8-K
filed February 7, 2025, 6:59 PM ET
ticker MRP
CIK 0002017206
other material
confidence high
sentiment positive
materiality 0.85
Millrose Properties, Inc. (MRP): M&A transaction — Millrose Properties completes spin-off from Lennar; $5.5B land and $1B cash contributed
Millrose Properties, Inc.
- Millrose (MRP) listed on NYSE Feb 7, 2025 after Lennar distributed 80% of its common stock.
- Lennar retains ~20% of Millrose shares (33.2M Class A) with no voting rights.
- Millrose received $5.5B in land assets and $1B cash from Lennar at close.
- External manager Kennedy Lewis receives 1.25% annual management fee on tangible assets.
- Founder's Rights and Master Program/Option agreements govern ongoing Lennar relationship.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Robert Nitkin was appointed as Chief Operating Officer at Millrose Properties, Inc..
- Action
- now serving as
- Role
- Chief Operating Officer
Exact text from the filing
Robert Nitkin 37 Chief Operating Officer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Garett Rosenblum was appointed as Chief Financial Officer and Treasurer at Millrose Properties, Inc..
- Action
- now serving as
- Role
- Chief Financial Officer and Treasurer
Exact text from the filing
Garett Rosenblum 51 Chief Financial Officer and Treasurer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mark Sustana resigned as director at Millrose Properties, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
Effective as of the Distribution Date, each of Diane Bessette and Mark Sustana resigned from their positions as directors on the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Diane Bessette resigned as director at Millrose Properties, Inc..
- Action
- resigned
- Role
- director
Exact text from the filing
Effective as of the Distribution Date, each of Diane Bessette and Mark Sustana resigned from their positions as directors on the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Adil Pasha was appointed as Chief Technology Officer at Millrose Properties, Inc..
- Action
- now serving as
- Role
- Chief Technology Officer
Exact text from the filing
Adil Pasha 32 Chief Technology Officer
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Rachel Presa was appointed as General Counsel and Secretary at Millrose Properties, Inc..
- Action
- now serving as
- Role
- General Counsel and Secretary
Exact text from the filing
Rachel Presa 45 General Counsel and Secretary
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kathleen B. Lynch was elected as director at Millrose Properties, Inc..
- Action
- elected
- Role
- director
Exact text from the filing
each of Carlos A. Migoya, Patrick Bartels, Matthew B. Gorson, Kathleen B. Lynch and M. Alison Mincey was elected to serve as a director on the Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Darren L. Richman was appointed as Chief Executive Officer and President at Millrose Properties, Inc..
- Action
- now serving as
- Role
- Chief Executive Officer and President
Exact text from the filing
Darren L. Richman is the Chief Executive Officer and President of Millrose.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
M. Alison Mincey was elected as director at Millrose Properties, Inc..
- Action
- elected
- Role
- director
Exact text from the filing
each of Carlos A. Migoya, Patrick Bartels, Matthew B. Gorson, Kathleen B. Lynch and M. Alison Mincey was elected to serve as a director on the Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Carlos A. Migoya was elected as director at Millrose Properties, Inc..
- Action
- elected
- Role
- director
Exact text from the filing
each of Carlos A. Migoya, Patrick Bartels, Matthew B. Gorson, Kathleen B. Lynch and M. Alison Mincey was elected to serve as a director on the Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Patrick Bartels was elected as director at Millrose Properties, Inc..
- Action
- elected
- Role
- director
Exact text from the filing
each of Carlos A. Migoya, Patrick Bartels, Matthew B. Gorson, Kathleen B. Lynch and M. Alison Mincey was elected to serve as a director on the Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Matthew B. Gorson was elected as director at Millrose Properties, Inc..
- Action
- elected
- Role
- director
Exact text from the filing
each of Carlos A. Migoya, Patrick Bartels, Matthew B. Gorson, Kathleen B. Lynch and M. Alison Mincey was elected to serve as a director on the Board
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
Millrose Properties, Inc.: Millrose amended and restated its Bylaws on the Distribution Date (effective 2025-02-06).
- Change
- bylaw amendment
- Effective
- 2025-02-06
Exact text from the filing
On the Distribution Date, Millrose amended and restated its Bylaws (the “Amended and Restated Bylaws”).
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
Millrose Properties, Inc.: Millrose amended and restated its Articles of Incorporation by filing Articles of Amendment and Restatement (effective 2025-02-06).
- Change
- charter amendment
- Effective
- 2025-02-06
Exact text from the filing
On February 6, 2025, Millrose amended and restated its Articles of Incorporation by filing its Articles of Amendment and Restatement with the Secretary of State of the State of Maryland (the “Articles of Amendment and Restatement”).
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Millrose Properties, Inc. underwent a change of control involving Lennar Corporation (closed 2025-02-07).
- Action
- change of control
- Counterparty
- Lennar Corporation
- Closing
- 2025-02-07
Exact text from the filing
On February 7, 2025 (the “Distribution Date”), Lennar Corporation (“Lennar”) completed the previously announced distribution of 120,980,401 shares of Class A common stock of Millrose Properties, Inc.
View on SEC.gov
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