Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
George C. Yeonas was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Courtney L. Mizel resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Toru Ishii was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Raymond T. Baker resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Janice Sinden resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Keizo Yoshimoto was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
David Mandarich resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Michael A. Berman resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Paris G. Reece III was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Larry Mizel resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Toru Tsuji was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Paris G. Reece III resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
David D. Mandarich was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Satoshi Yoshimura was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
David E. Blackford resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Rick Robideau was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Toru Fujita was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kenichi Kumemoto was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Rafay Farooqui resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Herbert T. Buchwald resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
David Siegel resigned as Director at SEKISUI HOUSE U.S., INC..
- Action
- resigned
- Role
- Director
Exact text from the filing
The following persons, who were directors of the Company immediately prior to the Effective Time, voluntarily resigned from the Board and the committees of the Board on which they served, if any, at the Effective Time: David Mandarich, Larry Mizel, Paris G. Reece III, Courtney L. Mizel, David E. Blackford, David Siegel, Herbert T. Buchwald, Janice Sinden, Michael A. Berman, Raymond T. Baker, Rafay Farooqui.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Larry A. Mizel was appointed as Director at SEKISUI HOUSE U.S., INC..
- Action
- became
- Role
- Director
Exact text from the filing
as of the Effective Time, the following persons became directors of the Company: Rick Robideau, Larry A. Mizel, David D. Mandarich, Paris G. Reece III, George C. Yeonas, Toru Tsuji, Satoshi Yoshimura, Toru Ishii, Keizo Yoshimoto, Toru Fujita, and Kenichi Kumemoto.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.7
SEKISUI HOUSE U.S., INC.: Merger Sub's Certificate of Incorporation became the Company's Certificate of Incorporation at the Effective Time.
- Change
- charter amendment
Exact text from the filing
Pursuant to the Merger Agreement, at the Effective Time, subject to the provisions of the Merger Agreement, Merger Sub’s Certificate of Incorporation and Bylaws, as in effect immediately prior to the Effective Time, became the Certificate of Incorporation and Bylaws of the Company, respectively.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.7
SEKISUI HOUSE U.S., INC.: Merger Sub's Bylaws became the Company's Bylaws at the Effective Time.
- Change
- bylaw amendment
Exact text from the filing
Pursuant to the Merger Agreement, at the Effective Time, subject to the provisions of the Merger Agreement, Merger Sub’s Certificate of Incorporation and Bylaws, as in effect immediately prior to the Effective Time, became the Certificate of Incorporation and Bylaws of the Company, respectively.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.95
SEKISUI HOUSE U.S., INC. completed an acquisition involving Sekisui House, Ltd. through its subsidiaries SH Residential Holdings, LLC and Clear Line, Inc. for $63.00 per share in cash, total equity value of $4.9 billion (closed 2024-04-19).
- Action
- acquisition
- Counterparty
- Sekisui House, Ltd. through its subsidiaries SH Residential Holdings, LLC and Clear Line, Inc.
- Consideration
- $63.00 per share in cash, total equity value of $4.9 billion
- Closing
- 2024-04-19
Exact text from the filing
General Corporation Law; or (D) subject to vesting restrictions and/or forfeiture back to the Company (“ Company RSAs ”)) was automatically converted into the right to receive $63.00 per share, in cash, without interest thereon (the “Merger Consideration”); (ii) each Owned Company Share was automatically cancelled and ceased to exist, and no consideration or
View on SEC.gov
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