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UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 16, 2024

 

LANDSEA HOMES CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware 001-38545 82-2196021
     
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

 

1717 McKinney Avenue, Suite 1000    
Dallas, Texas   75202
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (949) 345-8080

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Common Stock, par value $0.0001 per share   LSEA   The Nasdaq Capital Market
Warrants exercisable for Common Stock   LSEAW   The Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
 
  Emerging growth company ☐
     
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 (a) of the Exchange Act. ☐

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On May 16, 2024, Landsea Homes Corporation (the “Company”) eliminated the position of Chief Accounting Officer, effective as of May 17, 2024. As a result, effective as of May 17, 2024, Dilliana Stewart’s employment as the Company’s Chief Accounting Officer and Senior Vice President was terminated without cause. Ms. Stewart’s departure was not related to any disagreement with the Company on any matter relating to the Company’s accounting principles or practices, financial statement disclosures, internal controls, management or operations.

 

Effective May 17, 2024, Christopher Porter, the Company’s Chief Financial Officer, assumed the additional duties of the Company’s principal accounting officer. No additional compensation will be paid in connection with the performance of such additional responsibilities. Mr. Porter has no family relationships with any director or executive officer of the Company, and there are no arrangements or understandings with any person pursuant to which he was selected as principal accounting officer of the Company. In addition, there have been no transactions directly or indirectly involving Mr. Porter that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended, other than as disclosed in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 24, 2024 (the “2024 Proxy Statement”). Such disclosure is incorporated herein by reference. Mr. Porter’s biographical information is set forth in the 2024 Proxy Statement and is incorporated herein by reference.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    LANDSEA HOMES CORPORATION
     
Date: May 21, 2024 By: /s/ C. Kelly Rentzel
    Name: C. Kelly Rentzel
    Title: General Counsel

 

 

 

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May 16, 2024
Document Type 8-K
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Document Period End Date May 16, 2024
Entity File Number 001-38545
Entity Registrant Name LANDSEA HOMES CORPORATION
Entity Central Index Key 0001721386
Entity Tax Identification Number 82-2196021
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 1717 McKinney Avenue
Entity Address, Address Line Two Suite 1000
Entity Address, City or Town Dallas
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75202
City Area Code (949)
Local Phone Number 345-8080
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Common Stock, par value $0.0001 per share  
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol LSEA
Security Exchange Name NASDAQ
Warrants exercisable for Common Stock  
Title of 12(b) Security Warrants exercisable for Common Stock
Trading Symbol LSEAW
Security Exchange Name NASDAQ
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