Tri Pointe Homes, Inc. — Director's Dealing 2023

Feb 22, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tri Pointe Homes, Inc. (TPH)
CIK: 0001561680
Period of Report: 2023-02-16

Reporting Person: KEELER GLENN J. (CFO and CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-16	Common Stock	A	37882	—	Acquired	121135	Direct
2023-02-16	Common Stock	F	13305	$22.41	Disposed	107830	Direct
2023-02-20	Common Stock	F	1912	$22.29	Disposed	105918	Direct

Footnotes

F1: Represents shares of common stock issued pursuant to the vesting of performance-based restricted stock units granted on February 20, 2020 under the Company's 2013 Long-Term Incentive Plan that were eligible to vest based on attainment of certain revenue and pre-tax earnings performance goals, in each case subject to a modifier based on the Company's total stockholder return performance relative to its peer group (the "Performance Awards"). Upon the recommendation of the Compensation Committee, the Company's board of directors determined that, based on the Company's performance over the performance period, 37,882 Performance Awards would vest and be settled into an equal number of shares of common stock, in accordance with the terms of the Performance Awards.

F2: On March 2, 2022, the reporting person filed a Form 4 reporting 96,423 shares of common stock beneficially owned directly by the reporting person, which inadvertently failed to reflect the disposition by the reporting person of 13,169 shares of common stock reported pursuant to a Form 4 filed on March 9, 2021. The amount of securities beneficially owned by the reporting person has been corrected herein.

F3: Withholding of shares to satisfy tax withholding obligations incident to vesting of the Performance Awards.

F4: Withholding of shares to satisfy tax withholding obligations incident to vesting of RSU award under the Company's 2013 Long-Term Incentive Plan.