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    LGI Homes Inc. filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    4/29/25 5:09:59 PM ET
    $LGIH
    Homebuilding
    Consumer Discretionary
    Get the next $LGIH alert in real time by email
    lgih-20250424
    0001580670false00015806702025-04-242025-04-24

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549
     FORM 8-K
    CURRENT REPORT
    PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934
    Date of report (date of earliest event reported): April 24, 2025
    LGI HOMES, INC.
    (Exact name of registrant as specified in its charter)
    Delaware001-3612646-3088013
    (State or other jurisdiction
    of incorporation)
    (Commission
    File Number)
    (IRS Employer
    Identification Number)
     
    1450 Lake Robbins Drive, Suite 430,The Woodlands,Texas77380
    (Address of principal executive offices)(Zip Code)
    (281) 362-8998
    (Registrant’s Telephone Number, Including Area Code)

    N/A
    (Former Name or Former Address, if Changed Since Last Report)
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
    Securities registered pursuant to Section 12(b) of the Act:
    Title of each classTrading symbol(s)Name of each exchange on which registered
    Common Stock, par value $0.01 per shareLGIHNASDAQ Global Select Market
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
                                        Emerging growth company ☐
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐





    Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
    Compensatory Arrangements of Certain Officers.

    On April 24, 2025, LGI Homes, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders of the Company approved Amendment No. 1 to the LGI Homes, Inc. 2016 Employee Stock Purchase Plan (the “Amendment”), as described in the Company’s definitive proxy statement for the Annual Meeting, which was filed with the Securities Exchange Commission on March 14, 2025 (the “Proxy Statement”). The Amendment had previously been adopted, subject to stockholder approval, by the Company’s Board of Directors.

    The description of the Amendment is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.


    Item 5.07.    Submission of Matters to a Vote of Security Holders.
    At the Annual Meeting held on April 24, 2025, the matters voted upon and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes as to such matters, were as stated below. The proposals related to each matter are described in the Proxy Statement.
    Election of Directors (Item 1)
    The following nominees for director were elected to serve one-year terms expiring at the Company’s 2026 annual meeting of stockholders:
    NomineeForWithheldBroker Non-Votes
    Ryan Edone18,410,592114,8212,616,023
    Eric Lipar18,250,533274,8802,616,023
    Shailee Parikh18,466,55958,8542,616,023
    Bryan Sansbury17,943,758581,6552,616,023
    Maria Sharpe18,371,396154,0172,616,023
    Steven Smith16,210,1512,315,2622,616,023
    Robert Vahradian17,959,380566,0332,616,023
    Ratification of Appointment of Independent Registered Public Accounting Firm (Item 2)
    The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified:
    ForAgainstAbstentionsBroker Non-Votes
    18,851,01687,5142,850—
    Advisory Vote to Approve the Compensation Paid to the Named Executive Officers for 2024 (Item 3)
    The advisory vote on the compensation paid to the named executive officers for 2024 was approved:

    ForAgainstAbstentionsBroker Non-Votes
    15,771,958542,87310,5262,616,023
    Approval of Amendment No. 1 to the LGI Homes, Inc. 2016 Employee Stock Purchase Plan (Item 4)
    Amendment No. 1 to the LGI Homes, Inc. 2016 Employee Stock Purchase Plan was approved:



    ForAgainstAbstentionsBroker Non-Votes
    16,309,1268,0488,1832,616,023

    Item 9.01.    Financial Statements and Exhibits.
    (d)Exhibits.
    10.1
    Amendment No. 1 to the LGI Homes, Inc. 2016 Employee Stock Purchase Plan.
    104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.




    SIGNATURES
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
    Dated: April 29, 2025
    LGI HOMES, INC.
    By:/s/ Eric Lipar
    Eric Lipar
    Chief Executive Officer and Chairman of the Board


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