Statistik Asas
| LEI | 549300HWN3ECTEH7I380 |
| CIK | 1830188 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to United Homes Group, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
| August 8, 2025 |
May 19, 2025 John G. (Jack) Micenko, Jr. Via E-mail Re: Appointment as Chief Executive Officer Dear Jack: The purpose of this letter (the “Letter Agreement”) is to memorialize our recent discussions in respect of your promotion to the position of Chief Executive Officer of United Homes Group, Inc. (the “Company”), effective as of May 19, 2025 (the “Effective Date”). Capitalized terms used but not |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 United |
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| August 8, 2025 |
May 19, 2025 James M. Pirrello Via E-mail Re: Resignation as Interim Chief Executive Officer Dear Jamie: As you know, United Homes Group, Inc. (the “Company”) has selected a permanent Chief Executive Officer, who will commence serving in that role on May 19, 2025 (the “Effective Date”). The purpose of this letter (the “Letter Agreement”) is to memorialize our recent discussions concerning your res |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| August 7, 2025 |
UNITED HOMES GROUP, INC. REPORTS 2025 SECOND QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2025 SECOND QUARTER RESULTS Second Quarter 2025 Highlights •Home closings of 303, a decrease of 10% year over year compared to 337 home closings in Q2 2024, resulting in revenue, net of sales discounts, of $105.5 million, a decrease of 4% •Net new orders of 304, a decrease of 6% year over year compared to 323 net new orders in Q2 2024 •Gross margin of |
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| July 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or org |
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| July 8, 2025 |
UNITED HOMES GROUP, INC. REPORTS PRELIMINARY 2025 SECOND QUARTER UNIT STATISTICS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS PRELIMINARY 2025 SECOND QUARTER UNIT STATISTICS COLUMBIA, SC.—(BUSINESS WIRE)— July 8, 2025 — United Homes Group, Inc. (the “Company”) (NASDAQ: UHG) today announced preliminary operational unit statistics for the quarter and year ended June 30, 2025. The following table provides a summary of the Company’s net new orders, home starts, and home closings: |
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| June 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or or |
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| May 19, 2025 |
United Homes Group Announces Leadership Changes and Review of Strategic Alternatives Exhibit 99.1 United Homes Group Announces Leadership Changes and Review of Strategic Alternatives COLUMBIA, SC – May 19, 2025 – United Homes Group, Inc. (the “Company”) (NASDAQ: UHG), today announced the appointment of John G. (Jack) Micenko, Jr., as Chief Executive Officer of the Company and Jeremy Pyle as co-Chief Operating Officer of the Company, and simultaneously therewith announced that its |
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| May 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or org |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 Unite |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or org |
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| May 14, 2025 |
UNITED HOMES GROUP, INC. REPORTS 2025 FIRST QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2025 FIRST QUARTER RESULTS First Quarter 2025 Highlights •Home closings of 252, a decrease of 19% year over year compared to 311 home closings in Q1 2024, resulting in revenue, net of sales discounts, of $87.0 million, a decrease of 14% •Net new orders of 296, a decrease of 23% year over year compared to 384 net new orders in Q1 2024 •Net new orders an |
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| April 25, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| April 7, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or or |
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| April 7, 2025 |
UNITED HOMES GROUP, INC. REPORTS PRELIMINARY 2025 FIRST QUARTER UNIT STATISTICS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS PRELIMINARY 2025 FIRST QUARTER UNIT STATISTICS COLUMBIA, SC.—(BUSINESS WIRE)— April 7, 2025 — United Homes Group, Inc. (the “Company”) (NASDAQ: UHG) today announced preliminary operational unit statistics for the quarter ended March 31, 2025. The following table provides a summary of the Company’s net new orders, home starts, and home closings: Three M |
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| March 14, 2025 |
CREDIT AGREEMENT dated as of December 11, 2024 among UNITED HOMES GROUP, INC., as Holdings GREAT SOUTHERN HOMES, INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, and KENNEDY LEWIS AGENCY PARTNERS LLC, as Administrative Agent TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 1.1 Defined Terms 1 1.2 Other Definitional Provisions 35 1.3 Rounding; Certain Baskets 36 1.4 Currency |
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| March 14, 2025 |
Employment Agreement, dated October 1, 2024, by and between the Company and James Pirrello EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 1st day of October, 2024 (hereinafter the “Effective Date”) by and between United Homes Group, Inc. |
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| March 14, 2025 |
Employment Agreement, dated October 1, 2024, by and between the Company and Michael Nieri EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 1st day of October, 2024 (hereinafter the “Effective Date”) by and between United Homes Group, Inc. |
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| March 14, 2025 |
United Homes Group, Inc. Insider Trading Policy UNITED HOMES GROUP, INC. INSIDER TRADING POLICY Adopted: March 30, 2023 Purpose This Insider Trading Policy (the “Policy”) provides guidelines with respect to transactions in the securities of United Homes Group, Inc. (the “Company”) and the handling of confidential information about the Company and the companies with which the Company does business. The Company’s Board of Directors (the “Board”) |
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| March 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-399 |
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| March 12, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| March 12, 2025 |
UNITED HOMES GROUP, INC. REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS Fourth Quarter 2024 Highlights •Home closings of 414, an increase of 7% year over year compared to 387 home closings in Q4 2023, resulting in revenue, net of sales discounts, of $134.8 million, an increase of 15% •Net new orders of 351, an increase of 19% year over year compared to 294 net new orders in Q4 2023 |
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| January 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| January 17, 2025 |
Exhibit 107 Calculation of Filing Fee Table FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Form Type) United Homes Group, Inc. |
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| January 17, 2025 |
As filed with the Securities and Exchange Commission on January 17, 2025 As filed with the Securities and Exchange Commission on January 17, 2025 Registration No. |
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| January 7, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2025 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| January 7, 2025 |
UNITED HOMES GROUP, INC. REPORTS PRELIMINARY 2024 FOURTH QUARTER UNIT STATISTICS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS PRELIMINARY 2024 FOURTH QUARTER UNIT STATISTICS COLUMBIA, SC.—(BUSINESS WIRE)—, January 7, 2025 — United Homes Group, Inc. (the “Company”) (NASDAQ: UHG) today announced preliminary operational unit statistics for the quarter and year ended December 31, 2024. Three Months Ended December 31, Fiscal Year Ended December 31, 2024 2023 % Change 2024 2023 % C |
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| December 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation o |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No.1) CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdictio |
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| December 17, 2024 |
UHG / United Homes Group, Inc. / Fidelity National Financial, Inc. - SC 13G Passive Investment SC 13G 1 tm2431372d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. ) Under the Securities Exchange Act of 1934* United Homes Group, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 91060H108 (CUSIP Number) December 11, 2024 (Date of Event Which Requires Filing of this Statement) Chec |
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| December 13, 2024 |
UHG / United Homes Group, Inc. / Nieri Michael P. - SC 13D/A Activist Investment SC 13D/A 1 tm2431010d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H 108 (CUSIP Number) Michael P. Nieri 917 Chapin Road Chapin, South Carolina 29036 |
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| December 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation o |
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| December 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| December 11, 2024 |
Exhibit 99.1 United Homes Group, Inc. Announces Pricing of Secondary Public Offering of Shares of Class A Common Stock 12/6/2024 COLUMBIA, S.C.—(BUSINESS WIRE)— United Homes Group, Inc. (the “Company”) (NASDAQ: UHG) today announced the pricing of a secondary underwritten public offering (the “Offering”) of 7,420,057 shares of the Company’s Class A common stock (the “Offered Shares”) at a public of |
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| December 11, 2024 |
Exhibit 10.2 CREDIT AGREEMENT dated as of December 11, 2024 among UNITED HOMES GROUP, INC., as Holdings GREAT SOUTHERN HOMES, INC., as the Borrower, THE SEVERAL LENDERS FROM TIME TO TIME PARTY HERETO, and KENNEDY LEWIS AGENCY PARTNERS LLC, as Administrative Agent TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 1.1 Defined Terms 1 1.2 Other Definitional Provisions 35 1.3 Rounding; Certain Baskets 36 |
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| December 11, 2024 |
Exhibit 10.1 REDEMPTION AGREEMENT This REDEMPTION AGREEMENT (including the schedules, annexes and exhibits hereto, this “Agreement”), dated as of December 5, 2024, is entered into by and between United Homes Group, Inc, a Delaware corporation (the “Company”), and each of the Holders (as defined below). RECITALS: A. The Company has issued certain Senior Convertible Promissory Notes, each |
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| December 11, 2024 |
Exhibit 1.1 7,420,057 Shares United Homes Group, Inc. Common Stock UNDERWRITING AGREEMENT December 5, 2024 BTIG, LLC 65 East 55th Street New York, NY 10022 Ladies and Gentlemen: The stockholders of United Homes Group, Inc., a Delaware corporation (the “Company”), listed in Schedule I hereto (the “Selling Stockholders” and each, a “Selling Stockholder”), propose to sell to BTIG, LLC (the “Underwrit |
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| December 9, 2024 |
UHG / United Homes Group, Inc. / Conversant Capital LLC Activist Investment SC 13D/A 1 ff421644413da-conversant.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) United Homes Group, Inc. (Name of Issuer) Class A Common Shares, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) Conversant Capital LLC 25 Deforest Ave., Summit, New Jersey 07901 At |
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| December 9, 2024 |
EX-99.4 2 ex994.htm REDEMPTION AGREEMENT Execution Version REDEMPTION AGREEMENT This REDEMPTION AGREEMENT (including the schedules, annexes and exhibits hereto, this “Agreement”), dated as of December 5, 2024, is entered into by and between United Homes Group, Inc, a Delaware corporation (the “Company”), and each of the Holders (as defined below). RECITALS: A. The Company has issued certain Senior |
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| December 9, 2024 |
EX-99.6 4 ex996.htm LOCK-UP LETTER LOCK-UP LETTER AGREEMENT December 5, 2024 United Homes Group, Inc. 917 Chapin Road Chapin, South Carolina 29036 Ladies and Gentlemen: Reference is made to that certain Redemption Agreement dated December 5, 2024 (the “Redemption Agreement”) by and among United Homes Group, Inc. (the “Company”), the undersigned and the other holders of the Company’s convertible pr |
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| December 9, 2024 |
EX-99.7 5 ex99-7.htm LOCK-UP LETTER AGREEMENT December 5, 2024 BTIG, LLC 65 East 55th Street New York, NY 10022 Ladies and Gentlemen: The undersigned understands that you (the “Underwriter”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) providing for the purchase by you of shares (the “Shares”) of Class A common stock, par value $0.0001 per share (the “Common Stock |
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| December 9, 2024 |
EX-99.5 3 ex995.htm UNDERWRITING AGREEMENT 7,420,057 Shares United Homes Group, Inc. Common Stock UNDERWRITING AGREEMENT December 5, 2024 BTIG, LLC 65 East 55th Street New York, NY 10022 Ladies and Gentlemen: The stockholders of United Homes Group, Inc., a Delaware corporation (the “Company”), listed in Schedule I hereto (the “Selling Stockholders” and each, a “Selling Stockholder”), propose to se |
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| December 6, 2024 |
7,420,057 Shares Class A Common Stock Filed Pursuant to Rule 424(b)(4) Registration No. 333-280404 PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED JULY 3, 2024 7,420,057 Shares Class A Common Stock The selling stockholders of United Homes Group, Inc. identified in this prospectus supplement (the “Selling Stockholders”) are offering 7,420,057 shares (the “Base Shares”) of our Class A common stock, par value $0.0001 per share (the “Class A Co |
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| December 5, 2024 |
Filed Pursuant to Rule 424(b)(4) Registration No. 333-280404 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. Subject to Com |
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| November 14, 2024 |
UHG / United Homes Group, Inc. / Antara Capital LP Passive Investment SC 13G/A 1 formsc13ga-united.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* United Homes Group, Inc. (Name of Issuer) Class A Common Shares, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) |
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| November 14, 2024 |
UHG / United Homes Group, Inc. / DENDUR CAPITAL LP Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* United Homes Group, Inc. (Name of Issuer) Class A common shares, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) September 30, 2024 (Date of event which requires filing of this statement) Check the appropriate box to designate the ru |
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| November 14, 2024 |
JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) EXHIBIT 99.1 JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The unders |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 U |
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| November 8, 2024 |
UNITED HOMES GROUP, INC. REPORTS 2024 THIRD QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2024 THIRD QUARTER RESULTS Third Quarter 2024 Highlights •369 homes closed, resulting in revenue, net of sales discounts, of $118.6 million •Average sale price ("ASP") of production-built homes was approximately $320,000 compared to $316,000 in Q3 2023 •341 net new home orders in Q3 2024 compared to 272 net new home orders in Q3 2023 •Active community |
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| November 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| September 25, 2024 |
United Homes Group Announces Executive Leadership Changes Exhibit 99.1 United Homes Group Announces Executive Leadership Changes COLUMBIA, SC – September 25, 2024 – United Homes Group, Inc. (the “Company”) (NASDAQ: UHG), today announced that on October 1, 2024, Michael Nieri, the Company’s founder, Chairman, and Chief Executive Officer, will transition to Executive Chairman of the Company. As Executive Chairman, Mr. Nieri will shift his leadership time a |
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| September 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 United |
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| August 8, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| August 8, 2024 |
Execution Version THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND OMNIBUS AMENDMENT TO LOAN DOCUMENTS THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND OMNIBUS AMENDMENT TO LOAN DOCUMENTS (this “Agreement”) is dated as of August 2, 2024 (the “Third Amendment Effective Date”), by and among GREAT SOUTHERN HOMES, INC. |
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| August 8, 2024 |
UNITED HOMES GROUP, INC. REPORTS 2024 SECOND QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2024 SECOND QUARTER RESULTS Second Quarter 2024 Highlights •337 homes closed, resulting in revenue, net of sales discounts, of $109.4 million •Average sale price ("ASP") of production-built homes was approximately $341,000 compared to $313,000 in Q2 2023 •323 net new home orders in Q2 2024 compared to 341 net new home orders in Q2 2023 •Active communit |
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| August 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| August 7, 2024 |
UHG / United Homes Group, Inc. / Conversant Capital LLC Activist Investment SC 13D/A 1 ff371652813da-united.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) United Homes Group, Inc. (Name of Issuer) Class A Common Shares, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) Conversant Capital LLC 25 Deforest Ave., Summit, New Jersey 07901 Attent |
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| July 1, 2024 |
United Homes Group, Inc. 917 Chapin Road Chapin, SC 29036 July 1, 2024 United Homes Group, Inc. 917 Chapin Road Chapin, SC 29036 July 1, 2024 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Construction, 100 F Street, N.E., Washington, D.C. 20549 Attention: Pearlyne Paulemon Re: Acceleration Request for United Homes Group, Inc. Registration Statement on Form S-3 (File No. 333-280404) Ladies and Gentlemen: Pu |
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| July 1, 2024 |
United Homes Group, Inc. 917 Chapin Road Chapin, SC 29036 July 1, 2024 United Homes Group, Inc. 917 Chapin Road Chapin, SC 29036 July 1, 2024 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Construction, 100 F Street, N.E., Washington, D.C. 20549 Attention: Pearlyne Paulemon Re: Acceleration Request for United Homes Group, Inc. Registration Statement on Form S-3 (File No. 333-280404) Ladies and Gentlemen: Pu |
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| June 21, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Form Type) United Homes Group, Inc. |
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| June 21, 2024 |
As filed with the Securities and Exchange Commission on June 21, 2024 As filed with the Securities and Exchange Commission on June 21, 2024 Registration No. |
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| June 11, 2024 |
UHG / United Homes Group, Inc. / Nieri Michael P. - SC 13D/A Activist Investment SC 13D/A 1 tm2416890d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3) United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H 108 (CUSIP Number) Michael P. Nieri 917 Chapin Road Chapin, South Carolina 29036 |
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| May 16, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or org |
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| May 10, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or org |
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| May 10, 2024 |
UNITED HOMES GROUP, INC. REPORTS 2024 FIRST QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2024 FIRST QUARTER RESULTS First Quarter 2024 Highlights •311 homes closed, resulting in revenue, net of sales discounts, of $100.8 million •Average sale price ("ASP") of production-built homes was approximately $335,000 compared to $314,000 in Q1 2023 •384 net new home orders in Q1 2024 compared to 389 net new home orders in Q1 2023 •Active community |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 Unite |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| April 23, 2024 |
United Homes Group Announces Board of Directors Update Exhibit 99.1 United Homes Group Announces Board of Directors Update COLUMBIA, SC, April 22, 2024 / United Homes Group, Inc. (“UHG” or the “Company”) (Nasdaq: UHG) announced today that David Hamamoto has resigned from the Board of Directors. Mr. Hamamoto was the founder and principal sponsor of DiamondHead Holdings Corp., which subsequently merged with Great Southern Homes to create UHG, now a publ |
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| April 5, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| March 19, 2024 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-271515 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated July 31, 2023) United Homes Group, Inc. Primary Offering of Up to 8,625,000 Class A Common Shares Underlying Public Warrants Up to 2,966,664 Class A Common Shares Underlying Private Placement Warrants Secondary Offering of Up to 421,100 Class A Common Shares Issued in a Private Offering Up |
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| March 19, 2024 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-271527 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated July 31, 2023) United Homes Group, Inc. Secondary Offering of Up to 21,544,588 Class A Common Shares $80,000,000 Senior Convertible Promissory Notes due 2028 This prospectus supplement updates and supplements the prospectus dated July 31, 2023 (as may be further supplemented or amended fro |
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| March 15, 2024 |
Exhibit 10.21 EXECUTION VERSION FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is dated as of December 22, 2023 (the “First Amendment Effective Date”), by and among GREAT SOUTHERN HOMES, INC., a South Carolina corporation (“GSH”), and UNITED HOMES GROUP, INC., a Delaware corporation (“UHG”; UHG |
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| March 15, 2024 |
Employment Agreement, dated March 30, 2023, by and between the Company and Tom O’Grady Exhibit 10.17 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 30th day of March, 2023, effective as of April 1, 2023 (hereinafter the “Effective Date”) by and between United Homes Group, Inc., a Delaware corporation (“UHG” or the “Company”), and Tom O'Grady, an individual (the “Executive”). RECITALS WHEREAS, UHG desires that the Executive be employed |
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| March 15, 2024 |
Executive Officer Compensation Clawback Policy Exhibit 97.1 UNITED HOMES GROUP, INC. EXECUTIVE OFFICER COMPENSATION CLAWBACK POLICY Adopted: October 26, 2023 I.Defined Terms. For purpose of this Policy, the following terms have the following meanings: “Applicable Period” means the three completed fiscal years preceding the earlier of: (i) the date that the Board, a committee of the Board, or the officer or officers of the Company authorized to |
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| March 15, 2024 |
Exhibit 4.4 DESCRIPTION OF SECURITIES The following sets forth a summary of the material terms of the securities of United Homes Group, Inc. (“we,” “us,” “our,” “UHG,” or the “Company”), including certain provisions of Delaware law and the Company’s Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws (the “Bylaws”), and certain Warrant-related documents. This summary is |
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| March 15, 2024 |
Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name Jurisdiction of Formation Great Southern Homes, Inc. South Carolina UHG Services, LLC South Carolina Rosewood Communities, Inc. South Carolina |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-399 |
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| March 14, 2024 |
UNITED HOMES GROUP, INC. REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS Fourth Quarter 2023 Highlights •387 homes closed, resulting in revenue, net of sales discounts, of $116.8 million •Average sale price ("ASP") of production-built homes was approximately $320,000 compared to $300,000 in Q4 2022 •294 net new home orders in Q4 2023 compared to 271 net new home orders in Q4 2022 an |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| February 26, 2024 |
UHG / United Homes Group, Inc. / Nieri Michael P. - SC 13D/A Activist Investment SC 13D/A 1 tm247235d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H 108 (CUSIP Number) Michael Nieri 917 Chapin Road Chapin, South Carolina 29036 Tele |
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| February 23, 2024 |
Exhibit 10.1 UNITED HOMES GROUP, INC. 2023 EQUITY INCENTIVE PLAN STOCK OPTION GRANT NOTICE (Employees) United Homes Group, Inc., a Delaware corporation (the “Company”), pursuant to the United Homes Group, Inc. 2023 Equity Incentive Plan, as may be amended from time to time (the “Plan”), hereby grants to Optionholder (as defined below) an option to purchase the number of shares of Class A Common St |
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| February 23, 2024 |
Exhibit 10.2 UNITED HOMES GROUP, INC 2023 EQUITY INCENTIVE PLAN PERFORMANCE STOCK UNIT GRANT NOTICE United Homes Group, Inc., a Delaware corporation (the “Company”), pursuant to the United Homes Group, Inc. 2023 Equity Incentive Plan, as may be amended from time to time (the “Plan”), hereby grants to Participant the number of performance stock units (“PSUs”) set forth below, each of which represen |
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| February 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation o |
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| February 14, 2024 |
US91060H1086 / UNITED HOMES GROUP INC / Antara Capital LP Passive Investment SC 13G 1 formsc13gunitedhomesgroup.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* United Homes Group, Inc. (Name of Issuer) Class A Common Shares, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statem |
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| February 13, 2024 |
As filed with the Securities and Exchange Commission on February 12, 2024 As filed with the Securities and Exchange Commission on February 12, 2024 Registration No. |
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| February 13, 2024 |
Exhibit 107 Calculation of Filing Fee Table FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Form Type) United Homes Group, Inc. |
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| February 12, 2024 |
US91060H1086 / UNITED HOMES GROUP INC / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment SC 13G/A 1 UHGSC13GA.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) UNITED HOMES GROUP, INC. (formerly DiamondHead Holdings Corp.) (Name of Issuer) CLASS A COMMON SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 91060H108 (CUSIP Number) DECEMBER 31, 2023 (Date of event which requ |
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| February 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ¨ Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement UNITED HOMES GROUP, INC. (Name of Re |
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| February 5, 2024 |
Joint Filing Agreement among the Reporting Entities, dated as of February 1, 2024. EX-99.1 2 ff296796713d991-unitedhome.htm Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D in respect of the shares of Class A Common Stock of United Homes Group, Inc. is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D may be filed on behalf |
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| February 5, 2024 |
EX-99.3 3 ff296796713d993-unitedhome.htm Exhibit 99.3 SHARE SUBSCRIPTION AGREEMENT BY AND AMONG UNITED HOMES GROUP, INC., AND CONVERSANT OPPORTUNITY MASTER FUND LP DATED AS OF MARCH 30, 2023 TABLE OF CONTENTS Page ARTICLE I. SUBSCRIPTION FOR AND SALE OF SHARES 1 Section 1.1 Subscription for and Sale of Shares 1 Section 1.2 Closing 1 Section 1.3 Lock-up 1 Section 1.4 Permitted Transferees 2 Section |
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| February 5, 2024 |
US91060H1086 / UNITED HOMES GROUP INC / Conversant Capital LLC Activist Investment SC 13D 1 ff296796713d-unitedhome.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 United Homes Group, Inc. (Name of Issuer) Class A Common Shares, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) Conversant Capital LLC 25 Deforest Ave., Summit, New Jersey 07901 Attention: Paul H. Duma |
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| February 1, 2024 |
US91060H1086 / UNITED HOMES GROUP INC / Martell James J. Jr. - SC 13G/A Passive Investment SC 13G/A 1 d82424dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) United Homes Group, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) C |
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| January 29, 2024 |
United Homes Group Announces Acquisition of Homebuilding Business of Creekside Custom Homes Exhibit 99.1 United Homes Group Announces Acquisition of Homebuilding Business of Creekside Custom Homes COLUMBIA, SC January 29, 2024—United Homes Group, Inc. (“UHG”) (NASDAQ: UHG), a leading homebuilder in the Southeast, today announced that it has acquired the homebuilding business and assets of Creekside Custom Homes, LLC, a home builder and land developer in the Coastal region of South Caroli |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ¨ Definitive Information Statement UNITED HOMES GROUP, INC. (Name of Re |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2024 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| January 29, 2024 |
Exhibit 10.1 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT agreement AND OMNIBUS AMENDMENT TO LOAN DOCUMENTS THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT AND OMNIBUS AMENDMENT TO LOAN DOCUMENTS (this “Agreement”) is dated as of January 26, 2024 (the “Second Amendment Effective Date”), by and among GREAT SOUTHERN HOMES, INC., a South Carolina corporation (“GSH”), U |
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| November 17, 2023 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-271515 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated July 31, 2023) United Homes Group, Inc. Primary Offering of Up to 8,625,000 Class A Common Shares Underlying Public Warrants Up to 2,966,664 Class A Common Shares Underlying Private Placement Warrants Secondary Offering of Up to 421,100 Class A Common Shares Issued in a Private Offering Up |
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| November 17, 2023 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-271527 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated July 31, 2023) United Homes Group, Inc. Secondary Offering of Up to 21,544,588 Class A Common Shares $80,000,000 Senior Convertible Promissory Notes due 2028 This prospectus supplement updates and supplements the prospectus dated July 31, 2023 (as may be further supplemented or amended fro |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 U |
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| November 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| November 9, 2023 |
UNITED HOMES GROUP, INC. REPORTS 2023 THIRD QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2023 THIRD QUARTER RESULTS Third Quarter 2023 Highlights •283 homes closed, resulting in revenue, net of sales discounts, of $87.7 million •Average sale price ("ASP") of production-built homes was approximately $316,000 compared to $315,000 in Q3 2022 •272 net new home orders in Q3 2023 compared to 175 net new home orders in Q3 2022 and 118 net new hom |
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| October 26, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| October 26, 2023 |
United Homes Group Announces Acquisition of Rosewood Communities Exhibit 99.1 United Homes Group Announces Acquisition of Rosewood Communities COLUMBIA, SC, October 26, 2023—United Homes Group, Inc. (“UHG”) (NASDAQ: UHG), a leading homebuilder in the Southeast, today announced that it has acquired Rosewood Communities, a home builder in the Upstate region of South Carolina. Rosewood Communities builds homes primarily in the rapidly growing Greenville and Clemso |
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| October 10, 2023 |
US91060H1086 / UNITED HOMES GROUP INC / Nieri Michael P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H 108 (CUSIP Number) Michael Nieri 90 N Royal Tower Drive Irmo, South Carolina 29063 Telephone: 844-766-4663 (Name, Address and |
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| August 15, 2023 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-271527 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated July 31, 2023) United Homes Group, Inc. Secondary Offering of Up to 21,544,588 Class A Common Shares $80,000,000 Senior Convertible Promissory Notes due 2028 This prospectus supplement updates and supplements the prospectus dated July 31, 2023 (as may be further supplemented or amended fro |
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| August 15, 2023 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-271515 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus dated July 31, 2023) United Homes Group, Inc. Primary Offering of Up to 8,625,000 Class A Common Shares Underlying Public Warrants Up to 2,966,664 Class A Common Shares Underlying Private Placement Warrants Secondary Offering of Up to 421,100 Class A Common Shares Issued in a Private Offering Up |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 United |
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| August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| August 11, 2023 |
Exhibit 10.1 EXECUTION VERSION Loan Number WB11946 SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 10, 2023 by and among GREAT SOUTHERN HOMES, INC., a South Carolina corporation, and UNITED HOMES GROUP, INC., a Delaware corporation, Collectively, as the Borrower The financial institutions party hereto and their assignees under Section 13.6, as the Lenders and WELLS FARGO Bank, Nati |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or |
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| August 10, 2023 |
UNITED HOMES GROUP, INC. REPORTS 2023 SECOND QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2023 SECOND QUARTER RESULTS Second Quarter 2023 Highlights · Average sale price (ASP) of production-built homes increased to $313,000 from $300,000 in Q2 2022 · 385 homes closed resulted in $122.1 million of revenues · 341 net new home orders during Q2 2023 · Backlog value was $94.2 million as of June 30, 2023 · Active community count of 53 as of June |
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| July 31, 2023 |
US91060H1086 / UNITED HOMES GROUP INC / Levine Alan D. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H 108 (CUSIP Number) Alan Levine 90 N Royal Tower Drive Irmo, South Carolina, 29063 Telephone: 844-766-4663 (Name, Address and Telephone Number o |
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| July 31, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-271515 PROSPECTUS United Homes Group, Inc. Primary Offering of Up to 8,625,000 Class A Common Shares Underlying Public Warrants Up to 2,966,664 Class A Common Shares Underlying Private Placement Warrants Secondary Offering of Up to 421,100 Class A Common Shares Issued in a Private Offering Up to 2,966,664 Class A Common Shar |
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| July 31, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-271527 PROSPECTUS United Homes Group, Inc. Secondary Offering of Up to 21,544,588 Class A Common Shares $80,000,000 Senior Convertible Promissory Notes due 2028 This prospectus relates to the offer and resale, from time to time, of up to 21,544,588 shares of Class A common stock, $0.0001 par value per share (“Class A Common |
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| July 27, 2023 |
United Homes Group, Inc. 90 N Royal Tower Drive Irmo, South Carolina 29063 July 27, 2023 United Homes Group, Inc. 90 N Royal Tower Drive Irmo, South Carolina 29063 July 27, 2023 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Isabel Rivera Pam Howell RE: United Homes Group, Inc. Registration Statement on Form S-1, as amended File No. 333-271527 Ladies and Gentlemen: United Homes Group, Inc. (the “Registrant”) hereby requests, pursua |
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| July 27, 2023 |
United Homes Group, Inc. 90 N Royal Tower Drive Irmo, South Carolina 29063 July 27, 2023 United Homes Group, Inc. 90 N Royal Tower Drive Irmo, South Carolina 29063 July 27, 2023 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Isabel Rivera Pam Howell RE: United Homes Group, Inc. Registration Statement on Form S-1, as amended File No. 333-271515 Ladies and Gentlemen: United Homes Group, Inc. (the “Registrant”) hereby requests, pursua |
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| July 17, 2023 |
United Homes Group Appoints Jack Micenko as President Exhibit 99.1 United Homes Group Appoints Jack Micenko as President COLUMBIA, SC, July 17, 2023—United Homes Group, Inc. (“UHG”) (NASDAQ: UHG), a leading homebuilder in the Southeast, today announced that it has appointed Jack Micenko as President of UHG. Michael Nieri, who has been serving as President, will continue in his role as Chief Executive Officer and Chairman of UHG. “Jack is the right pe |
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| July 17, 2023 |
As filed with the U.S. Securities and Exchange Commission on July 14, 2023 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on July 14, 2023 Registration No. 333-271515 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 United Homes Group, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of in |
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| July 17, 2023 |
As filed with the U.S. Securities and Exchange Commission on July 14, 2023 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on July 14, 2023 Registration No. 333-271527 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 United Homes Group, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of in |
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| July 17, 2023 |
Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 17th day of July, 2023 (hereinafter the “Effective Date”) by and between United Homes Group, Inc., a Delaware corporation (“UHG” or the “Company”), and John G. (Jack) Micenko, Jr., an individual (the “Executive”). RECITALS WHEREAS, UHG desires that the Executive be employed by the Company f |
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| July 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or or |
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| July 14, 2023 |
NELSON MULLINS RILEY & SCARBOROUGH LLP ATTORNEYS AND COUNSELORS AT LAW Andrew M. Tucker T: 202.689.2987 [email protected] 101 Constitution Avenue, NW Suite 900 Washington D.C., 20001 T: 202.689.2800 F: 202.689.2860 nelsonmullins.com July 14, 2023 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Isabel Rivera Pam |
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| July 14, 2023 |
NELSON MULLINS RILEY & SCARBOROUGH LLP ATTORNEYS AND COUNSELORS AT LAW 101 Constitution Avenue, NW Suite 900 Andrew M. |
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| June 28, 2023 |
As filed with the U.S. Securities and Exchange Commission on June 27, 2023 Table of Contents As filed with the U.S. Securities and Exchange Commission on June 27, 2023 Registration No. 333-271527 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 United Homes Group, Inc. (Exact name of registrant as specified in its charter) Delaware 1531 85-3460766 (State or other ju |
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| June 28, 2023 |
As filed with the U.S. Securities and Exchange Commission on June 27, 2023 Table of Contents As filed with the U.S. Securities and Exchange Commission on June 27, 2023 Registration No. 333-271515 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 United Homes Group, Inc. (Exact name of registrant as specified in its charter) Delaware 1531 85-3460766 (State or other ju |
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| June 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) United Homes Group, Inc. |
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| June 27, 2023 |
NELSON MULLINS RILEY & SCARBOROUGH LLP ATTORNEYS AND COUNSELORS AT LAW Andrew M. Tucker T: 202.689.2987 [email protected] 101 Constitution Avenue, NW Suite 900 Washington D.C., 20001 T: 202.689.2800 F: 202.689.2860 nelsonmullins.com June 27, 2023 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Isabel Rivera Pam |
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| June 27, 2023 |
NELSON MULLINS RILEY & SCARBOROUGH LLP ATTORNEYS AND COUNSELORS AT LAW Andrew M. Tucker T: 202.689.2987 [email protected] 101 Constitution Avenue, NW Suite 900 Washington D.C., 20001 T: 202.689.2800 F: 202.689.2860 nelsonmullins.com June 27, 2023 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Isabel Rivera Pam |
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| June 23, 2023 |
As filed with the Securities and Exchange Commission on June 23, 2023 As filed with the Securities and Exchange Commission on June 23, 2023 Registration No. |
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| June 23, 2023 |
Exhibit 107 Calculation of Filing Fee Table FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Form Type) United Homes Group, Inc. |
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| May 15, 2023 |
UNITED HOMES GROUP, INC. REPORTS 2023 FIRST QUARTER RESULTS Exhibit 99.1 UNITED HOMES GROUP, INC. REPORTS 2023 FIRST QUARTER RESULTS First Quarter 2023 Highlights ● On March 30, 2023, closed business combination resulting in publicly-traded south east focused homebuilder with a “land-light” operating model ● Average sales price (ASP) of production-built homes increased to $314k from $272k in Q1 2022 ● 328 closed homes resulted in $94.8 million of revenues |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or org |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39936 Unite |
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| May 10, 2023 |
US91060H1086 / UNITED HOMES GROUP INC / Nieri Michael P. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H 108 (CUSIP Number) Michael Nieri 90 N Royal Tower Drive Irmo, South Carolina 29063 Telephone: 844-766-4663 (Name, Address and Telephone Number |
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| April 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) United Homes Group, Inc. |
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| April 28, 2023 |
US91060H1086 / UNITED HOMES GROUP INC / Martell James J. Jr. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 United Homes Group, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) March 30, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan |
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| April 28, 2023 |
Exhibit 4.2 THE SALE OF THIS SECURITY (INCLUDING ANY SECURITIES ISSUABLE UPON CONVERSION) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT, AS AMENDED OR APPLICABLE STATE SECURITIES LAWS. THIS SECURITY (INCLUDING ANY SECURITIES ISSUABLE UPON CONVERSION) HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO ITS DISTRIBUTION OR RESALE, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT |
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| April 28, 2023 |
Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Name Jurisdiction of Formation Great Southern Homes, Inc. South Carolina |
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| April 28, 2023 |
Exhibit 10.15 UNITED HOMES GROUP, INC. 2023 EQUITY INCENTIVE PLAN 1.Purpose. The purpose of the United Homes Group, Inc. 2023 Equity Incentive Plan (the “Plan”) is to provide a means through which the Company and its Affiliates may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and advisors (and prospective directors, officers, employees |
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| April 28, 2023 |
Exhibit 10.6 CONVERTIBLE NOTE PURCHASE AGREEMENT by and among DiamondHead Holdings Corp., as the Issuer, Great Southern Homes, Inc., as the Company and Certain Investors, as the Investors Dated as of March 21, 2023 TABLE OF CONTENTS Page ARTICLE I. ISSUANCE AND SALE OF CONVERTIBLE NOTES 1 Section 1.1 Authorization of Convertible Notes 1 Section 1.2 Issuance and Sale of Convertible Notes 2 Section |
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| April 28, 2023 |
Exhibit 10.14 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated as of , is by and between United Homes Group, Inc., a Delaware corporation (the “Company”) and (the “Indemnitee”). WHEREAS, Indemnitee is an officer or director of the Company; WHEREAS, both the Company and Indemnitee recognize the increased risk of litigation and other claims being asserted against directo |
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| April 28, 2023 |
Exhibit 10.11 SHARE SUBSCRIPTION AGREEMENT BY AND AMONG UNITED HOMES GROUP, INC., AND HAZELVIEW SECURITIES INC. DATED AS OF MARCH 30, 2023 TABLE OF CONTENTS Page ARTICLE I. SUBSCRIPTION FOR AND SALE OF SHARES 1 Section 1.1 Subscription for and Sale of Shares 1 Section 1.2 Closing 1 Section 1.3 Lock-up 1 Section 1.4 Permitted Transferees 2 Section 1.5 Change of Control 2 ARTICLE II. REPRESENTATIONS |
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| April 28, 2023 |
Exhibit 10.12 SHARE SUBSCRIPTION AGREEMENT BY AND AMONG UNITED HOMES GROUP, INC., AND DENDUR MASTER FUND LTD. DATED AS OF MARCH 30, 2023 TABLE OF CONTENTS Page ARTICLE I. SUBSCRIPTION FOR AND SALE OF SHARES 1 Section 1.1 Subscription for and Sale of Shares 1 Section 1.2 Closing 1 Section 1.3 Lock-up 1 Section 1.4 Permitted Transferees 2 Section 1.5 Change of Control 2 ARTICLE II. REPRESENTATIONS A |
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| April 28, 2023 |
Exhibit 10.13 SHARE SUBSCRIPTION AGREEMENT BY AND AMONG UNITED HOMES GROUP, INC., AND JASPER LAKE VENTURES ONE LLC DATED AS OF MARCH 30, 2023 TABLE OF CONTENTS Page ARTICLE I. SUBSCRIPTION FOR AND SALE OF SHARES 1 Section 1.1 Subscription for and Sale of Shares 1 Section 1.2 Closing 1 Section 1.3 Lock-up 1 Section 1.4 Permitted Transferees 2 Section 1.5 Change of Control 2 ARTICLE II. REPRESENTATI |
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| April 28, 2023 |
Exhibit 10.7 AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCKUP AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCKUP AGREEMENT (this “Agreement”) is made and entered into as of March 30, 2023 (the “Effective Date”) by and among United Homes Group, Inc., a Delaware corporation (formerly known as DiamondHead Holdings Corp.) (the “Company”), and the undersigned parties listed on Exhibi |
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| April 28, 2023 |
Power of Attorney (included on the signature page hereto) Table of Contents As filed with the U.S. Securities and Exchange Commission on April 28 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 United Homes Group, Inc. (Exact name of registrant as specified in its charter) Delaware 1531 85-3460766 (State or other jurisdiction of incorporati |
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| April 28, 2023 |
As filed with the U.S. Securities and Exchange Commission on April 28 2023 Table of Contents As filed with the U.S. Securities and Exchange Commission on April 28 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 United Homes Group, Inc. (Exact name of registrant as specified in its charter) Delaware 1531 85-3460766 (State or other jurisdiction of incorporati |
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| April 28, 2023 |
Exhibit 10.10 SHARE SUBSCRIPTION AGREEMENT BY AND AMONG UNITED HOMES GROUP, INC., AND CONVERSANT OPPORTUNITY MASTER FUND LP DATED AS OF MARCH 30, 2023 TABLE OF CONTENTS Page ARTICLE I. SUBSCRIPTION FOR AND SALE OF SHARES 1 Section 1.1 Subscription for and Sale of Shares 1 Section 1.2 Closing 1 Section 1.3 Lock-up 1 Section 1.4 Permitted Transferees 2 Section 1.5 Change of Control 2 ARTICLE II. REP |
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| April 28, 2023 |
Exhibit 4.3 THE SALE OF THIS SECURITY (INCLUDING ANY SECURITIES ISSUABLE UPON CONVERSION) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT, AS AMENDED OR APPLICABLE STATE SECURITIES LAWS. THIS SECURITY (INCLUDING ANY SECURITIES ISSUABLE UPON CONVERSION) HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO ITS DISTRIBUTION OR RESALE, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT |
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| April 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) United Homes Group, Inc. |
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| April 26, 2023 |
Letter from Marcum LLP to the SEC dated April 26, 2023 Exhibit 16.1 April 26, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by United Homes Group, Inc. (formerly DiamondHead Holdings Corp.) under Item 4.01 of its Form 8-K dated April 26, 2023. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other state |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| April 10, 2023 |
Great Southern Homes, Inc. Stock Purchase Warrant Exhibit 2 Warrant THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND MAY NOT BE TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS IT HAS BEEN REGISTERED UNDER SUCH ACT AND ALL SUCH APPLICABLE LAWS OR AN EXEMPTION FROM REGISTRATION IS AVAILABLE. |
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| April 10, 2023 |
US91060H1086 / UNITED HOMES GROUP INC / HAMAMOTO DAVID T - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H108 (CUSIP Number) David T. Hamamoto 250 Park Ave., 7th Floor New York, New York 101777 Telephone: (212) 572-6260 (Name, Addr |
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| April 10, 2023 |
US91060H1086 / UNITED HOMES GROUP INC / O'Grady Clive R.G. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 United Homes Group, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 91060H 108 (CUSIP Number) Clive R.G. O’Grady 90 N Royal Tower Drive Irmo, South Carolina 29063 Telephone: 844-766-4663 (Name, Address and Telephone Nu |
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| April 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of incorporation or o |
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| April 5, 2023 |
Exhibit 10.9 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 30th day of March, 2023 (hereinafter the “Effective Date”) by and between United Homes Group, Inc., a Delaware corporation (“UHG” or the “Company”), and Michael Nieri, an individual (the “Executive”). RECITALS WHEREAS, UHG desires that the Executive be employed by the Company from and after |
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| April 5, 2023 |
Exhibit 99.6 INFORMATION ABOUT GSH Unless the context otherwise requires, for purposes of this section, the terms “we,” “us,” “the Company” or “GSH” refer to GSH and its subsidiaries. Overview GSH designs, builds and sells homes principally in South Carolina, with a smaller presence in Georgia. The geographical markets in which GSH presently operates its homebuilding business are currently high- g |
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| April 5, 2023 |
Exhibit 99.7 INFORMATION ABOUT DHHC References to the “Company,” “DHHC,” “our,” “us” or “we” refer to DiamondHead Holdings Corp. Overview We are an early stage blank check company recently incorporated as a Delaware corporation and formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more |
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| April 5, 2023 |
Exhibit 10.10 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 30th day of March, 2023 (hereinafter the “Effective Date”) by and between United Homes Group, Inc., a Delaware corporation (“UHG” or the “Company”), and Keith Feldman, an individual (the “Executive”). RECITALS WHEREAS, UHG desires that the Executive be employed by the Company from and afte |
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| April 5, 2023 |
UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Exhibit 99.2 UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Introduction The following unaudited pro forma combined balance sheet as of December 31, 2022 and the unaudited pro forma combined statement of operations for the year ended December 31, 2022, present the combined financial information of DHHC and the homebuilding operations of GSH after giving effect to the Business Combination and r |
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| April 5, 2023 |
Exhibit 10.11 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this 30th day of March, 2023 (hereinafter the “Effective Date”) by and between United Homes Group, Inc., a Delaware corporation (“UHG” or the “Company”), and Shelton Twine, an individual (the “Executive”). RECITALS WHEREAS, UHG desires that the Executive be employed by the Company from and afte |
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| April 5, 2023 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF DIAMONDHEAD HOLDINGS CORP. Diamondhead Holdings Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The present name of the Corporation is DiamondHead Holdings Corp. The date of the filing of its original Certificate of Incorporation with the Secreta |
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| April 5, 2023 |
DIAMONDHEAD HOLDINGS CORP. REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 99.4 DIAMONDHEAD HOLDINGS CORP. REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors of DiamondHead Holdings Corp. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of DiamondHead Holdings Corp. (the “Company”) as of December 31, 2022 and 2021, the related consolidated statements of operations, sto |
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| April 5, 2023 |
Management’s Discussion and Analysis of Financial Condition and Results of Operations. Exhibit 99.5 Management’s Discussion and Analysis of Financial Condition and Results of Operations. References to the “Company,” “DHHC,” “our,” “us” or “we” refer to DiamondHead Holdings Corp. The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the financial statements and the notes thereto as provided in Exhibit 9 |
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| April 5, 2023 |
GSH’s MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.3 GSH’s MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of the financial condition and results of operations of the homebuilding operations of GSH should be read in conjunction with the audited carve-out financial statements of the homebuilding operations of GSH as of December 31, 2022, and 2021, and for the yea |
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| April 5, 2023 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF UNITED HOMES GROUP, INC. Effective as of March 30, 2023 ARTICLE I OFFICES AND RECORDS Section 1.1 Delaware Office. The registered office of United Homes Group, Inc. (the “Corporation”) in the State of Delaware shall be as set forth in the Corporation’s Certificate of Incorporation (as it may be amended and/or restated from time to time, the “Certificate o |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 30, 2023 UNITED HOMES GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File N |
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| March 28, 2023 |
Exhibit 10.1 Share Issuance and Lock-Up Agreement March 23, 2023 In connection with the proposed business combination (the “Transaction”) between DiamondHead Holdings Corp., a Delaware corporation (“DHHC”) and Great Southern Homes, Inc., a South Carolina corporation (“GSH”), contemplated by that certain Business Combination Agreement, dated as of September 10, 2022 (the “Business Combination Agree |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-399 |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 28, 2023 (March 23, 2023) DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 28, 2023 (March 23, 2023) DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of |
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| March 28, 2023 |
Exhibit 10.2 SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Subscription Agreement”) is entered into as of March 23, 2023, by and between DiamondHead Holdings Corp., a Delaware corporation (“DHHC”), and the undersigned subscriber (the “Investor”), in connection with the Business Combination Agreement, dated as of September 10, 2022 (as may be amended, supplemented or otherwise modified |
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| March 28, 2023 |
Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED As of December 31, 2022, Diamondhead Holdings Corp. (“we,” “our,” “us” or the “Company”) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (i) its Class A common s |
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| March 24, 2023 |
425 1 tm2310349d3425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 24, 2023 (March 23, 2023) DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (S |
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| March 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 24, 2023 (March 23, 2023) DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of |
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| March 22, 2023 |
Convertible Promissory Note Purchase Agreement, dated March 21, 2023 Exhibit 10.1 EXECUTION VERSION CONVERTIBLE NOTE PURCHASE AGREEMENT by and among DiamondHead Holdings Corp., as the Issuer, Great Southern Homes, Inc., as the Company and Certain Investors, as the Investors Dated as of March 21, 2023 TABLE OF CONTENTS Page ARTICLE I. ISSUANCE AND SALE OF CONVERTIBLE NOTES 1 Section 1.1 Authorization of Convertible Notes 1 Section 1.2 Issuance and Sale of Convertibl |
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| March 22, 2023 |
DiamondHead Holdings Corp. Announces PIPE Investment Exhibit 99.1 DiamondHead Holdings Corp. Announces PIPE Investment NEW YORK, New York – March 22, 2023 - DiamondHead Holdings Corp., a Delaware corporation (Nasdaq: DHHC, DHHCU, DHHCW) (“DHHC”, the “Company” and, following the completion of the Business Combination (as defined below), the “Issuer”), today announced that it has entered into a Convertible Note Purchase Agreement dated March 21, 2023, |
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| March 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 21, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File |
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| March 22, 2023 |
DiamondHead Holdings Corp. Announces PIPE Investment Exhibit 99.1 DiamondHead Holdings Corp. Announces PIPE Investment NEW YORK, New York – March 22, 2023 - DiamondHead Holdings Corp., a Delaware corporation (Nasdaq: DHHC, DHHCU, DHHCW) (“DHHC”, the “Company” and, following the completion of the Business Combination (as defined below), the “Issuer”), today announced that it has entered into a Convertible Note Purchase Agreement dated March 21, 2023, |
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| March 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 21, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File |
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| March 22, 2023 |
Convertible Promissory Note Purchase Agreement, dated March 21, 2023 EX-10.1 2 tm2310212d2ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION VERSION CONVERTIBLE NOTE PURCHASE AGREEMENT by and among DiamondHead Holdings Corp., as the Issuer, Great Southern Homes, Inc., as the Company and Certain Investors, as the Investors Dated as of March 21, 2023 TABLE OF CONTENTS Page ARTICLE I. ISSUANCE AND SALE OF CONVERTIBLE NOTES 1 Section 1.1 Authorization of Convertible Notes |
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| March 20, 2023 |
Exhibit 99.1 THE HOMEBUILDING OPERATIONS OF GREAT SOUTHERN HOMES, INC. (A CARVE-OUT OF GREAT SOUTHERN HOMES, INC.) Carve-out Financial Statements As of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022 And Independent Auditor’s Report THE HOMEBUILDING OPERATIONS OF GREAT SOUTHERN HOMES, INC. (A CARVE-OUT OF GREAT SOUTHERN HOMES, INC.) TABLE OF CONTENT |
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| March 20, 2023 |
Exhibit 99.1 THE HOMEBUILDING OPERATIONS OF GREAT SOUTHERN HOMES, INC. (A CARVE-OUT OF GREAT SOUTHERN HOMES, INC.) Carve-out Financial Statements As of December 31, 2022 and 2021 and for each of the three years in the period ended December 31, 2022 And Independent Auditor’s Report THE HOMEBUILDING OPERATIONS OF GREAT SOUTHERN HOMES, INC. (A CARVE-OUT OF GREAT SOUTHERN HOMES, INC.) TABLE OF CONTENT |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 20, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File |
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| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 20, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File |
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| March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 10, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File |
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| March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 10, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File |
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| March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 9, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission File |
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| February 14, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)3 Registration No. 333-267820 PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS DIAMONDHEAD HOLDINGS CORP. 250 Park Ave., 7th Floor New York, New York 10177 Dear DiamondHead Holdings Corp. stockholder: On September 10, 2022, DiamondHead Holdings Corp., a Delaware corporation (“DHHC”), and Hestia Merger Sub, Inc., a South Carolina corporation and w |
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| February 13, 2023 |
DiamondHead Holdings Corp. 250 Park Ave., 7th Floor New York, New York 10177 DiamondHead Holdings Corp. 250 Park Ave., 7th Floor New York, New York 10177 February 13, 2023 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Construction, 100 F Street, N.E., Washington, D.C. 20549. Attention: Jeffrey Lewis Jennifer Monick Stacie Gorman David Link Re: Acceleration Request for DiamondHead Holdings Corp. Registration Stat |
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| February 9, 2023 |
Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 CORRESP 1 filename1.htm Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 WWW.SULLCROM.COM 125 Broad Street New York, New York 10004-2498 los angeles • Palo Alto • washington, D.C. Brussels • Frankfurt • london • paris Beijing • Hong Kong • Tokyo Melbourne • Sydney February 9, 2023 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Constru |
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| February 9, 2023 |
As filed with the Securities and Exchange Commission on February 9, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 9, 2023 No. |
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| February 9, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* DiamondHead Holdings Corp. (Name of Issuer) Class A Common Stock , par value $0.0001 per share (Title of Class of Securities) 25278L105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate th |
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| February 9, 2023 |
Calculation of Filing Fee Tables** Exhibit 107 Calculation of Filing Fee Tables S-4 (Form Type) DiamondHead Holdings Corp. |
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| February 6, 2023 |
DHHC / DiamondHead Holdings Corp. Class A / HAMAMOTO DAVID T - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 DiamondHead Holdings Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 25278L105 (CUSIP Number) David T. Hamamoto 250 Park Ave., 7th Floor New York, New York 101777 Telephone: (212) 572-6260 (Name, Address and Telephone |
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| January 30, 2023 |
Exhibit 99.1 SPECIAL MEETING OF STOCKHOLDERS OFDIAMONDHEAD HOLDINGS CORP.[ ], 2023 NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALS :The Notice of Meeting, proxy statement and proxy cardare available at http://www.astproxyportal.com/ast/24005 Please sign, date and mailyour proxy card in theenvelope provided as soonas possible.Signature of Stockholder Date: Signature of Stockholder Date: Note:Ple |
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| January 30, 2023 |
As filed with the Securities and Exchange Commission on January 30, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 30, 2023 No. |
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| January 30, 2023 |
Form of Indemnification Agreement Exhibit 10.13 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated as of [], is by and between United Homes Group, Inc., a Delaware corporation (the “Company”) and [] (the “Indemnitee”). WHEREAS, Indemnitee is an officer or director of the Company; WHEREAS, both the Company and Indemnitee recognize the increased risk of litigation and other claims being asserted |
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| January 30, 2023 |
Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 CORRESP 1 filename1.htm Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 WWW.SULLCROM.COM 125 Broad Street New York, New York 10004-2498 los angeles • Palo Alto • washington, D.C. Brussels • Frankfurt • london • paris Beijing • Hong Kong • Tokyo Melbourne • Sydney January 30, 2023 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Constru |
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| January 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 25, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission Fi |
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| January 25, 2023 |
Exhibit 3.1 First Amendment to the Certificate of Incorporation of Diamondhead Holdings Corp. (January 25, 2023) DiamondHead Holdings Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “DiamondHead Holdings Corp.” The Corporation’s Certificate of Incorporation was filed in the of |
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| January 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 24, 2023 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission Fi |
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| January 23, 2023 |
Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 WWW.SULLCROM.COM 125 Broad Street New York, New York 10004-2498 los angeles • Palo Alto • washington, D.C. Brussels • Frankfurt • london • paris Beijing • Hong Kong • Tokyo Melbourne • Sydney January 23, 2023 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Construction, 100 F Street, N.E |
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| January 23, 2023 |
As filed with the Securities and Exchange Commission on January 23, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 23, 2023 No. |
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| January 13, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 13, 2023 (January 11, 2023) DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdictio |
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| January 4, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? Schedule 14A ? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| December 27, 2022 |
As filed with the Securities and Exchange Commission on December 27, 2022 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on December 27, 2022 No. |
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| December 27, 2022 |
CORRESP 1 filename1.htm Telephone: 1-212-558-4000 125 Broad Street Facsimile: 1-212-558-3588 New York, New York 10004-2498 WWW.SULLCROM.COM los angeles · Palo Alto · washington, D.C. Brussels · Frankfurt · london · paris Beijing · Hong Kong · Tokyo Melbourne · Sydney December 27, 2022 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Constr |
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| December 5, 2022 |
[Letterhead of Sullivan & Cromwell LLP] [Letterhead of Sullivan & Cromwell LLP] December 5, 2022 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Real Estate & Construction, 100 F Street, N.E., Washington, D.C. 20549. Attention: Ronald Alper Jeffrey Gabor Re: DiamondHead Holdings Corp. Preliminary Proxy Statement on Schedule 14A Filed November 18, 2022 File No. 001-39936 Ladies and Gentlemen: |
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| November 22, 2022 |
Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 CORRESP 1 filename1.htm Telephone: 1-212-558-4000 Facsimile: 1-212-558-3588 WWW.SULLCROM.COM 125 Broad Street New York, New York 10004-2498 los angeles • Palo Alto • washington, D.C. Brussels • Frankfurt • london • paris Beijing • Hong Kong • Tokyo Melbourne • Sydney November 22, 2022 VIA EDGAR U.S. Securities and Exchange Commission, Division of Corporation Finance, Office of Re |
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| November 22, 2022 |
As filed with the Securities and Exchange Commission on November 22, 2022 Table of Contents As filed with the Securities and Exchange Commission on November 22, 2022 No. |
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| November 18, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? Schedule 14A ? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 13, 2022 |
Exhibit 99.1 DiamondHead Holdings Corp. Announces Filing a Registration Statement on Form S-4 in Connection with a Proposed Business Combination with Great Southern Homes, Inc. Columbia, SC and New York, NY, October 13, 2022 - DiamondHead Holdings Corp. (NASDAQ: DHHC) (?DiamondHead? or ?DHHC?), a publicly-traded special purpose acquisition company and Great Southern Homes, Inc. (?GSH?), one of the |
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| October 13, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 13, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission Fi |
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| October 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 13, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission Fi |
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| October 13, 2022 |
Exhibit 99.1 DiamondHead Holdings Corp. Announces Filing a Registration Statement on Form S-4 in Connection with a Proposed Business Combination with Great Southern Homes, Inc. Columbia, SC and New York, NY, October 13, 2022 - DiamondHead Holdings Corp. (NASDAQ: DHHC) (“DiamondHead” or “DHHC”), a publicly-traded special purpose acquisition company and Great Southern Homes, Inc. (“GSH”), one of the |
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| October 11, 2022 |
Consent of Jason Enoch to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 11, 2022 |
Consent of Nikki R. Haley to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 11, 2022 |
Consent of Tom O’Grady to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.9 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 11, 2022 |
As filed with the Securities and Exchange Commission on October 11, 2022 Table of Contents As filed with the Securities and Exchange Commission on October 11, 2022 No. |
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| October 11, 2022 |
Consent of Michael Bayles to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.11 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the b |
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| October 11, 2022 |
Consent of Eric S. Bland to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 11, 2022 |
Consent of Alan Levine to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 11, 2022 |
Consent of David Hamamoto to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.10 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the b |
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| October 11, 2022 |
Consent of Robert Dozier to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 11, 2022 |
Exhibit 10.14 Financing Commitment Letter September 10, 2022 DiamondHead Holdings Corp. 250 Park Avenue, 7th Floor New York, New York 10177 Re: Financing Commitment Letter Ladies and Gentlemen: Reference is made to that certain Business Combination Agreement, dated as of September 9, 2022 (the ?Business Combination Agreement?), by and among DiamondHead Holdings Corp., a Delaware corporation (?DHHC |
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| October 11, 2022 |
Calculation of Filing Fee Tables** Exhibit 107 Calculation of Filing Fee Tables S-4 ????.. (Form Type) DiamondHead Holdings Corp. ????????????????????..? (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities ? Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee |
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| October 11, 2022 |
Consent of Michael Nieri to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.8 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 11, 2022 |
Consent of James P. Clements to be named as a director nominee of DiamondHead Holdings Corp.** Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by DiamondHead Holdings Corp. of the Registration Statement on Form S-4 (the ?Registration Statement?) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the bo |
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| October 4, 2022 |
United Homes Group, Inc. (UHG) Investor Call Exhibit 99.1 United Homes Group, Inc. (UHG) Investor Call Date: October 3, 2022 <> Good afternoon everyone. I'm Allen Hutto with Great Southern Homes, also referred to as GSH. And I'd like to welcome you to today's Investor Call. In connection with the business combination with DiamondHead Holdings, the combined company will change its name to United Homes Group, also referred to you as UHG. We'll |
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| October 4, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 3, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission Fil |
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| October 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 3, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission Fil |
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| September 29, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 29, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission |
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| September 29, 2022 |
Exhibit 99.1 Great Southern Homes, Inc. and DiamondHead Holdings Corp. Announce Investor Call to Discuss Their Upcoming Business Combination Columbia, SC and New York, NY, September 29, 2022 ? Great Southern Homes, Inc. (?GSH? or the ?Company?) and DiamondHead Holdings Corp. (NASDAQ: DHHC) (?DiamondHead? or ?DHHC?) will hold an investor call on Monday, October 3, 2022 at 1:00 PM ET to discuss thei |
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| September 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 29, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission |
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| September 15, 2022 |
425 1 tm2225988d1425.htm 425 Filed by: DiamondHead Holdings Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: DiamondHead Holdings Corp. (Commission File No.: 001-39936) On September 15, 2022, Eric S. Bland, a member of the board of directors of Great Southern Homes, Inc., issued the follo |
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| September 13, 2022 |
Filed by: DiamondHead Holdings Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: DiamondHead Holdings Corp. (Commission File No.: 001-39936) The following email was sent to employees of Great Southern Homes, Inc. on September 12, 2022. From: Michael Nieri To: The Great Southern Homes Famil |
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| September 13, 2022 |
Filed by: DiamondHead Holdings Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: DiamondHead Holdings Corp. (Commission File No.: 001-39936) The following Q&A with Michael Nieri, founder, Chairman and CEO of Great Southern Homes, Inc., is being distributed to media contacts. Tell me a litt |
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| September 12, 2022 |
Filed by: DiamondHead Holdings Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: DiamondHead Holdings Corp. (Commission File No.: 001-39936) Columbia Home-Building Company Goes Public in Wall Street Merger The Post and Courier Columbia By Jessica Holdman September 12, 2022 COLUMBIA ? Colum |
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| September 12, 2022 |
Exhibit 99.1 Great Southern Homes, Inc., a Leading Private Homebuilder in the Southeast, to Become a Public Company Through a Business Combination with DiamondHead Holdings Corp. Under the Name United Homes Group, Inc. (UHG) ? Business combination creates a high growth, land-light publicly traded homebuilder ? GSH has a 20+ year operating history and the combined company will be positioned to bene |
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| September 12, 2022 |
Exhibit 10.1 SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this ?Sponsor Agreement?) is dated as of September 10, 2022, by and among DHP SPAC-II Sponsor LLC, a Delaware limited liability company (together with any permitted Affiliate transferees pursuant to Section 1.2, the ?Sponsor?), DiamondHead Holdings Corp., a Delaware corporation (?DHHC?), and Great Southern Homes, Inc., a South |
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| September 12, 2022 |
Form of Amended and Restated Registration Rights and Lock-Up Agreement ? Exhibit?10.2 ? FORM?OF AMENDED AND RESTATED ? REGISTRATION RIGHTS AND LOCKUP AGREEMENT ? THIS AMENDED AND RESTATED REGISTRATION RIGHTS AND LOCKUP AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2022 (the ?Effective Date?) by and among United Homes Group,?Inc., a Delaware corporation (formerly known as DiamondHead Holdings Corp.) (the ?Company?), and the undersigned parties liste |
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| September 12, 2022 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT BY AND AMONG DIAMONDHEAD HOLDINGS CORP., HESTIA MERGER SUB, INC., AND GREAT SOUTHERN HOMES, INC. DATED AS OF September 10, 2022 TABLE OF CONTENTS Page Article 1 CERTAIN DEFINITIONS 3 Section 1.1 Definitions 3 Article 2 PRE-CLOSING RECAPITALIZATION; MERGER 22 Section 2.1 Pre-Closing Recapitalization 22 Section 2.2 The Merger 23 Section 2.3 Closing of the T |
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| September 12, 2022 |
Exhibit 99.2 United Homes Group (?UHG?) September 202 2 Investor Presentation Table of Contents I. Executive Summary II. Macro Housing Overview III. Operational Overview IV. UHG Growth Strategy V. Financial Summary I. Executive Summary 4 UHG + DiamondHead = Uniquely Positioned Partnership Combination creates a publicly listed homebuilder capitalizing on key industry trends DiamondHead's Acquisitio |
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| September 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 10, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission |
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| September 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): September 10, 2022 DIAMONDHEAD HOLDINGS CORP. (Exact name of registrant as specified in its charter) Delaware 001-39936 85-3460766 (State or other jurisdiction of (Commission |
