Amendment: SEC Form SCHEDULE 13D/A filed by Hippo Holdings Inc.
$HIPO
Property-Casualty Insurers
Finance
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)
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Hippo Holdings Inc. (Name of Issuer) |
Common Stock, par value $0.0001 per share (Title of Class of Securities) |
433539103 (CUSIP Number) |
Katherine Lee Martin Lennar Corporation, 5505 Waterford District Drive Miami, FL, 33126 (305) 559-4000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
02/17/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 433539103 |
| 1 |
Name of reporting person
Lennar Corporation | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
HC |
SCHEDULE 13D
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| CUSIP No. | 433539103 |
| 1 |
Name of reporting person
Len X, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
FLORIDA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
HC |
SCHEDULE 13D
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| CUSIP No. | 433539103 |
| 1 |
Name of reporting person
LEN FW Investor, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
16,470.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.0001 per share | |
| (b) | Name of Issuer:
Hippo Holdings Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
One Almaden Blvd., Suite 400, San Jose,
CALIFORNIA
, 95113. | |
Item 1 Comment:
This Amendment No. 5 to Schedule 13D (this "Amendment") amends and supplements the Schedule 13D filed on August 9, 2021, as amended by Amendment No. 1 filed on April 12, 2022, Amendment No. 2 filed on August 19, 2022, Amendment No. 3 filed on July 3, 2025, and Amendment No. 4 filed on November 14, 2025 (collectively, the "Schedule 13D") relating to the common stock, par value $0.0001 per share (the "Common Stock"), of Hippo Holdings Inc. (the "Issuer"), a Delaware corporation. Except as specifically provided herein, this Amendment does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings assigned to such terms in the Schedule 13D.
The Reporting Persons have determined that, as of the date of this Amendment, the Reporting Persons are no longer the beneficial owners of more than five percent of the Issuer's securities and are no longer required to report their holdings on Schedule 13D. Consequently, this Amendment represents the final amendment to the Schedule 13D and constitutes an exit filing with respect to the Reporting Persons. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) of the Schedule 13D is hereby amended and restated as follows: The cover page to this Schedule 13D for each Reporting Person is incorporated by reference in its entirety into this Item 5. As of the date of this Amendment, one of the Reporting Persons holds an irrevocable proxy to vote 16,470 shares of the Issuer's Common Stock, constituting less than one percent of the Issuer's outstanding Common Stock. Such percentage was calculated based on 25,335,179 outstanding shares of Common Stock as of October 29, 2025, as set forth in the Issuer's Quarterly Report on 10-Q filed with the SEC on November 5, 2025. | |
| (b) | Item 5(b) of the Schedule 13D is hereby amended and restated as follows: With respect to each Reporting Person, the disclosure set forth in rows 7 to 10 of the applicable cover page is incorporated by reference herein. | |
| (c) | Item 5(c) of the Schedule 13D is hereby amended and supplemented as follows: On February 17, 2026, LEN FW Investor, LLC contributed 2,067,997 shares of Common Stock to The Lennar Foundation, Inc., a private 501(c)(3) foundation (the "Lennar Foundation"), for no consideration. On February 17, 2026, Len X, LLC contributed 4,000 shares of Common Stock to the Lennar Foundation for no consideration. Except as set forth herein, none of the Reporting Persons has effected any transactions with respect to the securities of the Issuer during the past sixty days. | |
| (e) | As of February 17, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent of the Issuer's Common Stock. The filing of this Amendment represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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