Cover and table of contents

11K characters. Original on sec.gov · Markdown

Cover and table of contents

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 November 30, 2023

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 1-11749

lenlogo.jpg

Lennar Corporation

(Exact name of registrant as specified in its charter)

Delaware95-4337490
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

5505 Waterford District Drive, Miami, Florida 33126

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (305) 559-4000

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value 10¢LENNew York Stock Exchange
Class B Common Stock, par value 10¢LEN.BNew 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 R 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 R

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 R No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes R No ¨

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 filerRAccelerated filer☐Emerging growth company☐
Non-accelerated filer☐Smaller reporting 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 has filed a report on and attestation to its management's assessment of the effectiveness of its internal controls over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☑
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ¨
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ¨

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

The aggregate market value of the registrant’s Class A and Class B common stock held by non-affiliates of the registrant (247,523,484 shares of Class A common stock and 13,731,637 shares of Class B common stock) as of May 31, 2023, based on the closing sale price per share as reported by the New York Stock Exchange on such date, was $27,813,041,884.

As of December 31, 2023, the registrant had outstanding 247,163,402 shares of Class A common stock and 33,657,138 shares of Class B common stock.

DOCUMENTS INCORPORATED BY REFERENCE:

Related SectionDocuments
IIIDefinitive Proxy Statement to be filed pursuant to Regulation 14A on or before March 29, 2024.

Table of Contents

LENNAR CORPORATION
FORM 10-K
For the fiscal year ended November 30, 2023
Part I
Item 1.Business1
Item 1A.Risk Factors10
Item 1B.Unresolved Staff Comments20
Item 1C.Cybersecurity20
Item 2.Properties20
Item 3.Legal Proceedings21
Item 4.Mine Safety Disclosures21
Part II
Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities21
Item 6.Reserved22
Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations22
Item 7A.Quantitative and Qualitative Disclosures About Market Risk42
Item 8.Financial Statements and Supplementary Data44
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure81
Item 9A.Controls and Procedures81
Item 9B.Other Information83
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections83
Part III
Item 10.Directors, Executive Officers and Corporate Governance83
Item 11.Executive Compensation83
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters83
Item 13.Certain Relationships and Related Transactions, and Director Independence83
Item 14.Principal Accountant Fees and Services83
Part IV
Item 15.Exhibit and Financial Statement Schedules84
Item 16.Form 10-K Summary86
Signatures87
Financial Statement Schedule89

Table of Contents

Next: Item 1. Business.