--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-26-054519" form_type: "8-K" ticker: "UHG" cik: "0001830188" company_name: "United Homes Group, Inc." filed_at: "2026-05-04T23:59:59+00:00" generated_at: "2026-05-15T00:00:33.254362+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Stanley Martin completes $221M all-cash acquisition of United Homes at $1.18/share ## Summary - Merger closed May 4, 2026; United Homes shareholders receive $1.18 per share in cash. - Enterprise value ~$221M; United Homes becomes wholly-owned subsidiary of Stanley Martin Homes. - United Homes stock ceases trading on Nasdaq; warrants temporarily adjusted to $0.93 (public) and $0.76 (private) until June 3. - Michael Nieri's employment terminated; receives $675K cash plus 18 months COBRA instead of $6M severance. - Stanley Martin expands Southeast footprint; United Homes closed 1,192 homes in 2025. ## SEC filing metadata - accession: 0001104659-26-054519 - form_type: 8-K - ticker: UHG - cik: 0001830188 - company_name: United Homes Group, Inc. - filed_at: 2026-05-04T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 1.02, 2.01, 3.01, 3.02, 3.03, 5.03, 5.01, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/tm2613353d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-26-054519 - JSON: https://secwatch.observer/filing/0001104659-26-054519.json - Plain text: https://secwatch.observer/filing/0001104659-26-054519.txt ## Source-grounded claims - claim_id: 086f821ab6 claim: Alan Levine departed as director at United Homes Group, Inc.. evidence_excerpt: Robert Dozier, Jr., Jason Enoch, Alan Levine and Michael Nieri, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 196257f4a9 claim: Michael P. Nieri departed as other_named_officer at United Homes Group, Inc.. evidence_excerpt: Mr. Nieri’s employment terminated evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 2f6568b271 claim: Keith Feldman departed as other_named_officer at United Homes Group, Inc.. evidence_excerpt: John G. (Jack) Micenko, Jr., Keith Feldman, Michael Nieri, Clive R. G. (Tom) O’Grady, Robert Penny, Jeremy Pyle and Shelton Twine, each of whom was an officer of the Company immediately prior to the Effective Time, ceased to be an officer evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 4569fad785 claim: Shelton Twine departed as other_named_officer at United Homes Group, Inc.. evidence_excerpt: John G. (Jack) Micenko, Jr., Keith Feldman, Michael Nieri, Clive R. G. (Tom) O’Grady, Robert Penny, Jeremy Pyle and Shelton Twine, each of whom was an officer of the Company immediately prior to the Effective Time, ceased to be an officer evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 6556896421 claim: Robert Penny departed as other_named_officer at United Homes Group, Inc.. evidence_excerpt: John G. (Jack) Micenko, Jr., Keith Feldman, Michael Nieri, Clive R. G. (Tom) O’Grady, Robert Penny, Jeremy Pyle and Shelton Twine, each of whom was an officer of the Company immediately prior to the Effective Time, ceased to be an officer evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 69235ff396 claim: Robert Dozier, Jr. departed as director at United Homes Group, Inc.. evidence_excerpt: Robert Dozier, Jr., Jason Enoch, Alan Levine and Michael Nieri, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 716118ff88 claim: Jeremy Pyle departed as other_named_officer at United Homes Group, Inc.. evidence_excerpt: John G. (Jack) Micenko, Jr., Keith Feldman, Michael Nieri, Clive R. G. (Tom) O’Grady, Robert Penny, Jeremy Pyle and Shelton Twine, each of whom was an officer of the Company immediately prior to the Effective Time, ceased to be an officer evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 71b8f3fc7f claim: Jason Enoch departed as director at United Homes Group, Inc.. evidence_excerpt: Robert Dozier, Jr., Jason Enoch, Alan Levine and Michael Nieri, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: b4ca259f0f claim: John G. (Jack) Micenko, Jr. departed as other_named_officer at United Homes Group, Inc.. evidence_excerpt: John G. (Jack) Micenko, Jr., Keith Feldman, Michael Nieri, Clive R. G. (Tom) O’Grady, Robert Penny, Jeremy Pyle and Shelton Twine, each of whom was an officer of the Company immediately prior to the Effective Time, ceased to be an officer evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: e552184903 claim: Michael Nieri departed as director at United Homes Group, Inc.. evidence_excerpt: Robert Dozier, Jr., Jason Enoch, Alan Levine and Michael Nieri, each of whom was a director of the Company as of immediately prior to the Effective Time, ceased to be a director evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: fa4fbdf974 claim: Clive R. G. (Tom) O’Grady departed as other_named_officer at United Homes Group, Inc.. evidence_excerpt: John G. (Jack) Micenko, Jr., Keith Feldman, Michael Nieri, Clive R. G. (Tom) O’Grady, Robert Penny, Jeremy Pyle and Shelton Twine, each of whom was an officer of the Company immediately prior to the Effective Time, ceased to be an officer evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 149d354237e406ca31943fca84a732d95db69434 claim: United Homes Group, Inc.: Amended and restated bylaws effective upon merger completion. evidence_excerpt: Effective upon completion of the Merger, the bylaws of the Company, as in effect immediately prior to the Effective Time, were amended and restated to be in the form of the bylaws filed herewith as Exhibit 3.2. evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: ad24e53814ef48e42a7e1f9b2842ba2475afbc52 claim: United Homes Group, Inc.: Amended and restated certificate of incorporation effective upon merger completion. evidence_excerpt: Effective upon completion of the Merger, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, was amended and restated to be in the form of the certificate of incorporation filed herewith as Exhibit 3.1. evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: e19de70011e90e9696385cb3c00b7668fdf80b5f claim: United Homes Group, Inc. underwent a change of control involving Stanley Martin Homes, LLC for $1.18 per share in cash (closed 2026-05-04). evidence_excerpt: than shares of Company Common Stock to be canceled pursuant to the Merger Agreement or Dissenting Shares) was converted into the right to receive cash in an amount equal to $1.18, without interest thereon (the “Per Share Amount”). of this Current Report on Form 8-K is incorporated by reference into this Item 5.01. As a result of the consummation of the evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 5ffe964de66449c12557c71d03a86f88a40ce092 claim: United Homes Group, Inc. terminated Second Amended and Restated Credit Agreement with Wells Fargo Bank, National Association, and other lenders. evidence_excerpt: the Company repaid all loans, indebtedness, and other obligations, terminated all credit commitments outstanding, and terminated and released all guarantees in respect thereof and all liens on the assets and property of the Company and its applicable subsidiaries securing such indebtedness, as applicable, under (i) that certain Second Amended and Restated Credit Agreement, dated as of August 10, 2023 (as amended from time to time), among the Company, Great Southern Homes, Inc., Rosewood Communities, Inc., Wells Fargo Bank, National Association, the lenders party thereto and the other parties party thereto evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm - claim_id: 8d6dd03c7190e66f320e9f2ce0de458a94ed737c claim: United Homes Group, Inc. terminated Credit Agreement with Kennedy Lewis Agency Partners LLC and other lenders. evidence_excerpt: and (ii) that certain Credit Agreement, dated as of December 11, 2024 (as amended from time to time), among the Company, Great Southern Homes, Inc., Rosewood Communities, Inc., Kennedy Lewis Agency Partners LLC, the lenders party thereto and the other parties party thereto evidence_url: https://www.sec.gov/Archives/edgar/data/1830188/000110465926054519/0001104659-26-054519-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.