Beazer Homes adopts new rights agreement to protect $84.1M in NOLs and energy-efficiency tax credits

BEAZER HOMES USA INC

New rights agreement effective Nov 14, 2025, replaces expiring pill; trigger at 4.95% ownership.
Protects ~$84.1M in energy-efficiency tax credits earned under IRC 45L; final earning date is June 30, 2026.
Rights become exercisable after a person becomes an Acquiring Person (4.95%+), with exemptions for qualified offers.
Agreement must be ratified by stockholders at 2026 Annual Meeting; if not, it expires automatically.
Expiration no later than Nov 14, 2028, subject to earlier redemption, exchange, or loss of tax benefits.

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