board of Directors since January 2021. He has also served on the board of managers of DFH LLC from December 2014 to January 2021. Mr. Lovett was the founder, chairman and chief executive officer of two highly successful companies: TowerCom, Ltd, an owner and developer of broadcast communication towers that he founded in 1994, and TowerCom Development, LP, a developer of wireless communications infrastructure that he founded in 1997. In 2007, he founded TowerCom, LLC and has since served as its chairman and chief executive officer. Mr. Lovett also co-founded Lovett Miller & Co. in 1997, a venture capital firm that focuses in technology-enhanced services and healthcare companies. Prior to co-founding Lovett Miller & Co., he served as the president of Southcoast Capital Corporation, a family holding company that invests in private equities, public equities and real estate. Prior to serving as president of Southcoast Capital Corporation, Mr. Lovett worked for the Lincoln Property Company and in the corporate finance department of Merrill Lynch. Mr. Lovett has made venture capital investments in the following companies: RxStrategies, Inc., EverBank Financial Corporation, Healthcare Solutions, Inc. (formerly Cypress Care, Inc.), CareAnywhere, Inc., K&G Men’s Centers, Inc., Sigma International Medical Apparatus, Go Software, Inc., Main Bank Corporation, PowerTel, Inc. and Southcoast Boca Associates. Mr. Lovett currently serves on the board of directors of TowerCom, LLC and as a member of the Florida Prepaid College Board. Mr. Lovett previously served on the board of trustees and was co-chairman of the Capital Campaign for the University of North Florida. Mr. Lovett also previously served on the board of directors of EverBank Financial Corporation (a formerly publicly traded company), and was the chairman of the Youth Crisis Center and the Jacksonville Jaguars Honor Rows Program. Mr. Lovett’s extensive experience serving on boards of directors and over 25 years of executive leadership experience and management experience make him qualified to continue to serve on the Board of Directors. Mr. Lovett is the Chair of our Compensation Committee and a member of our Nominating and Governance Committee.

  9. Directors’ Biographies

    | Justin W. Udelhofen | Director |

  10. Directors’ Biographies

    Mr. Udelhofen, age 45, has served as a member of the Board of Directors since January 2021. He also served on the board of managers of DFH LLC from December 2014 to January 2021. Mr. Udelhofen has been a private investor since July 2020. He previously founded Durant Partners LLC in October 2016, an investment fund that focuses on small-to-mid-capitalization equities, and served as Principal until June 2020. He also served on the board of managers of Durant Partners LLC. Prior to founding Durant Partners LLC, Mr. Udelhofen worked from 2006 to April 2016 at Water Street Capital, a multi-billion-dollar private investment firm in Jacksonville, Florida. Prior to joining Water Street Capital, Mr. Udelhofen researched businesses at growth-oriented mutual fund, Fred Alger Management. Prior to his services at Fred Alger Management, Mr. Udelhofen worked at Needham & Company, where he provided strategic insights to publicly traded companies, several initial public offerings and secondary offerings. Mr. Udelhofen’s extensive leadership experience, his investment expertise, his background of providing strategic insights to publicly traded companies and his involvement with initial public offerings and secondary offerings make him qualified to continue to serve on the Board of Directors. Mr. Udelhofen is a member of our Audit Committee, Nominating and Governance Committee and Compensation Committee. The Board of Directors has determined that Mr. Udelhofen qualifies as an “audit committee financial expert,” as such term is defined in Item 407(d) of Regulation S-K.

  11. Directors’ Biographies

    | Megha H. Parekh | Director |

  12. Directors’ Biographies

    Ms. Parekh, age 40, has served as a member of the Board of Directors since January 2021. In 2013, Ms. Parekh joined the Jacksonville Jaguars, a professional football franchise based in Jacksonville, Florida, as vice president and general counsel and, in 2016, was promoted to her current position as senior vice president and chief legal officer. Ms. Parekh manages the legal, technology, security, capital improvements and people development teams at the Jacksonville Jaguars. Since joining the Jacksonville Jaguars, Ms. Parekh has also worked on a number of other acquisitions and business ventures for Mr. Shad Khan, Jacksonville Jaguars’ owner, including serving as chief legal officer for Iguana Investments Florida, LLC and chief legal officer for All Elite Wrestling, LLC. Prior to joining the Jacksonville Jaguars, Ms. Parekh worked in the New York office of the international law firm Proskauer Rose LLP where she practiced corporate law and worked on public and private acquisitions, and financings and securities offerings. Ms. Parekh currently serves on the board of directors of the Jacksonville Jaguars Foundation, Inc. and the Florida Sports Foundation, Inc., and on the board of managers of the Black News Channel, an American broadcast television news channel based in Tallahassee, Florida targeting the African American demographic. Ms. Parekh’s 14 years of experience in acquisitions and business ventures and her legal expertise make her qualified to continue to serve on the Board of Directors. Ms. Parekh is the Chair of our Nominating and Governance Committee.

  13. Directors’ Biographies

    | Leonard M. Sturm | Director |

  14. Directors’ Biographies

    Mr. Sturm, age 70, has served as a member of the Board of Directors since September 2022. Mr. Sturm retired at the end of 2014 as an audit partner in the New York office of KPMG LLP (“KPMG”) after a 37 year career conducting financial statement audits of primarily public companies and audits of internal controls under Section 404 of the Sarbanes-Oxley Act. He was a member of the New York audit leadership team for a number of years through 2012, and subsequently joined KPMG’s department of professional practice, assuming certain national responsibilities for KPMG’s quality review process until his retirement. Mr. Sturm also served as a member of KPMG’s audit committee for three years. During his tenure at KPMG, Mr. Sturm authored the annual “Metropolitan New York Regional Software Industry Outlook”, which provided comprehensive industry analysis and benchmarking data. Mr. Sturm was also a founder and treasurer on the board of directors of LISTnet, was the chairman of the board of directors for the Long Island Software and Technology Incubator, served as the treasurer on the board of directors of Gold Coast Villas Association, served as a member on the board of directors of the Huntington Chamber of Commerce, and currently serves on the board of directors of Esplanade Lake Club Homeowners Association, Inc. He also served as president of the New York Chapter of the Association of Government Accountants, was a member on the defense contractor committee of the American Institute of CPA's and co-authored the “Government Contractors Industry Audit and Accounting Guide.” Mr. Sturm currently serves as a member of the board of directors and chairman of the audit committee of Jolley Holding Aruba, which consists of numerous private companies that primarily operate in commercial real estate, car dealership, car rental, retail and wholesale businesses. In that capacity, Mr. Sturm assists in board oversight of the integrity of the financial statements, the monitoring and management of financial risks, the effectiveness of internal financial controls, compliance with regulatory requirements and the work of the independent auditors and the internal audit function. Mr. Sturm's extensive leadership experience, his audit experience and his experience as a member of, or advisor to, boards, makes him qualified to continue to serve on the Board of Directors. Mr. Sturm is the Chair of our Audit Committee and a member of our Nominating and Governance Committee and Compensation Committee. The Board of Directors has determined that Mr. Sturm qualifies as an “audit committee financial expert,” as such term is defined in Item 407(d) of Regulation S-K.

  15. Directors’ Biographies

    | William W. Weatherford | Director |

  16. Directors’ Biographies

    Mr. Weatherford, age 45, brings more than two decades of governance, financial and risk management expertise to the Company’s Board. He is currently managing partner of Weatherford Capital, which he co-founded in 2015 to build and invest in businesses that positively impact the world. In 2012, prior to the founding of Weatherford Capital, Mr. Weatherford made history as the 84th Speaker of the Florida House of Representatives, becoming the youngest presiding officer of any state legislative chamber in the United States at the time. Mr. Weatherford served in the Florida Legislature from 2006 until 2014 and used his position as Speaker to advocate for social mobility through free enterprise and education reform and focused his tenure on breaking the cycle of generational poverty. Mr. Weatherford currently serves as chairman of the University of South Florida’s board of trustees. Mr. Weatherford also served as co-chairman of the host committee for Super Bowl LV in Tampa, Florida. In addition to chairing the board at the University of South Florida, Mr. Weatherford currently serves on the boards of GuideWell, PayIt, Utility, Inc., The Florida Council of 100, and The American Enterprise Institute, among others. Mr. Weatherford also has previous public company board experience from his directorships with Sunshine Bancorp, Inc. from 2015 to 2018 and Mallard Acquisition Corp. from 2020 to 2022. Mr. Weatherford’s extensive political, investment and management expertise and his previous experience of serving on public boards make him qualified to continue to serve on the Board of Directors. Mr. Weatherford is a member of our Audit Committee. The proposal regarding the election of directors requires the approval of a plurality of the shares of our common stock entitled to vote at the Annual Meeting that are present in person, by remote communication or by proxy at the Annual Meeting that are voted on this proposal. This means that the six nominees receiving the highest number of affirmative FOR votes will be elected as directors of the Company. Broker non-votes will have no effect on the outcome of the vote on this proposal. If you own shares of our common stock through a broker, bank or other nominee, you must instruct your broker, bank or other nominee how to vote in order for such broker, bank or other nominee to vote your shares so that your vote can be counted on this proposal. THE BOARD RECOMMENDS THAT STOCKHOLDERS VOTE FOR EACH OF THE NOMINATED DIRECTORS.

  17. NON-EMPLOYEE DIRECTOR COMPENSATION

    NON-EMPLOYEE DIRECTOR COMPENSATION Our Compensation Committee is responsible for evaluating and approving compensation for our non-employee directors. For 2024, our Compensation Committee approved the following compensation for our non-employee directors: • An annual cash retainer of $50,000; and • An annual restricted stock award valued at $100,000 on the approval date that vests over the one year of service. In addition, annual cash retainers for Board committee service were paid to the non-employee directors as applicable, equal to $35,000 for our Audit Committee chair, $15,000 for each of our other committee chairs, and $10,000 for non-chair service on all committees. We also reimburse our directors for reasonable out-of-pocket expenses such as those incurred for travel in connection with attendance in-person at Board or committee meetings. Based on consideration of the market and the responsibilities of the directors, for 2025, our Compensation Committee approved an increase of the cash retainer for the Audit Committee chair to $50,000, an increase of the cash retainer for the other Committee chairs to $20,000 and an increase of the annual restricted stock award to $125,000. In addition, for 2025 non-employee director compensation, the directors had the option to receive restricted stock with a one-year vesting period in lieu of their cash retainers, as applicable. Otherwise, we expect non-employee director compensation to remain the same in 2025.

  18. Director Compensation

    Director Compensation The following table provides information regarding compensation earned by our directors for service rendered during the year ended December 31, 2024. Mr. Zalupski, our President, Chief Executive Officer and Chairman of the Board, receives no additional compensation for serving on the Board, and his 2024 compensation is disclosed under “Executive Compensation.”

  19. Director Compensation

    | Name | Fees earned or paid in cash ($)(1) | Stock awards ($)(2) | Total ($) | | W. Radford Lovett II | 75,000 | 100,019 | 175,019 | | Justin. W. Udelhofen | 80,000 | 100,019 | 180,019 | | Megha H. Parekh | 65,000 | 100,019 | 165,019 | | Leonard M. Sturm | 105,000 | 100,019 | 205,019 | | William W. Weatherford | 60,000 | 100,019 | 160,019 |

  20. Director Compensation

    (1)Represents annual Board and Committee retainers, which directors received in cash. (2)Based on grant date fair value of restricted stock units granted during 2024 and calculated in accordance with FASB ASC Topic 718. Assumptions used in the calculation of these amounts are included in Note 13 to our consolidated financial statements reported in the Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

  21. Philosophy and Context of Our Executive Compensation Program

    Philosophy and Context of Our Executive Compensation Program Our executive compensation program is designed to motivate, reward, attract and retain the talent necessary to ensure our continued success as the Company evolves. The program seeks to align executive compensation with our short- and long-term objectives, business strategy, financial performance and long-term value creation for our stockholders. As part of our executive pay strategy: •We pay base salaries that reflect competitive market levels, individual merit and internal parity considerations; •We pay a portion of incentives in the form of equity awards that contain a multi-year time-based vesting schedule as a retention mechanism; and •We maintain an incentive structure that considers achievement of Company-specific performance factors.

  22. Compensation Governance Practices

    | What We Do | | | ✔ | Annual Compensation Review. The Compensation Committee conducts an annual review of compensation for our NEOs and a review of compensation-related risks. | | ✔ | Compensation At-Risk and Performance-based. A significant portion of our NEOs compensation is subject to variable pay arrangements that are determined by the Compensation Committee in connection with our performance. | | ✔ | Multi-Year Vesting Requirements. Time-based restricted stock units granted to our NEOs generally vest over three or five years. | | ✔ | Share Ownership Guidelines. We have established minimum share ownership requirements of 5x base salary for our Chief Executive Officer and 3x base salary for our other NEOs. | | ✔ | Compensation Recovery Policy. We have adopted a compensation recovery policy that provides that we shall, except in limited circumstances, recover any erroneously awarded incentive-based compensation from our named executive officers. The policy is filed as an exhibit to our 2024 Annual Report on Form 10-K. | | What We Don’t Do | | | ✘ | No Tax Reimbursements. No tax reimbursements on any tax liability that our NEOs might owe. |

  23. Compensation Risk Assessment and Timing of Equity Awards

    Compensation Risk Assessment and Timing of Equity Awards The Compensation Committee monitors the Company’s incentive and equity-based compensation plans for both executive and non-executive employees, and annually reviews the programs against the Company’s strategic goals, industry practices and emerging trends in order to ensure alignment with stockholder interests. As part of this evaluation, the Compensation Committee considers whether the program components encourage or otherwise promote the taking of inappropriate or unacceptable risks that could threaten the Company’s long-term value. Based on a review by our Compensation Committee, such directors determined that the mix and design of the elements of such programs do not encourage our employees to assume excessive risks, and accordingly are not reasonably likely to have a material adverse effect on the Company. To date, we have not awarded stock options under compensation plans. We compensate our NEOs and directors with time vesting awards of restricted stock annually, with the awards being made in March of each year following the filing of the Company’s Annual Report on Form 10-K. The Compensation Committee believes that timing the awards to follow the Company’s Annual Report on Form 10-K filing generally ensures that all material, non-public information has been released prior to the awards being made.

  24. Role of Compensation Consultant

    Role of Compensation Consultant The Compensation Committee retained an independent compensation consultant, Compensation Advisory Partners (“CAP”), to provide information, analysis and other advice relating to our executive compensation program. CAP provided the following advisory services in 2024: • Consulted with management in between Compensation Committee meetings; • Assisted with the review of the peer group companies; • Provided competitive market data for our NEO positions; and • Assisted with the evaluation of the effectiveness of our overall executive compensation program and related disclosure. CAP did not provide any services to us other than the consulting services to the Compensation Committee.

  25. Competitive Considerations

    With the assistance its compensation consultant, CAP, the Compensation Committee reviewed and considered the compensation levels and practices of this group. The purpose of the comparison was to gain an additional point of reference, but was just one of several analytic tools that were used in making compensation decisions for the overall incentive compensation package, including specified ranges for short-term incentive compensation. During the 2024 review, M.D.C. Holdings was removed from our peer group following its acquisition by Sekisui House. Beazer Homes USA, Cavco Industries and Champion Homes were also excluded and replaced by KB Home, NVR, Smith-Douglas and Taylor Morrison. The purpose of these updates was to better align the peer companies with our overall business strategy while considering a reasonable range of comparative factors, including but not limited to, market capitalization and revenues. Additionally, the Compensation Committee considered comparative peer data together with a number of factors—including market practices, Company and individual performance, and internal parity—when making compensation decisions for 2024, without placing any particular weight on any one factor.

  26. Annual Short-Term Cash Incentives

    Annual Short-Term Cash Incentives Annual short-term compensation is designed to incentivize our NEOs at a variable level of compensation based on the Company’s performance as well as the individual’s performance. For 2024, our Compensation Committee established the following annual cash incentive targets for our NEOs, representing 50% of the total incentive target for the CEO and former COO, and 43% of the total incentive target for the CFO:

  27. Annual Short-Term Cash Incentives

    | Name | 2024 Cash Incentive Target ($) | | Patrick O. Zalupski | 5,312,500 | | J. Douglas Moran | 5,312,500 | | L. Anabel Ramsay | 750,000 |

  28. Annual Short-Term Cash Incentives

    The Compensation Committee evaluates performance for short-term incentives based on a number of factors and include a comprehensive review of Company performance, with a focus on adjusted pre-tax income for NEOs other than the CFO, as explained below, and individual NEO performance. For 2024, the Compensation Committee set an adjusted pre-tax income target of $425 million as the primary measure when determining the annual incentives for our CEO and former COO. When determining the adjusted pre-tax income, the Committee has discretion to exclude one-time items, including merger/acquisition costs, litigation expense, restructuring costs, changes in accounting, extraordinary income and similar items. The Compensation Committee established a threshold level of performance at 80% of the adjusted pre-tax income target (i.e., $340 million of adjusted pre-tax income) and a maximum level of performance at 125% of the adjusted pre-tax income target (i.e., $531 million of adjusted pre-tax income) that would result in a payout between 50% and 140% of the incentive target, respectively. Performance below 80% of the adjusted pre-tax income target would result in a 0% payout. Once the threshold is met, the annual incentive payout is then determined based on the scale below:

  29. Annual Short-Term Cash Incentives

    | 2024 Pre-Tax Income Ranges (in millions) | Adjusted Pre-Tax Income Achievement (As a % of adjusted pre-tax income target) | Annual Incentive Payout Opportunity (As a % of incentive target) | | >$531 | 125% | 140% | | $451 - $531 | 106% - 125% | 110% - 140% | | $408 - $451 | 96% - 106% | 90% - 110% | | $340 - $408 | 80% - 96% | 50% - 90% | | <$340 | <80% | 0% |

  30. Annual Short-Term Cash Incentives

    Once the Committee determines the adjusted pre-tax income achievement range, the Committee evaluates performance based on three other performance metrics, including home closings, return on participating equity and net debt to capitalization ratio to determine the final payout within the range. When adjusted pre-tax income falls between 80% and 125% of the adjusted pre-tax income target, an incremental third of the payout range is achieved by meeting or exceeding the targets for each metric detailed below:

  31. Annual Short-Term Cash Incentives

    | Other Performance Metrics | 2024 Other Performance Metrics Targets | Performance Hurdle | | Home closings | 8,250 | Minimum | | Return on participating equity | 27.6% | Minimum | | Net debt to capitalization ratio(1) | 38.9% | Maximum |

  32. Annual Short-Term Cash Incentives

    (1)Net debt to capitalization ratio as defined in the credit agreement for our senior unsecured revolving credit facility. For 2024, the Company achieved an adjusted pre-tax income of $437.0 million, which reflects 103% of adjusted pre-tax income target performance. Based on the formulaically-driven incentive payout range and achievement of the performance hurdles of the other three performance metrics, the CEO and former COO were each awarded a cash incentive payment of 110% of the incentive target ($5.8 million for each executive). Our CFO’s annual cash incentive was determined based on an evaluation of discretionary, qualitative measures in the areas of internal control, compliance, reporting, balance sheet management, functional oversight and integration as well as a maximum quantitative metric of net debt to capitalization ratio of 38.9%. The Compensation Committee reasoned that the CFO’s incentive compensation should not be solely dependent on the financial performance of the Company. To assess the CFO’s accomplishments in terms of qualitative metrics, the Compensation Committee collaborated with the CEO and former COO. In 2024, the CFO successfully fulfilled the qualitative goals and the Company achieved a net debt to capitalization ratio of 36.1%. As a result, the CFO was awarded an annual cash incentive payment of 100% of target ($0.8 million).

  33. Long-Term Incentive—Equity Awards

    Long-Term Incentive—Equity Awards For 2024 performance, annual equity awards were a component of our compensation structure for executives in order to more effectively align the interests of executive officers and our stockholders and increase retention through ensuring long-term incentive arrangements remain in place. The long-term incentive awards for 2024 performance (granted on March 5, 2025) consisted of three-year vesting restricted stock units for our CEO and former COO, and an equal amount of three-year and five-year vesting restricted stock units for our CFO. The long-term incentive equity award values for the CEO, former COO and CFO were $5.3 million, $5.3 million and $1.0 million, respectively. These long-term incentive award values differ from the Stock Awards column of the Summary Compensation Table and Grants of Plan-Based Awards table as SEC regulations require those tables to reflect awards granted in 2024 for 2023 performance, as described in the 2024 proxy statement.

  34. Executive Employment Agreements

    Executive Employment Agreements We have the following employment agreements with our CEO and CFO (“continuing NEOs”) and our former COO, as described below: Patrick O. Zalupski. The Company’s employment agreement with Mr. Zalupski: (i) provides for a minimum base salary of $1,150,000; (ii) provides that he is entitled to use aircrafts chartered by the Company for business and personal travel (subject to compliance with the Company’s personal use policy established by the Compensation Committee); (iii) provides that his entitlement to any perquisites shall be governed by the Company’s policies in effect from time to time; and (iv) includes an acknowledgement that any compensation payable after the effective date will be subject to the Company’s Compensation Recovery Policy. Mr. Zalupski’s executive employment agreement provides for the payment of three months’ worth of Company-paid Consolidated Omnibus Budget Reconciliation Act (“COBRA”) premiums as severance benefits in the event of an involuntary termination by us without cause. J. Douglas Moran. The Company’s employment agreement with Mr. Moran: (i) provides for a minimum base salary of $750,000; (ii) provides that any unvested restricted stock units owned upon death, disability or a Change in Control (as defined in the employment agreement) in which Patrick Zalupski does not retain control of the acquiror or successor will immediately become fully vested; (iii) provides that any unvested restricted stock units owned following a Change in Control (as defined in the employment agreement) in which Patrick Zalupski does retain control of the acquiror or successor will immediately become fully vested if the executive is terminated without Cause (as defined in the employment agreement) during the 24 months following such Change in Control; (iv) provides that his entitlement to any perquisites shall be governed by the Company’s policies in effect from time to time; and (v) includes an acknowledgement that any compensation payable after the effective date will be subject to the Company’s Compensation Recovery Policy. L. Anabel Ramsay. The Company’s employment agreement with Ms. Ramsay: (i) provides for a minimum base salary of 650,000; (ii) provides for one year of base salary and reimbursement of COBRA coverage payable over 12 months as severance in the event she is terminated without Cause (as defined therein), increasing to two years of base salary and reimbursement of COBRA coverage payable over 24 months if such termination occurs within 24 months of a Change in Control (as defined in the employment agreement); (iii) provides that any unvested restricted stock units owned upon death, disability or a Change in Control (as defined in the employment agreement) in which Patrick Zalupski does not retain control of the acquiror or successor will immediately become fully vested; (iv) provides that any unvested restricted stock units owned following a Change in Control (as defined in the employment agreement) in which Patrick Zalupski does retain control of the acquiror or successor will immediately become fully vested if the executive is terminated without Cause (as defined in the employment agreement) during the 24 months following such Change in Control; (v) provides that her entitlement to any perquisites shall be governed by the Company’s policies in effect from time to time; and (vi) includes an acknowledgement that any compensation payable after the effective date will be subject to the Company’s Compensation Recovery Policy.

  35. Severance and Change in Control Benefits

    Severance and Change in Control Benefits The employment agreements for Mr. Moran and Ms. Ramsay provide that if we terminate Mr. Moran or Ms. Ramsay employment involuntarily without cause, Mr. Moran or Ms. Ramsay would be entitled to receive severance payments equal to 12 months’ worth of their then-current base salary as in effect at the time of such termination, plus 12 months’ worth of Company-paid COBRA premiums. If we terminate Mr. Moran or Ms. Ramsay employment involuntarily without cause within the 24-month period following a change in control of the Company, Mr. Moran or Ms. Ramsay would be entitled to receive severance payments equal to 24 months’ worth of their then-current base salary as in effect at the time of such termination, plus 24 months’ worth of Company-paid COBRA premiums. Following death, disability, or a change in control in which Mr. Zalupski does not retain control of the acquiror or successor, any unvested restricted stock units owned by Mr. Moran or Ms. Ramsay will immediately become fully vested. Further, following a change in control in which Mr. Zalupski does retain control of the acquiror or successor, if Mr. Moran or Ms. Ramsay are terminated without cause during the 24 months following such change in control, any unvested restricted stock units owned by Mr. Moran or Ms. Ramsay will immediately become fully vested. All severance and change in control benefits are subject to execution of an effective general release of claims in our favor and continued compliance with certain non-competition and other restrictive covenants.

  36. Summary Compensation Table

    Summary Compensation Table The following table provides information concerning compensation of NEOs for the years ended December 31, 2024, 2023 and 2022. Because we only have three “executive officers” as such term is defined in Rule 3b-7 of the Exchange Act, we only have three “named executive officers,” and the compensation for each is disclosed in the following table. The amounts shown below are discussed further under “Compensation Discussion and Analysis—2024 Executive Compensation Program in Detail.”

  37. Summary Compensation Table

    | Name and Principal Position | Year | Salary ($)(1) | Bonus ($) | Stock Awards ($)(2) | Non-equity Incentive Plan Compensation ($) | All Other Compensation ($)(3) | Total ($) | | Patrick O. Zalupski | 2024 | 1,186,539 | — | 5,137,271 | 5,843,750 | 712,248 | 12,879,808 | | President, Chief Executive Officer | 2023 | 1,122,308 | — | 4,622,282 | 5,250,000 | 372,912 | 11,367,502 | | and Chairman of the Board | 2022 | 1,057,692 | 5,250,000 | 1,812,500 | — | 167,296 | 8,287,488 | | J. Douglas Moran | 2024 | 786,539 | — | 5,137,271 | 5,843,750 | 42,840 | 11,810,400 | | Former Senior Vice President | 2023 | 737,692 | — | 4,622,282 | 5,250,000 | 26,109 | 10,636,083 | | and Chief Operating Officer | 2022 | 650,000 | 5,250,000 | 1,812,500 | — | 10,675 | 7,723,175 | | L. Anabel Ramsay | 2024 | 686,539 | 750,000 | 1,370,001 | — | 27,510 | 2,834,050 | | Senior Vice President | 2023 | 631,538 | 500,000 | 1,047,730 | — | 22,770 | 2,202,038 | | and Chief Financial Officer | 2022 | 469,231 | 350,000 | 700,000 | — | 9,692 | 1,528,923 |

  38. Summary Compensation Table

    (1)Base salary changes are typically made effective during March of the respective year in which a change occurs. (2)Based on the grant date fair value of such awards and calculated in accordance with FASB ASC Topic 718. Assumptions used in the calculation of these amounts are included in Note 13, Stock-Based Compensation to our consolidated financial statements reported in the Annual Report on Form 10-K for the fiscal year ended December 31, 2024. (3)Amounts reflected within the “All Other Compensation” column for the fiscal year ended December 31, 2024 are comprised of the following amounts:

  39. Summary Compensation Table

    | Name and Principal Position | Employer Contributions to 401(k) Plan ($) | Perquisites ($)(1) | Total ($) | | Patrick O. Zalupski | 13,800 | 698,448 | 712,248 | | J. Douglas Moran | 13,800 | 29,040 | 42,840 | | L. Anabel Ramsay | 13,800 | 13,710 | 27,510 |

  40. Summary Compensation Table

    (1)Represents the personal benefit derived by the NEOs from company-paid travel, golf memberships and networking and business entertainment expenses. For Mr. Moran, also represents the personal benefit derived from a company-paid participation fee for an annual executive health exam. For Mr. Zalupski, also represents the personal benefit derived from expenses related to the use of leased property. The amounts for Mr. Zalupski include $631,696 of costs associated with the use of Company-chartered aircrafts and $46,718 of costs associated with the use of a golf membership.

  41. Pay Ratio

    Pay Ratio We have estimated the ratio between our 2024 CEO’s total compensation and the median annual total compensation of all employees (except the chief executive officer). In searching for the median employee, we considered annualized taxable compensation totals in 2024. We identified the “Median Employee” based on the annualized taxable compensation of all full-time, part-time and temporary employees employed by us as of December 31, 2024. Then we calculated the Median Employee’s compensation under the Summary Compensation Table (“SCT”) rules. Our Chief Executive Officer in 2024 had annual total compensation of $12,879,808 and our Median Employee had annual total compensation of $99,104. Therefore, we estimate that our Chief Executive Officer’s annual total compensation in 2024 is 130 times that of the median of the annual total compensation of all of our employees.

  42. Pay Versus Performance

    Pay Versus Performance The table below includes information regarding the Company’s performance and the compensation actually paid (“CAP”) to our Principal Executive Officer (“PEO”) and non-PEO NEOs for the corresponding fiscal year, as calculated in accordance with the requirements of Regulation S-K.

  43. Pay Versus Performance

    | | | | | | Value of Initial Fixed $100 Investment Based On:(4) | | | | | Fiscal Year Ended December 31,(1) | Summary Compensation Table (SCT) Total for PEO ($)(2) | CAP to PEO ($)(3) | Average SCT Total for Non-PEO NEOs ($)(2) | Average CAP to Non-PEO NEOs ($)(3) | Total Shareholder Return ($)(4) | Peer Group Total Shareholder Return ($)(5) | Net Income (in thousands) ($)(6) | Adjusted Pre-Tax Income (in thousands) ($)(7) | | 2024 | 12,879,808 | 7,550,989 | 7,322,225 | 5,208,396 | 111 | 166 | 340,582 | 437,366 | | 2023 | 11,367,502 | 26,361,566 | 6,419,061 | 12,617,078 | 170 | 151 | 307,942 | 404,425 | | 2022 | 8,287,488 | 3,789,895 | 4,626,049 | 3,687,962 | 42 | 106 | 274,297 | 345,172 | | 2021 | 14,391,664 | 12,683,973 | 2,210,117 | 2,077,460 | 93 | 136 | 134,594 | 168,998 | | 2020 | 4,546,813 | 4,546,813 | 1,131,157 | 1,131,157 | * | * | * | * | | *As the Company was privately held during this period, such data has not been included. | | | | | | | | |

  44. Pay Versus Performance

    (1)Mr. Zalupski has served as the PEO for the entirety of each of the fiscal year shown on the table above. Our non-PEO NEOs for the applicable years were as follows: 2024: J. Douglas Moran (through December 23, 2024), L. Anabel Ramsay 2023: J. Douglas Moran, L. Anabel Ramsay 2022: J. Douglas Moran, L. Anabel Ramsay 2021: J. Douglas Moran, Rick A. Moyer (Former Senior Vice President and Chief Financial Officer through September 30, 2021), L. Anabel Ramsay (effective October 6, 2021) 2020: J. Douglas Moran, Rick A. Moyer (2)Amounts reported in these columns represent the total compensation reported in the SCT for the corresponding year in the case of the PEO and the average total compensation reported in the SCT for the non-PEO NEOs for the corresponding year. (3)To calculate CAP, adjustments were made to the amounts reported in the SCT for the corresponding year. A reconciliation of the adjustments for the PEO and for the non-PEO NEOs is set forth below. (4)Assumes $100 invested based on the closing stock price on January 21, 2021, the date of our initial public offering, in our Class A common stock. Historic performance of the stock price of our Class A common stock is not necessarily indicative of future performance. (5)The Total Shareholder Return (“TSR”) Peer Group consists of the Standard and Poor’s Homebuilders Select Industry Index, an independently prepared index that includes companies in the homebuilding industry. (6)The Company’s net income calculated in accordance with U.S. generally accepted accounting principles for each year indicated. (7)When determining actual adjusted pre-tax income, the Committee may decide to exclude one-time items including merger/acquisition costs, litigation expense, restructuring costs, changes in accounting, extraordinary income, etc. The Compensation Committee determined that adjusted pre-tax income continues to be a prominent metric of the Company’s performance and, as discussed in the Compensation Discussion and Analysis (“CD&A”), for 2024, was a component of the Company’s annual incentive guidance. Although we utilize numerous financial and other performance measures to link Company performance with compensation actually paid to our NEOs, at present, we believe that adjusted pre-tax income represents the most important performance measure used to link Company performance to compensation actually paid to our NEOs. Reconciliation of CAP Adjustments:

  45. Pay Versus Performance

    | Year | Summary Compensation Table Total ($)(1) | Less, Grant Date Fair Value of Stock Awards Granted During Year ($)(2) | Plus, Year-End Fair Value of Outstanding and Unvested Stock Awards Granted During Year ($)(3) | Plus/(Minus), Change in Fair Value of Prior Year Stock Awards Outstanding And Unvested ($)(4) | Plus, Vest Date Fair Value of Stock Awards Granted and Vested in Year ($)(5) | Plus/(Minus), Change in Fair Value of Prior Year Stock Awards that Vested During Year ($)(6) | Less, Prior Year Fair Value of Prior Year Stock Awards that Failed to Vest During Year ($)(7) | Equals CAP ($) | | PEO | | | | | | | | | | 2024 | 12,879,808 | (5,137,271) | 3,091,396 | (3,446,642) | — | 163,698 | — | 7,550,989 | | 2023 | 11,367,502 | (4,622,282) | 13,096,465 | 6,035,889 | — | 483,992 | — | 26,361,566 | | 2022 | 8,287,488 | (1,812,500) | 919,519 | (3,319,997) | — | (284,615) | — | 3,789,895 | | 2021 | 14,391,664 | (10,684,605) | 8,976,914 | — | — | — | — | 12,683,973 | | 2020 | 4,546,813 | — | — | — | — | — | — | 4,546,813 | | Average of Non-PEO NEOs | | | | | | | | | | 2024 | 7,322,225 | (3,253,636) | 1,957,903 | (1,118,305) | — | 300,209 | — | 5,208,396 | | 2023 | 6,419,061 | (2,835,006) | 8,032,516 | 868,405 | — | 132,102 | — | 12,617,078 | | 2022 | 4,626,049 | (1,256,250) | 637,320 | (293,957) | — | (25,200) | — | 3,687,962 | | 2021 | 2,210,117 | (927,481) | 794,824 | — | — | — | — | 2,077,460 | | 2020 | 1,131,157 | — | — | — | — | — | — | 1,131,157 |

  46. Pay Versus Performance

    (1)Total compensation included in the SCT for the corresponding year. With respect to the other NEOs, amounts shown represent averages. (2)Grant date fair value of the stock awards granted during the corresponding year. (3)Fair value as of the corresponding year-end of the outstanding and unvested stock awards granted during such year. (4)Change in fair value during the corresponding year of each stock award that was granted in a prior year that remained outstanding and unvested as of the last day of the corresponding year, and, for awards subject to performance-based vesting conditions, based on the probable outcome of such performance-based vesting conditions as of the last day of the year. (5)Fair value as of the vesting date of the stock awards that were granted and vested during the corresponding year. (6)Change in fair value of each stock award that was granted in a prior year and which vested during the corresponding year, measured from the prior year-end to the vesting date. (7)Fair value as of the last day of the prior year of the stock awards that were granted in a prior year and which failed to meet the applicable vesting conditions in the corresponding year. Relationship Between Pay and Performance For the average of the Non-PEO NEOs (“Average NEOs”), we believe CAP in each of the years analyzed and over the cumulative period are indicative of the Compensation Committee’s focus on the alignment of pay and performance. The downward trend of PEO CAP and average NEOs CAP from 2023 to 2024 was mostly the result of an increase in the average stock price used to quantify the long-term incentive awards, resulting in fewer RSUs granted in 2024 compared to 2023, as well as a $12.26 decrease in the year-end stock price. The upward trend of PEO CAP and average NEOs CAP from 2022 to 2023 was primarily due to a $26.87 increase in the year-end stock price when comparing the two years. The downward trend of PEO CAP from 2021 to 2022 is primarily due to a one time special bonus awarded in 2021 to the PEO in consideration of the substantial contribution leading to the successful completion of the Company’s initial public offering and, to a lesser extent, a $10.79 decrease in the stock price. Average NEOs CAP increased from 2021 to 2022, primarily due to the increase in adjusted pre-tax income. Adjusted pre-tax income is a key factor in determining short-term incentive compensation, as explained in the CD&A above. The following graphs illustrate the relationship between CAP to our PEO (in thousands) and Average NEOs (in thousands) and our TSR, net income (in thousands) and adjusted pre-tax income (in thousands), respectively, as well as our TSR versus the TSR of the TSR Peer Group. For the relationship between Company TSR versus TSR of the Peer Group, January 21, 2021 has been used as the beginning period, the date of the Company’s initial public offering. Performance Measures Used to Link Company Performance and Compensation Actually Paid to the CEO and former COO The financial and other performance measures listed below are the metrics the Compensation Committee deems as the most important measures used by the Company to determine compensation. Refer to the CD&A for a further explanation of the Company’s executive compensation program: •Adjusted pre-tax income •Home closings •Return on participating equity •Net debt to capitalization ratio(1) (1)Net debt to capitalization ratio as defined in the credit agreement for our senior unsecured revolving credit facility.

  47. Grants of Plan-Based Awards During 2024

    Grants of Plan-Based Awards During 2024 The following table sets forth information with respect to plan-based awards made to our continuing NEOs and former COO during the year ended December 31, 2024:

  48. Grants of Plan-Based Awards During 2024

    | Name | Type | Grant Date | Estimated Future Payouts under Non-Equity Incentive Plan Awards(1) | | | All Other Stock Awards (#)(2) | Grant Date Fair Value of Stock Awards ($)(3) | | | | | Threshold ($) | Target ($) | Maximum ($) | | | | Patrick O. Zalupski | Short-Term Incentive | — | 2,656,250 | 5,312,500 | 7,437,500 | — | — | | | Restricted stock units | 3/6/2024 | — | — | — | 132,849 | 5,137,271 | | J. Douglas Moran | Short-Term Incentive | — | 2,656,250 | 5,312,500 | 7,437,500 | — | — | | | Restricted stock units | 3/6/2024 | — | — | — | 132,849 | 5,137,721 | | L. Anabel Ramsay | Restricted stock units | 3/6/2024 | — | — | — | 35,428 | 1,369,969 |

  49. Grants of Plan-Based Awards During 2024

    (1)Amounts reported represent potential future payouts under our short-term incentive plan. Actual payouts under this plan are reflected in the “Non-Equity Incentive Plan Compensation” column of the SCT. (2)The restricted stock units vest equally over three years for Messrs. Zalupski and Moran, with the first vesting on March 6, 2025. For Ms. Ramsay, 17,714 of the restricted stock units vest equally over three years, and 17,714 of the restricted stock units vest equally over five years, with the first vesting for all restricted stock units on March 6, 2025. (3)Based on the grant date fair value of restricted stock units and calculated in accordance with FASB ASC Topic 718. Assumptions used in the calculation of these amounts are included in Note 10, Fair Value Disclosures to our consolidated financial statements reported in the Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

  50. Outstanding Equity Awards

    Outstanding Equity Awards The following table sets forth information with respect to restricted stock units that remain unvested as of December 31, 2024:

  51. Outstanding Equity Awards

    | | Stock Awards | | | Name | Number of shares that have not vested (#)(1) | Value of shares that have not vested ($)(2) | | Patrick O. Zalupski | 413,978 | 9,633,268 | | J. Douglas Moran | 413,978 | 9,633,268 | | L. Anabel Ramsay | 119,162 | 2,772,900 |

  52. Outstanding Equity Awards

    (1)Restricted stock units as of December 31, 2024, which were granted under the 2021 Equity Incentive Plan. (2)Market value of unvested restricted stock units is based on a closing price of $23.27 for a share of our common stock on the New York Stock Exchange on December 31, 2024.

  53. Option Exercises and Stock Vested in 2024

    Option Exercises and Stock Vested in 2024 The following table sets forth information about restricted stock vesting for our NEOs in 2024. Our NEOs do not have any options outstanding and did not exercise any options in 2024, as the Company has not awarded stock options to date.

  54. Option Exercises and Stock Vested in 2024

    | | Stock Awards | | | Name | Number of shares acquired on vesting (#)(1) | Value of shares realized on vesting ($)(2) | | Patrick O. Zalupski | 312,107 | 11,252,860 | | J. Douglas Moran | 182,300 | 6,964,037 | | L. Anabel Ramsay | 34,266 | 1,330,971 |

  55. Option Exercises and Stock Vested in 2024

    (1)Includes shares withheld for payment of taxes associated with the vesting. (2)The amounts in this column represent the aggregate market value of the shares of common stock acquired upon vesting based on the closing price on the applicable vesting date or, if the market was closed on the vesting date, the last trading day that immediately preceded the vesting date.

  56. Potential Payments Upon Termination or Change in Control

    Potential Payments Upon Termination or Change in Control The following table quantifies the amount of cash payments and the value of any equity acceleration and other benefits NEOs would have received in connection with certain terminations of employment, or in connection with a change in control of DFH, Inc. as if such event had occurred on December 31, 2024. Additional information regarding the prior and current employment agreements for NEOs and our 2021 Equity Incentive Plan is contained in our CD&A section under the headings “Executive Employment Agreements” and “Long-Term Incentive—Equity Awards.” The actual amounts that would be paid to any NEO can only be determined at the time of an actual termination of employment and would vary from those listed below. Generally, in the event of a termination for “cause” or a resignation for any reason, NEOs are entitled only to earned but unpaid salary, vested benefits under applicable benefit plans and reimbursement of business expenses. The amounts shown in the table below assume that all applicable contingencies, such as execution of a release of claims and continuing compliance with any restrictive covenants, as applicable, will be satisfied.

  57. Potential Payments Upon Termination or Change in Control

    | Name | Event | Salary ($) | Health/Welfare Benefits ($) | Equity Acceleration ($) | Total ($) | | Patrick O. Zalupski | Involuntary Termination(1) | — | 4,471 | — | 4,471 | | J. Douglas Moran | Involuntary Termination(2) | 800,000 | 26,126 | — | 826,126 | | | Change in Control(3) | — | — | 9,633,268 | 9,633,268 | | | Change in Control with Involuntary Termination(4) | 1,600,000 | 53,943 | 9,633,268 | 11,287,211 | | | Death or Disability(5) | — | — | 9,633,268 | 9,633,268 | | L. Anabel Ramsay | Involuntary Termination(2) | 700,000 | 12,123 | — | 712,123 | | | Change in Control(3) | — | — | 2,772,900 | 2,772,900 | | | Change in Control with Involuntary Termination(4) | 1,400,000 | 24,247 | 2,772,900 | 4,197,147 | | | Death or Disability(5) | — | — | 2,772,900 | 2,772,900 |

  58. Potential Payments Upon Termination or Change in Control

    (1)Mr. Zalupski’s employment agreement provides that if the Company terminates Mr. Zalupski without cause, he would be entitled to receive severance payments equal to three months’ worth of company-paid Consolidated Omnibus Budget Reconciliation Act (“COBRA”) premiums. (2)In the event either Mr. Moran or Ms. Ramsay is terminated by the Company without cause (as defined in their respective employment agreements), they would be entitled to receive severance payments equal to 12 months’ worth of their then-current base salary as in effect at the time of such termination, plus company-paid COBRA premiums for a period of 12 months. (3)Following a change in control in which Mr. Zalupski does not retain control of the acquiror or successor, any unvested restricted stock units owned by Mr. Moran or Ms. Ramsay will immediately become fully vested. (4)If the Company terminates Mr. Moran or Ms. Ramsay employment involuntarily without cause within the 24-month period following a change in control of the Company, Mr. Moran or Ms. Ramsay would be entitled to receive severance payments equal to two years’ of their then-current base salary as in effect at the time of such termination, plus Company-paid COBRA premiums for a period of 24 months. Further, following a change in control in which Mr. Zalupski does retain control of the acquiror or successor, if Mr. Moran or Ms. Ramsay are terminated without cause during the 24 months following such change in control, any unvested restricted stock units owned by Mr. Moran or Ms. Ramsay will immediately become fully vested. (5)Following death or disability, any unvested restricted stock units owned by Mr. Moran or Ms. Ramsay will immediately become fully vested.

  59. Nonqualified Deferred Compensation Plan

    Nonqualified Deferred Compensation Plan We offer a non-qualified deferred compensation plan (or “deferred compensation plan”) to our NEOs as well as other highly compensated employees in order to allow them additional pre-tax income deferrals above and beyond the limited caps that qualified plans, such as 401(k) plans, impose on highly compensated employees. The deferred compensation plan allows eligible participants to defer up to 75% of their base salary, 80% of commissions and up to 100% of their qualifying bonuses and annual cash incentives. The deferred compensation plan also allows for discretionary employer contributions, although to date all contributions to the plan have been funded by the employees and we do not currently offer a contribution match. Employee deferrals are deemed 100% vested upon contribution. After a minimum of three years from the date of contribution, eligible participants may elect distributions to be received while still employed (“in-service distributions”). These in-service distributions can be made as either a lump sum or in annual installments not to exceed four years. Eligible participants also may elect distributions to be received upon separation of employment, which allows for a lump sum or annual installments for a period not to exceed 10 years. Participants in the deferred compensation plan are entitled to select from a wide variety of investments available under the plan and will be allocated gains or losses based upon the performance of the investments selected by the participant. All gains or losses are allocated fully to plan participants and the Company does not guarantee a rate of return on deferred balances. The below table reflects activity for our NEOs that participated in the deferred compensation plan during 2024.

  60. Nonqualified Deferred Compensation Plan

    | Name | Executive Contributions in Last Fiscal Year ($) | Registrant Contributions in Last Fiscal Year ($)(1) | Aggregate Earnings in Last Fiscal Year ($)(2) | Aggregate Withdrawals/Distributions ($) | Aggregate Balance at Last Fiscal Year End ($)(3) | | L. Anabel Ramsay | 14,808 | — | 824 | — | 15,632 |

  61. Nonqualified Deferred Compensation Plan

    (1)Dream Finders Homes did not provide matching contributions during this period. (2)These amounts do not include any above-market or preferential earnings. Accordingly, these amounts are not reported in the SCT. (3)No amount in this column that represents executive contributions has previously been reported as compensation to the NEO in the SCT in the year of contribution.