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10-K 1 a2017930-10k.htm 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, 2017

Commission file number 1-14122


D.R. Horton, Inc.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)75-2386963 (I.R.S. Employer Identification No.)
1341 Horton Circle, Arlington, Texas (Address of principal executive offices)76011 (Zip Code)

(817) 390-8200

(Registrant’s telephone number, including area code)

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

Title of Each ClassName of Each Exchange on Which Registered
Common Stock, par value $.01 per shareNew York Stock Exchange
5.750% Senior Notes due 2023New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ý No ¨

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No ý

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ý

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ýAccelerated filer ¨Non-accelerated filer ¨ (Do not check if a smaller reporting company)Smaller reporting company ¨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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No ý

As of March 31, 2017, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was approximately $11,733,685,000 based on the closing price as reported on the New York Stock Exchange.

As of November 8, 2017, there were 384,087,900 shares of the registrant’s common stock, par value $.01 per share, issued and 375,037,829 shares outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement for the 2018 Annual Meeting of Stockholders are incorporated herein by reference (to the extent indicated) in Part III.

D.R. HORTON, INC. AND SUBSIDIARIES

2017 ANNUAL REPORT ON FORM 10-K

TABLE OF CONTENTS

Page
PART I
ITEM 1.Business1
ITEM 1A.Risk Factors12
ITEM 1B.Unresolved Staff Comments22
ITEM 2.Properties22
ITEM 3.Legal Proceedings22
ITEM 4.Mine Safety Disclosures22
PART II
ITEM 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities23
ITEM 6.Selected Financial Data25
ITEM 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations26
ITEM 7A.Quantitative and Qualitative Disclosures About Market Risk57
ITEM 8.Financial Statements and Supplementary Data59
ITEM 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure103
ITEM 9A.Controls and Procedures103
ITEM 9B.Other Information103
PART III
ITEM 10.Directors, Executive Officers and Corporate Governance104
ITEM 11.Executive Compensation104
ITEM 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters104
ITEM 13.Certain Relationships and Related Transactions, and Director Independence105
ITEM 14.Principal Accountant Fees and Services105
PART IV
ITEM 15.Exhibits and Financial Statement Schedules106
ITEM 16.10-K Summary112
SIGNATURES113

PART I

Next: Item 1. BUSINESS