Lennar (LEN) 10-K risk factor changes: FY2024 vs FY2023
The 2024-11-30 10-K against the 2023-11-30 one, compared heading by heading and sentence by sentence.
Item 1A70 rewritten59 added25 removed227 unchanged
All filing items1,067 rewritten568 added308 removed2,268 unchanged
Summary
counted, not written
- Item 1A lists 51 risk factor headings: 5 new, 3 reworded and 43 unchanged since FY2023. 2 headings from FY2023 no longer appear.
- Sentence by sentence, 568 added, 308 removed, 1,067 rewritten and 2,268 unchanged across 19 items that differ.
New Item 1A headings (5)
- We could be hurt if land banks are not able to raise investor funds needed to enable them to supplement land acquisitions by Millrose.
- The Millrose Spin-Off of much of our land assets may not occur on the timeline we expect or at all and we may not realize some or all of the expected benefits from this transaction even if completed.
- If the planned Millrose Spin-Off is completed, Millrose may fail to perform under various transaction agreements that we expect to enter into in connection with the Millrose Spin-Off and our homebuilding operations could be seriously disrupted if Millrose refused to honor purchase options it is expected to grant us.
- If the planned Millrose Spin-Off is completed, we may lose access to the land or homesites we would contribute to Millrose or that Millrose acquires in the future pursuant to our specifications in the event of lender foreclosures or bankruptcy proceedings.
- The trading price for our Class A common stock and our Class B common stock may continue to be volatile.
Removed Item 1A headings (2)
- We could be hurt if land banks are not able to raise necessary investor funds or if we are unable to create and maintain relationships with land banks.
- Our previously announced spin-off of some of our businesses may not occur within any particular time period or at all.
Reworded Item 1A headings (3)
- Current and threatened [added: international] conflicts could affect demand for the homes we build.
- If our ability to sell [added: residential] mortgages into the secondary market is impaired, that could significantly reduce our ability to sell homes unless we are willing to become a long-term investor in loans we originate.
- Failure to comply with the covenants and conditions imposed by our
[removed: borrowing facilities][added: lenders] could restrict future borrowing or cause our debt to become immediately due and payable.
A heading is new when no FY2023 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors.
70 rewritten, 59 added, 25 removed, 227 unchanged
Demand for our homes is dependent on a variety of macroeconomic factors, such as employment levels, [added: inflation,] interest rates, changes in stock market valuations, consumer confidence, [added: consumer income,] housing demand, availability and cost of financing for homebuyers, availability and prices of new homes compared to those of previously occupied homes, and demographic trends.
Currently, potential purchasers of our homes are being affected by inflation and [removed: increased] [added: continued high] interest rates, both of which increase what homebuyers have to pay for new homes.
Principal among our current strategies is continuing to reduce the inventory of land we own (i.e., to become a land lighter company), and to control a greater portion of the land we expect to use through options or other contractual [removed: arrangements.][added: arrangements, including through the proposed Millrose Spin-Off.]
[removed: [Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)][added: [Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)]
[added: It is] possible that the land lighter or other strategies will reduce, rather than increase, the value and profitability of our core businesses.
[removed: A] [added: During fiscal 2024 and 2023, a] number of our markets experienced significant [removed: market] softening that required us to make substantial price [removed: reductions.][added: reductions in order to maintain a steady sales pace.]
It is possible that a continued [removed: downturn] [added: market weakness] could result in a further decline in demand for new homes with resulting [added: price reductions which could require] write downs in the carrying value of our land inventory and write offs of costs of land purchase options we decide not to exercise.
[removed: Weak] [added: Weaker] demand [removed: may preclude] [added: has precluded] us from raising home prices enough to keep up with the rate of inflation, which [removed: could reduce] [added: has reduced] our profit margins.
We are taking steps that we [removed: expect] [added: hope] will enable us to maintain acceptable operating margins [removed: despite the inability to raise prices.][added: in fiscal 2025.]
However, it is possible that those steps will not be successful, and that [removed: the] [added: a] combination of inflation and reduced demand for new homes [added: driven by an increase in mortgage interest rates] will [added: continue to] adversely affect our profitability.
Housing has been considerably impacted by the more than doubling of mortgage interest rates in [removed: 2022,] [added: 2022] and [removed: continued increases] [added: 2023, and small decreases] in [removed: 2023.][added: 2024.]
We are constantly purchasing land, or [removed: entering into arrangements] [added: acquiring options] to purchase land, for use in our homebuilding operations.
If market conditions were to deteriorate significantly in the future, we could again be required to make significant write-downs of the carrying value of our land inventory and [removed: incur] [added: write-offs] costs relating to decisions not to exercise land purchase options.
Our results of operations and financial condition may be adversely affected by public health issues, and resulting governmental [removed: actions.][added: actions]
Current and threatened [added: international] conflicts could affect demand for the homes we build.
There currently are ongoing conflicts [removed: in] [added: involving] Ukraine and Israel.
While we do not acquire essential components of the homes we build from either of those countries and while as of November 30, [removed: 2023,] [added: 2024,] neither of these conflicts has had a material direct impact on our consolidated financial performance, [removed: the conflicts are still ongoing,] [added: those] and [removed: there are many risks] [added: other possible conflicts have already led] and [removed: uncertainties in relation] [added: could lead] to [removed: those conflicts that are outside of our control.][added: further market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain interruptions.]
In addition, the closure of or limitation on the use of significant shipping routes as a result of these [added: and related] conflicts may result in interruptions to the supply of certain key raw materials [removed: worldwide, thereby, among other things,][added: that are used in products which we incorporate in the homes we build, increasing their cost.]
[removed: If either or both] [added: International] conflicts [removed: escalate further or if additional countries join either conflict, that] [added: also] may lead potential homebuyers to decide not to invest in new homes at this time, which could have a material impact on our business operations and financial performance.
Mortgage lenders who have greater access to [removed: low cost] [added: low-cost] funds, superior technologies or different lending criteria than we do may be able to offer more attractive financing to potential customers than we can.
It is possible in the future that insurance would not be available at commercially reasonable [removed: rates, which may cause us to reduce or eliminate general liability insurance.][added: rates.]
[removed: Failures in health and safety performance on our] worksites may result in penalties for non-compliance with relevant regulatory requirements [added: and] in our subcontractors having difficulty attracting the workers they need [removed: and] [added: as well as] in a negative impact to our reputation.
Despite our detailed specifications and quality control procedures, in some cases, subcontractors may use [added: improper construction processes or defective materials.]
Depending on the stage of development a land parcel is in when we acquire [removed: it,] [added: it (or when it is acquired by Millrose or another land banking entity),] these may include costs of preparing land, finishing and entitling lots, installing roads, sewers, water systems and other utilities, and taxes and other costs related to ownership of the land on which we plan to build homes.
At November 30, [removed: 2023,] [added: 2024,] we had a [removed: $2.6] [added: $2.9] billion revolving credit facility with a group of banks (the "Credit Facility"), which had an accordion feature that could increase it to [removed: $3] [added: $3.5] billion.
We also had warehouse borrowing facilities totaling [removed: $3.7] [added: $3.4] billion to support our residential and commercial mortgage lending activities.
In 2022 and 2023, the Federal Reserve steadily raised benchmark interest [removed: rates.][added: rates and the Federal Reserve did not begin reducing benchmark interest rates until well into 2024.]
At November 30, [removed: 2023,] [added: 2024,] we had no borrowings under our Credit Facility.
If there is a weakening of the housing market, or if mortgage financing becomes less available or more expensive than it currently [removed: is,] [added: is or is expected to be] more homebuyers may cancel their agreements of sale with us, which would have an adverse effect on our business and results of operations.
We could be hurt if land banks are not able to raise [removed: necessary] investor funds [removed: or if we are unable] [added: needed] to [removed: create and maintain relationships with] [added: enable them to supplement] land [removed: banks.][added: acquisitions by Millrose.]
If returns to investors in land banks are not sufficient to attract investor funds and land banks are not able to identify alternative sources of funding, we would no longer have access to land [removed: banks and instead might have to purchase our land directly from landowners.][added: banks.]
This [removed: would] [added: could] significantly impair our ability to carry out our strategy of reducing our inventory of owned land.
Among other things, changes made by Fannie Mae, Freddie Mac, Ginnie Mae and FHA/VA [added: in recent years] to sponsored mortgage programs, as well as changes made in recent years by private mortgage insurance companies, have reduced the ability of a number of potential homebuyers to qualify for mortgages.
Currently, there are significant income tax benefits from owning a home, including deductibility of [added: all or some] interest on mortgage loans incurred to finance home [removed: purchases.][added: purchases and the deductibility of property taxes, subject to certain limits.]
If federal or state tax laws are changed to eliminate or reduce any of these income tax benefits or if personal income [added: or property] tax rates were to increase, the after-tax cost of homeownership could measurably increase and diminish consumer interest in buying a home, with a resulting adverse effect on our revenues.
100% of the residential mortgage loans made by our Financial Services segment in [removed: 2023] [added: 2024] were made to buyers of homes we built.
Therefore, a decrease in the demand for our homes or an increase in [removed: cash used] [added: the mortgage financing obtained] by homebuyers [added: from lenders other than our Financial Services segment] would adversely affect the revenues of this aspect of our business.
If our ability to sell [added: residential] mortgages into the secondary market is impaired, that could significantly reduce our ability to sell homes unless we are willing to become a long-term investor in loans we originate.
Failure to comply with the covenants and conditions imposed by our [removed: borrowing facilities] [added: lenders] could restrict future borrowing or cause our debt to become immediately due and payable.
This could reduce our available funds at a time when we are having difficulty generating all the funds we need from our operations, in [added: the] capital markets or otherwise, and restrict our ability to obtain financing in the future.
Inflation may also accompany higher interest rates, which could adversely impact potential buyers’ ability to obtain financing on favorable terms, thereby decreasing demand for our homes.
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
Even when insurance is available, the high cost of insurance has recently led us to self-insure against some risks .
Failures in health and safety performance on our
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
We formed and intend to spin off Millrose to make it a recycling source of land acquisition funding.
However, Millrose will not have the capacity to provide all the land acquisition funding we require, and Millrose’s policies will limit its acquisitions to land we expect to use within five years.
We will look to traditional land banks to acquire at least some of the
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
land that Millrose will not or cannot acquire.
Additionally, natural disasters and severe weather conditions may increase the cost of homeowner's insurance or create difficulties in obtaining homeowners’ insurance at all, which could reduce the number of potential buyers who can afford, or are willing, to purchase homes we build in affected areas.
For example, the incidence of large wildfires in California has substantially increased in recent years and the risk of future wildfires is expected to increase.
The housing markets in areas affected by California’s recent wildfires have been adversely affected by increased insurance costs and difficulties in obtaining homeowners’ insurance, which we expect to be exacerbated by the recent wildfires in Los Angeles.
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
Our level of indebtedness exposes us to a number of risks, including:
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
construction costs and caused disruptions in our supply chains.
In addition, President Trump has expressed a desire to impose substantial new or increased tariffs.
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
that do not comply with applicable laws, regulations or governmental guidelines.
The Millrose Spin-Off of much of our land assets may not occur on the timeline we expect or at all and we may not realize some or all of the expected benefits from this transaction even if completed.
We previously announced that we expect to spin off a significant portion of our land assets from our balance sheet through the spin-off of Millrose.
Millrose has filed a registration statement on Form S-11 with the Securities and Exchange Commission, which became effective on January 17, 2025, and our Board declared a special stock dividend to effect the Millrose Spin-Off to Lennar stockholders of record as of January 21, 2025, with a distribution date of February 7, 2025.
However, the completion of the Millrose Spin-Off remains subject to the satisfaction of a number of conditions, including the execution of certain agreements relating to the Millrose Spin-Off and other customary conditions, some of which will not occur until shortly prior to the distribution date.
The failure to satisfy all of the required conditions, as well as other factors outside of our control, including general economic and market conditions, could delay the completion of the Millrose Spin-Off relative to the anticipated timeline or prevent it from occurring.
Any delay in the completion of the Millrose Spin-Off or any change to the anticipated terms of the transaction could reduce the expected benefits of the transaction or delay the time at which such benefits are realized.
There can also be no assurance that the anticipated benefits of the transaction will be realized if the Millrose Spin-Off is completed, or that the costs will not exceed the anticipated benefits.
In addition, whether or not the Millrose Spin-Off is ultimately completed, we have incurred, and expect to continue to incur, costs associated with the planned transaction and the pendency of the planned transaction has imposed and may continue to impose challenges on us, including the diversion of management and employee time on matters relating to the proposed transaction while continuing to operate in the ordinary course of business.
If the planned Millrose Spin-Off is completed, Millrose may fail to perform under various transaction agreements that we expect to enter into in connection with the Millrose Spin-Off and our homebuilding operations could be seriously disrupted if Millrose refused to honor purchase options it is expected to grant us.
If completed, in connection with the Millrose Spin-Off, we expect to enter into a number of agreements with Millrose, pursuant to which Millrose will provide Lennar with land acquisition and horizontal development financing solutions.
We would rely on Millrose to satisfy its performance and payment obligations under these agreements.
If Millrose were unable or unwilling to satisfy its obligations under these agreements, including its indemnification obligations, we could incur operational difficulties and/or losses.
In particular, if the planned Millrose Spin-Off is completed, we expect to transfer a significant portion of our inventory of undeveloped and partially developed land, as well as some finished homesites, to Millrose, which would be an independent, externally managed, publicly traded company.
In addition, if the planned Millrose Spin-Off is completed, we expect that in the future we will do a number of our land acquisitions through arrangements under which Millrose will acquire land we specify and grant us options to purchase the land when it is developed into finished homesites.
That land is and would be essential to our homebuilding operations, and we expect to have options that would give us access to that land when it is developed into finished homesites.
We also expect that our options and other agreements with Millrose would contain provisions requiring Millrose to deliver homesites to us even if it is disputing our right to exercise options.
However, if Millrose were to refuse to honor option exercises despite requirements that it honor them, that could delay or prevent us from building and delivering homes, while we try to get courts to require Millrose to deliver homesites to us.
Even if we were to succeed in any legal proceedings against Millrose, there is no guarantee that a court would compel Millrose to deliver the homesites to us.
Monetary damages may not be sufficient for us to fully recoup our losses, particularly if we have contracts with homebuyers with respect
It is
During fiscal 2022 and 2023, the housing market weakened throughout the country in response to the Federal Reserve’s aggressive increase in interest rates in an effort to curtail inflation.
During fiscal 2023, we experienced an increase in the inflation rate.
Even with shifts in macroeconomic factors in the current fiscal year and adjusting to the recent inflationary environment, as a result of our production volume, an increase in deliveries, and by applying stringent cost controls, we were able to achieve satisfactory margins.
However, declining demand for new homes as the year progressed often required us to reduce, rather than increase, prices.
On the other hand, it is beginning to relieve supply shortages.
The COVID-19 pandemic caused the shutdown of large portions of our national economy.
With the exception of a period in March and April of 2020, the COVID-19 pandemic and its effects on the economy did not adversely affect our home sales.
However, this may not be the case with any future public health issues.
For example, these conflicts have already led and could lead to further market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain interruptions.
increasing their cost.
improper construction processes or defective materials.
As part of our land acquisition strategy, we have refined our relationships with strategic land banks with a view toward using land banks to gain future access to land without having to own it.
If we are unable to identify or to develop and maintain the necessary relationships with suitable land banks in the future, we will not be able to fully implement our strategy.
Our use of capital markets debt to help support our operations exposes us to a number of risks, including:
senior notes when they mature.
wage and hour laws, workers’ compensation and other work-related laws by firms whose employees are performing contracted for services.
Our previously announced spin-off of some of our businesses may not occur within any particular time period or at all.
We previously announced that we planned to transfer some of our non-homebuilding businesses to a subsidiary, Quarterra Group, Inc. (“Quarterra”), which had been formed for that purpose, and, subject to market conditions, to distribute the stock of Quarterra to our stockholders.
However, the timing of this spin-off is currently uncertain and will depend upon general economic and market conditions over which we have no control.
As a result, we may not be able to consummate this transaction within any particular time period or at all.
we do not have a provision or reserves.
We have installed and continually upgrade an array of protections against cyber-intrusions.
The risk of cyber-intrusion is one of the areas of risk as to which there are regular periodic presentations to our Board.
material costs.
An excerpt. Shown here: 40 of 70 rewritten, 40 of 59 added and all 25 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors. in the FY2024 filing and the FY2023 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
236 rewritten, 178 added, 138 removed, 397 unchanged
[removed: [Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)][added: [Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)]
Our net earnings [removed: and diluted earnings per share] [added: attributable to Lennar] were $3.9 billion, [added: or $14.31 per diluted] and [added: basic share in 2024 and $3.9 billion, or] $13.73 per [removed: share, respectively.][added: diluted and basic share in 2023.]
| | | | Year ended November 30, [removed: 2022] [added: 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Sales of homes | | | $ | [removed: 31,778,885] [added: 33,778,149] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 31,778,885] [added: 33,778,149] | | |
| Sales of land | | | [removed: 143,041] [added: 93,384] | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 143,041] [added: 93,384] | | |
| Costs of homes sold | | | [removed: 23,025,467] [added: 26,255,353] | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 23,025,467] [added: 26,255,353] | | |
| Costs of land sold | | | [removed: 171,589] [added: 73,802] | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 171,589] [added: 73,802] | | |
| Selling, general and administrative | | | [removed: 1,964,243] [added: 2,480,309] | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 1,964,243] [added: 2,480,309] | | |
| [removed: Lennar] [added: Lennar] Other unrealized [removed: losses] [added: gains (losses)] from technology [removed: investments | | | — | | | | | | — | | | | | | — | | |] [added: investments] | | | [removed: (655,094)] [added: $] | [added: 25,180] | | | | | [removed: —] [added: (50,162)] | | | | | | [removed: (655,094)] | | |
| Corporate general and administrative expenses | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 414,498] [added: 648,986] | | | | | | [removed: 414,498] [added: 648,986] | | |
| Charitable foundation contribution | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 66,399] [added: 80,210] | | | | | | [removed: 66,399] [added: 80,210] | | |
[removed: 2023] [added: 2024] versus [removed: 2022][added: 2023]
Revenues from home sales increased [removed: 2%] [added: 4%] in the year ended November 30, [removed: 2023] [added: 2024] to [removed: $32.5] [added: $33.8] billion from [removed: $31.8] [added: $32.5] billion in the year ended November 30, [removed: 2022.][added: 2023.]
Revenues were higher primarily due to a 10% increase in the number of home deliveries, partially offset by a [removed: 7%] [added: 5%] decrease in the average sales price of homes delivered.
New home deliveries increased to [removed: 73,087] [added: 80,210] homes in the year ended November 30, [removed: 2023] [added: 2024] from [removed: 66,399] [added: 73,087] homes in the year ended November 30, [removed: 2022.][added: 2023.]
The average sales price of homes delivered was [removed: $446,000] [added: $423,000] in the year ended November 30, [removed: 2023,] [added: 2024,] compared to [removed: $480,000] [added: $446,000] in the year ended November 30, [removed: 2022.][added: 2023.]
The decrease in average sales price of homes delivered in the year ended November 30, [removed: 2023] [added: 2024] compared to the same period last year was primarily due to pricing to market through an increased use of incentives and product mix.
Gross margins on home sales were [removed: $7.6] [added: $7.5] billion, or [removed: 23.3%,] [added: 22.3%,] in the year ended November 30, [removed: 2023,] [added: 2024,] compared to [removed: $8.8] [added: $7.6] billion, or [removed: 27.5%,] [added: 23.3%,] in the year ended November 30, [removed: 2022.][added: 2023.]
[removed: Gross margins in] [added: During] the year ended November 30, [removed: 2023] [added: 2024, gross margins] decreased [added: primarily] because [removed: of a decrease in average sales price,] [added: revenue per square foot decreased while land costs increased year over year,] which was partially offset by a decrease in costs per square foot [added: due to lower costs of materials] as we continued to focus on construction cost savings.
Selling, general and administrative expenses were [removed: $2.2] [added: $2.5] billion in the year ended November 30, [removed: 2023,] [added: 2024,] compared to [removed: $2.0] [added: $2.2] billion in the year ended November 30, [removed: 2022.][added: 2023.]
As a percentage of revenues from home sales, selling, general and administrative expenses increased to [removed: 6.9%] [added: 7.3%] in the year ended November 30, [removed: 2023,] [added: 2024,] from [removed: 6.2%] [added: 6.9%] in the year ended November 30, [removed: 2022,] [added: 2023,] primarily due to an increase in [removed: the use of brokers due] [added: professional expenses, insurance costs and digital marketing and advertising costs] to [removed: current market conditions.][added: generate more direct sales.]
During the [removed: year] [added: years] ended November 30, [added: 2024 and] 2023, our homebuilding operating earnings included [added: $164.8 million and] $141.2 million of interest [removed: income] [added: income, respectively,] due to an increase in cash balances and higher interest [removed: rates, which was partially offset by an impairment of $36.8 million of an investment in a joint venture.][added: rates.]
Operating earnings for our Financial Services segment were [removed: $507.1] [added: $574.2] million in the year ended November 30, [removed: 2023,] [added: 2024,] compared to operating earnings of [removed: $381.9] [added: $507.1] million in the year ended November 30, [removed: 2022.The] [added: 2023.The] increase in operating earnings was primarily due to [removed: a] higher [removed: profit per locked loan in our mortgage business as a result of higher margins, and higher] lock volume because of an increase in capture rate and deliveries.
Operating [removed: loss] [added: earnings] for the Multifamily segment [removed: was $50.6] [added: were $43.0] million in the year ended November 30, [removed: 2023,] [added: 2024,] compared to operating [removed: earnings] [added: loss] of [removed: $69.5] [added: $50.6] million in the year ended November 30, [removed: 2022.][added: 2023.]
Operating loss for the Lennar Other segment was [removed: $211.2] [added: $46.9] million in the year ended November 30, [removed: 2023,] [added: 2024,] compared to an operating loss of [removed: $735.6] [added: $211.2] million in the year ended November 30, [removed: 2022.][added: 2023.]
For the years ended November 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] we had a tax provision of $1.2 billion [removed: and $1.4 billion,] [added: in each period,] which resulted in an overall effective income tax rate of [removed: 24.0%] [added: 23.6%] and [removed: 22.8%,] [added: 24.0%,] respectively.
At November 30, [removed: 2023,] [added: 2024,] our Homebuilding operating segments and Homebuilding Other consisted of homebuilding divisions located in:
East: Alabama, Florida, New [removed: Jersey, Pennsylvania] [added: Jersey] and [removed: South Carolina][added: Pennsylvania]
Central: Georgia, Illinois, Indiana, Maryland, Minnesota, North Carolina, [added: South Carolina,] Tennessee and Virginia
| (Dollars in thousands) | | | Sales of Homes Revenues | | | | | | Costs of Sales of Homes | | | | | | Gross Margin % | | | | | | Net Margins [added: (Loss)] on Sales of Homes (1) | | | | | | Gross Margins (Loss) on Sales of Land (2) | | | | | | Other Revenues | | | | | | Equity in Earnings [removed: (Loss)] [added: (Losses)] from Unconsolidated Entities | | | | | | Other Income (Expense), net | | | | | | Operating [removed: Earnings (Loss)] [added: Earnings] | | |
| Texas | | | 4,692,906 | | | | | | 3,593,759 | | | | | | 23.4 | | % | | | | 770,817 | | | | | | 474 | | | | | | [removed: 6,739] [added: 6,823] | | | | | | [removed: —] [added: (5)] | | | | | | 10,518 | | | | | | [removed: 788,548] [added: 788,627] | | |
| Other (3) | | | 23,236 | | | | | | 36,425 | | | | | | (56.8) | | % | | | | (34,576) | | | | | | — | | | | | | [removed: 15,579] [added: 15,475] | | | | | | [removed: (26,311)] [added: (26,294)] | | | | | | (25,371) | | | | | | [removed: (70,679)] [added: (70,766)] | | |
| [removed: Totals] | | | $ | 32,459,129 | | | | | 24,900,470 | | | | | | 23.3 | | % | | | | $ | 5,327,626 | | | | | 17,821 | | | | | | 91,895 | | | | | | (3,886) | | | | | | 94,251 | | | | | | 5,527,707 | | |
| | | | Year Ended November 30, [removed: 2022] [added: 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (Dollars in thousands) | | | Sales of Homes Revenues | | | | | | Costs of Sales of Homes | | | | | | Gross Margin % | | | | | | Net Margins [added: (Loss)] on Sales of Homes (1) | | | | | | Gross [removed: Loss] [added: Margins (Loss)] on Sales of Land (2) | | | | | | Other Revenues | | | | | | Equity in Earnings [removed: (Loss)] [added: (Losses)] from Unconsolidated Entities | | | | | | Other Income (Expense), net | | | | | | Operating Earnings (Loss) | | |
(1)Net margins [added: (loss)] on sales of homes include selling, general and administrative expenses.
(2)For the years ended November 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] gross margins (loss) on sales of land included [removed: $19.9] [added: $5.1] million and [removed: $47.9] [added: $19.9] million of deposit write-offs as we walked away from [removed: 10,600] [added: 6,300] and [removed: 42,000] [added: 10,600] controlled homesites, respectively.
| Texas | | | [removed: 16,591] [added: 18,844] | | | | | | [removed: 12,993] [added: 16,591] | | | | | | | | | | | | [removed: 4,692,906] [added: 4,763,692] | | | | | | [removed: 4,212,223] [added: 4,692,906] | | | | | | | | | | | | [removed: 283,000] [added: 253,000] | | | | | | [removed: 324,000] [added: 283,000] | | | | | | | | |
| West | | | [removed: 19,388] [added: 20,914] | | | | | | [removed: 19,015] [added: 19,388] | | | | | | | | | | | | [removed: 12,052,131] [added: 12,938,104] | | | | | | [removed: 12,513,277] [added: 12,052,131] | | | | | | | | | | | | [removed: 622,000] [added: 619,000] | | | | | | [removed: 658,000] [added: 622,000] | | | | | | | | |
| Other | | | [removed: 33] [added: 43] | | | | | | [removed: 25] [added: 33] | | | | | | | | | | | | [removed: 23,236] [added: 21,739] | | | | | | [removed: 21,386] [added: 23,236] | | | | | | | | | | | | [removed: 704,000] [added: 506,000] | | | | | | [removed: 855,000] [added: 704,000] | | | | | | | | |
As the fourth quarter of fiscal 2024 began, we expected affordability to ease with the reduction in interest rates by the Fed, and we priced accordingly, however, mortgage rates climbed approximately 100 basis points instead of falling.
We saw sales stall at then-existing price and incentive levels, which required us to increase incentives, provide interest rate buy-downs and adjust prices to stimulate sales and avoid inventory build-up.
As a result, we have moderated our expectations for margins and sales in the first quarter of fiscal 2025, as the market adjusts and stabilizes.
A combination of wavering consumer confidence and elevated acquisition costs dampened customers’ desire and ability to transact.
In addition, inflation and interest rates have hindered the ability of the average family to accumulate a down payment or qualify for a mortgage.
Higher interest rates have curtailed the normal move up homebuyer as families expand and need more space.
However, strong employment often goes hand-in-hand with a strong housing market, and we expect broad-based demand to resume as rates stabilize or even moderate, releasing pent-up demand against short supply.
Tariffs and immigration have recently been added to the list of concerns confronting the homebuilding industry.
Our early evaluation suggests that steps we took in the past several years to move supply into the United States will reduce our exposure to the effect of increased tariffs.
The likely effects of reduced immigration and possible widespread deportations are more difficult to predict.
We feel confident that similar to the supply chain disruptions during the pandemic, we will be able to work with our local trades and national manufacturers to find the most effective solutions due to our Builder of Choice position with consistent high volume and a focus on production efficiencies.
We continue to believe in the two core parts of our operating strategy:
The first is our focus on matching production with sales pace.
Even though our execution in the fourth quarter was challenged by the unexpected change in the direction of interest rates, we were able to adjust incentives and pricing sufficiently to prevent our inventory of finished homes from significantly spiking.
We are currently focused on accelerating sales volume in order to correct the sales miss that we had in the fourth quarter.
Of course, the catch-up in sales pace comes at a cost, and that cost is impacting our results of operations and placing additional pressure on margin in the first quarter of 2025.
We have been able to solve the community count shortfalls of the past and ended the year with 1,447 communities, which was 15% higher than the prior year.
Our community count positions us to drive the volume we expect at lower absorption rates as we enter 2025.
We expect lower absorption rates to put less stress on our margin over time.
The other core part of our operating strategy is our migration from a company with a large inventory of undeveloped and partially developed land to a land-light model where we purchase land on a just-in-time basis.
In the fourth quarter of 2024, we had land purchases of $2.1 billion, but 80% of these were finished homesites on which vertical construction can soon begin.
This lowers our asset base and our risk profile and will continue to be an intense focus for us.
The last major step to complete our land-light strategy will be the spin-off of Millrose Properties, Inc., to which we expect to transfer approximately $5 billion to $6 billion of undeveloped and partially developed land, subject to option agreements to repurchase the land as it is developed into finished homesites, and approximately $1 billion in cash.
Because Millrose, unlike investor-financed land banking funds, is designed to be able to reinvest proceeds of homesite purchases in new land acquisition and development arrangements, we expect it to be a long-term, reliable source of land acquisition and development financing for Lennar and other homebuilders.
As previously disclosed in Millrose’s registration statement on Form S-11, in connection with the Millrose Spin-Off, we are coordinating a post-spin off transaction with Millrose, which has already been approved by the current Millrose Board of Directors and which we expect will be ratified by the independent Millrose Board of Directors that will be appointed immediately prior to the distribution, in connection with our pending acquisition of Rausch Coleman Homes, a residential homebuilder based in Fayetteville, Arkansas (“Rausch Coleman”).
The acquisition of Rausch Coleman will result in our expanding into new and desirable markets in Arkansas, Kansas, and Missouri, while growing our existing operations in Texas, Alabama, Oklahoma, and Florida.
In this pending acquisition, Lennar will acquire the work-in-process inventory and the operations of Rausch Coleman.
We intend to assign the purchase of most of Rausch Coleman’s land assets (the “Rausch Land Assets”) to Millrose.
Similar to the other land assets Lennar expects to contribute to Millrose in connection with the Millrose Spin-Off, Lennar expects to enter into options to purchase the developed Rausch Land Assets homesites in accordance with pre-set takedown schedules.
We are expecting the acquisition to be completed shortly following the distribution date of the Millrose Spin-Off.
We believe that the ongoing relationship with Millrose can facilitate other transactions in an asset-light manner as well.
Looking ahead, we will continue to drive production to meet the housing shortage we know persists across our markets.
We believe volume will continue to help reduce cost pressure and as interest rates normalize, pent-up demand will be released, and margins will recover.
We are well prepared with a strong and growing national footprint, an increasing community count and higher volume.
Our strong balance sheet and even stronger land banking relationships afford us flexibility and opportunity to execute thoughtful growth for our future.
We will focus on our manufacturing model and use our strategic land relationships to achieve higher returns on capital and equity.
We will continue to pursue our pure-play business model and reduce exposure to non-core assets.
We will be laser focused on our just-in-time homesite deliveries and the resulting asset-light balance sheet.
As we complete our asset light
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
We effectively executed our operating plan in fiscal 2023 and as a result we have never been better positioned, both by our balance sheet and with our operating strategy, to address market conditions in 2024.
Higher interest rates during 2023 constrained homebuilding consumers’ ability to purchase new homes, but consumers were employed and buyers that could purchase homes did so.
There has been a very short supply of affordable homes and very strong demand for those affordable homes.
That is partly because the market for existing homes has been quiet, as current homeowners are reluctant to lose the benefit of their low interest rate mortgages.
Throughout 2023, our consistent operating strategy was
- reduce our land assets while growing our business,
- drive strong and consistent earnings while concurrently generating net cash flow,
- reduce the time it takes us to build a home while increasing the rate at which we absorb inventory, and
- enhance our return on equity and our return on inventory by focusing on allocation of cash and other liquid assets.
As other homebuilders pulled back, we grew the pace at which we produced and sold homes, using pricing and incentives to keep our homes affordable, with reduced margins absorbing the cost of doing this.
The strategic benefits of driving volume resulted in advantages that both were immediately valuable and will have durable benefits.
- By driving volume, particularly in a difficult interest rate environment, we:
◦Increased our market position in many core markets as we moved forward when some others pulled back.
◦Refined relationships with strategic land banks.
The ability to use land banks to gain future access to land without having to own it is an invaluable tool in our current approach to land acquisition.
◦Improved our sales, marketing and dynamic pricing machine into what has become an advanced digital engine that is helping us price offerings in various markets and generate sales at the rate necessary to match our sales pace to the pace at which we are producing homes.
- We enhanced our position as builder of choice for existing and new trade partners, as our strategy of maintaining volume made us a dependable and consistent source of work.
Our relationships with trade partners in local markets improved the efficiency of our operations, reduced the time it takes us to build homes and helped our inventory absorption.
- We positioned ourselves with land and new communities for strong volume in all of our operating markets.
As we drove volume and delivered homes, we optioned new land and started additional communities for next year’s deliveries.
We continued to option land to replace communities, especially when others walked away.
Owners and developers of critical land assets saw us as a consistent market participant, even when market conditions became more tenuous.
Our variable land pricing tool enables home site values to move up or down as a percentage of the sale price of a home as markets move up and down.
While market conditions have been challenging, we have consistently found ways to address market needs.
Demand is strong and there is a chronic housing supply shortage that needs to be filled.
We will continue to drive production to meet that housing shortage.
And, if interest rates subside, we will be well prepared to meet the resulting release of pent up demand.
We have continued our land light strategy of seeking land purchase options and purchasing primarily finished homesites on which we are ready to start, or have already started, building homes.
At the end of 2023, 76% of our homesites were controlled through options or other contracts, rather than owned.
The years supply of homesites we owned improved during 2023 to end the year with a 1.4 years owned supply, compared with a 1.9 years owned supply in the prior year.
We delivered over 73,000 homes in 2023, which represents a 10% increase over 2022.
We also delivered substantially increased homebuilding cash flow.
We are well-positioned with land and community count to expect to deliver 80,000 homes in 2024, which would be a 10% increase over 2023.
We expect to begin fiscal 2024 with strong starts, sales and closings.
We are expecting to deliver between 16,500 and 17,000 homes in the first quarter of 2024, with a margin of 21.00% to 21.25% as lower margin sales from the fourth quarter of 2023 when interest rates spiked get delivered.
Margins should increase as the year progresses.
At the end of our 2023 year, we had 1,260 active communities.
We expect our community count to increase during 2024 by mid-to-high single digits.
Our balance sheet has never been stronger.
We ended 2023 with $6.3 billion of homebuilding cash and no outstanding borrowings under our $2.6 billion revolving credit facility.
An excerpt. Shown here: 40 of 236 rewritten, 40 of 178 added and 40 of 138 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. in the FY2024 filing and the FY2023 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
11 rewritten, 12 added, 11 removed, 49 unchanged
[removed: [Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)][added: [Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)]
The table below provides information at November 30, [removed: 2023] [added: 2024] about our significant instruments that are sensitive to changes in interest rates.
For loans held-for-investment, net and investments held-to-maturity, senior notes and other debts payable and notes and other debts payable, the table presents principal cash flows and related weighted average effective interest rates by expected maturity dates and estimated fair values at November 30, [removed: 2023.][added: 2024.]
Weighted average variable interest rates are based on the variable interest rates at November 30, [removed: 2023.][added: 2024.]
| (Dollars in millions) | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | [removed: 2028] [added: 2029] | | | | | | Thereafter | | | | | | Total | | | | | | [removed: 2023] [added: 2024] | | |
| Average interest rate | | | [removed: 4.0] [added: —] | | [removed: %] | | | | [removed: 4.0] [added: —] | | [removed: %] | | | | [removed: 4.0] [added: —] | | [removed: %] | | | | [removed: 4.0] [added: 4.8] | | % | | | | [removed: 4.0] [added: 4.8] | | % | | | | [removed: 4.0] [added: 4.8] | | % | | | | [removed: 4.0] [added: 4.8] | | % | | | | — | | |
| Variable rate | | | $ | — | | | | | — | | | | | | — | | | | | | 0.1 | | | | | | 0.1 | | | | | | [removed: 2.5] [added: 2.1] | | | | | | [removed: 2.7] [added: 2.3] | | | | | | [removed: 2.7] [added: 2.3] | | |
| Average interest rate | | | [removed: —] [added: 6.2] | | [added: %] | | | | [removed: —] [added: 5.9] | | [added: %] | | | | — | | | | | | [removed: 4.9] [added: —] | | [removed: %] | | | | [removed: 4.9] [added: —] | | [removed: %] | | | | [removed: 4.9] [added: —] | | [removed: %] | | | | [removed: 4.9] [added: 6.2] | | % | | | | — | | |
| Average interest rate | | | 4.5 | | % | | | | [removed: 4.7] [added: 5.1] | | % | | | | [removed: 5.1] [added: 4.8] | | % | | | | [removed: 4.8] [added: 2.1] | | % | | | | [removed: 3.0] [added: 7.5] | | % | | | | [removed: 5.9] [added: 6.4] | | % | | | | 4.8 | | % | | | | — | | |
| Average interest rate | | | [removed: 7.1] [added: 7.0] | | % | | | | [removed: —] [added: 4.1] | | [added: %] | | | | [removed: —] [added: 4.1] | | [added: %] | | | | [removed: —] [added: 4.1] | | [added: %] | | | | [removed: —] [added: 4.1] | | [added: %] | | | | [removed: —] [added: 4.1] | | [added: %] | | | | [removed: 7.1] [added: 4.5] | | % | | | | — | | |
| Fixed rate | | | $ | [removed: 0.2] [added: —] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: —] [added: 135.6] | | | | | | [removed: 0.2] [added: 135.6] | | | | | | [removed: 0.2] [added: 138.2] | | |
November 30, 2024
| Fixed rate | | | $ | 8.3 | | | | | 1.3 | | | | | | 1.4 | | | | | | 1.4 | | | | | | 1.5 | | | | | | 44.7 | | | | | | 58.6 | | | | | | 58.7 | | |
| Fixed rate | | | $ | 532.1 | | | | | 620.9 | | | | | | 1,062.2 | | | | | | 14.1 | | | | | | 11.5 | | | | | | 16.6 | | | | | | 2,257.4 | | | | | | 2,264.4 | | |
| Fixed rate | | | $ | — | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 126.2 | | | | | | 126.2 | | | | | | 126.7 | | |
| Variable rate | | | $ | 1,801.0 | | | | | 3.8 | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,804.8 | | | | | | 1,804.8 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
November 30, 2023
| Fixed rate | | | $ | — | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 140.7 | | | | | | 140.7 | | | | | | 139.4 | | |
| Fixed rate | | | $ | 1.2 | | | | | 1.3 | | | | | | 1.3 | | | | | | 1.4 | | | | | | 1.4 | | | | | | 46.1 | | | | | | 52.7 | | | | | | 52.7 | | |
| Fixed rate | | | $ | 483.4 | | | | | 673.9 | | | | | | 455.9 | | | | | | 1,165.0 | | | | | | 4.0 | | | | | | 33.4 | | | | | | 2,815.6 | | | | | | 2,785.7 | | |
| Notes and other debts payable: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Fixed rate | | | $ | — | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 131.1 | | | | | | 131.1 | | | | | | 131.7 | | |
| Variable rate | | | $ | 2,032.7 | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,032.7 | | | | | | 2,032.7 | | |
| Multifamily: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Average interest rate | | | 0.0 | | % | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 0.0 | | % | | | | — | | |
| Variable rate | | | $ | 3.5 | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 3.5 | | | | | | 3.5 | | |
| Average interest rate | | | 3.6 | | % | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 3.6 | | % | | | | — | | |
Item 1. Business.
45 rewritten, 49 added, 6 removed, 263 unchanged
Our homebuilding operations are the most substantial part of our business, generating [removed: $33] [added: $34] billion in revenues, or approximately [removed: 95%] [added: 96%] of consolidated revenues, in fiscal [removed: 2023.][added: 2024.]
As of November 30, [removed: 2023,] [added: 2024,] our reportable Homebuilding segments and all Other Homebuilding operations not required to be reported separately have divisions located in:
East: Alabama, Florida, New [removed: Jersey, Pennsylvania] [added: Jersey] and [removed: South Carolina][added: Pennsylvania]
Central: Georgia, Illinois, Indiana, Maryland, Minnesota, North Carolina, [added: South Carolina,] Tennessee and Virginia
Our homebuilding operations include the construction and sale of single-family attached and detached homes as well as the purchase, development and sale of residential land directly [removed: and] through entities in which we have investments.
New home deliveries, including deliveries from unconsolidated entities, were [removed: 73,087] [added: 80,210] in fiscal [removed: 2023,] [added: 2024,] compared to [removed: 66,399] [added: 73,087] in fiscal [removed: 2022] [added: 2023] and [removed: 59,825] [added: 66,399] in fiscal [removed: 2021.][added: 2022.]
For fiscal [removed: 2023,] [added: 2024,] the average sales price, excluding deliveries from unconsolidated entities, was [removed: $446,000,] [added: $423,000,] compared to [removed: $480,000] [added: $446,000] in fiscal [removed: 2022] [added: 2023] and [removed: $424,000] [added: $480,000] in fiscal [removed: 2021.][added: 2022.]
[removed: [Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)][added: [Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)]
- *Even flow production* - We [removed: are focused on maintaining] [added: adjust prices, with our gross margin being a shock absorber, in an effort to maintain] consistent starts and sales paces in order to generate increased market share in all the markets we build in.
At November 30, [removed: 2023, 76%] [added: 2024, 82%] of our total homesites were controlled through options with land banks, land sellers and joint ventures compared to [removed: 69%] [added: 76%] at November 30, [removed: 2022.][added: 2023.]
At November 30, [removed: 2023,] [added: 2024,] we were actively building and marketing homes in [removed: 1,260] [added: 1,447] communities, including [removed: five] [added: 11] communities being constructed by unconsolidated entities.
This was an increase from the [removed: 1,208] [added: 1,260] communities, including [removed: eight] [added: five] communities being constructed by unconsolidated entities, in which we were actively building and marketing homes at November 30, [removed: 2022.][added: 2023.]
At November 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] we had about [removed: 1,200] [added: 2,900] and [removed: 900] [added: 1,200] completed unsold homes, respectively.
During fiscal [added: 2024 and] 2023, even with shifts in macroeconomic factors and adjusting to [removed: the recent] [added: an] inflationary [removed: environment,] [added: environment in much of the period,] we were able to develop, enhance, use, and improve the Lennar machine.
During fiscal [added: 2024 and] 2023, [removed: significant increases in] [added: increased] interest rates [added: as compared to prior years have] made our homes less affordable to many prospective buyers and led us to reduce prices or increase sales incentives in a number of our communities to maintain sales pace.
We experienced a cancellation rate of [removed: 16%] [added: 14%] in [removed: 2023] [added: 2024] and [removed: 17%] [added: 16%] in [removed: 2022.][added: 2023.]
The backlog dollar value including unconsolidated entities at November 30, [removed: 2023] [added: 2024] was [removed: $6.6] [added: $5.4] billion, compared to [removed: $8.7] [added: $6.6] billion at November 30, [removed: 2022.][added: 2023.]
We expect that a significant portion of all homes currently in backlog will be delivered in fiscal year [removed: 2024.][added: 2025.]
As of both November 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] we had equity investments in [removed: 48] [added: 51] active homebuilding and land unconsolidated entities, in which we were participating, and our maximum recourse debt exposure related to Homebuilding unconsolidated joint ventures was [removed: $42.1] [added: $44.2] million and [removed: $9.1] [added: $42.1] million, respectively.
We offer conforming conventional, FHA-insured and VA-guaranteed residential mortgage loan products and other [removed: home] [added: residential] mortgage products primarily to buyers of our homes through our financial services subsidiary, Lennar Mortgage, from locations in most of the states in which we have homebuilding operations.
In fiscal year [removed: 2023,] [added: 2024,] our financial services subsidiaries provided loans to [removed: 81%] [added: 84%] of our homebuyers who obtained mortgage financing in areas where we offered services.
During fiscal year [removed: 2023,] [added: 2024,] we originated approximately [removed: 47,000] [added: 54,600] residential mortgage loans totaling [removed: $17.4] [added: $19.8] billion, compared to [removed: 37,700] [added: 47,000] residential mortgage loans totaling [removed: $14.4] [added: $17.4] billion during fiscal year [removed: 2022.][added: 2023.]
During fiscal year [removed: 2023,] [added: 2024,] we also locked interest rates on approximately [removed: 46,600] [added: 54,200] residential mortgage loans totaling [removed: $17.2] [added: $19.5] billion, compared to [removed: 41,100] [added: 46,600] residential mortgage loans totaling [removed: $15.7] [added: $17.2] billion during fiscal year [removed: 2022.][added: 2023.]
At November 30, [removed: 2023,] [added: 2024,] Financial Services had [removed: five] [added: six] warehouse residential facilities maturing at various dates through fiscal [removed: 2024] [added: 2027] with a total maximum borrowing capacity of [removed: $2.5] [added: $3.1] billion including an uncommitted amount of [removed: $750] [added: $675] million.
During fiscal [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] we provided closing services with regard to approximately [removed: 74,900] [added: 82,400] and [removed: 68,800] [added: 74,900,] real estate transactions, respectively, in 25 [removed: and 20 states, respectively.][added: states.]
In order to finance LMF Commercial lending activities, as of November 30, [removed: 2023,] [added: 2024,] LMF Commercial had [removed: three] [added: two] warehouse repurchase financing agreements maturing at various dates from [removed: December 2023] [added: 2025] through [removed: fiscal 2024 with commitments totaling $500 million.]
[removed: Seven] [added: Six] of the companies in which we have strategic investments are publicly traded.
Each of the investments listed [removed: above, except Doma,] [added: above] is reflected in our financial statements at market value, with changes to the fair values of those investments generating gains or losses on our [removed: quarterly] financial statements.
At November 30, [removed: 2023,] [added: 2024,] the book value of our investment in strategic technology investments [removed: (including those recorded at fair value)] was [removed: $424.7] [added: $587.1] million and is included in our Lennar Other segment.
At November 30, [removed: 2023,] [added: 2024,] Multifamily had interests in, and was managing, three funds and [removed: 22] [added: 23] joint ventures.
From inception through November 30, [removed: 2023,] [added: 2024,] the Multifamily business has capitalized and developed [removed: 119] [added: 123] multifamily residential communities with approximately [removed: 35,900] [added: 37,100] rental units across 20 states throughout the United States.
As of November 30, [removed: 2023,] [added: 2024,] funds and ventures managed by Multifamily had a pipeline of [removed: 48] [added: 57] potential future developments, which were owned, under contract or subject to letters of intent, totaling approximately [removed: $6.2] [added: $6.5] billion in anticipated development costs across several states.
In December 2020, Lennar formed the Upward America Venture, LLC (“Upward America”), which (a) acquires communities of single-family rental properties (including townhomes, duplexes and condominium buildings developed or [removed: acquired for rental purposes), and (b) leases and manages homes in those communities.]
As of November 30, [removed: 2023,] [added: 2024,] institutional investors and Lennar had committed [removed: $1.6] [added: $1.0] billion to Upward America, part of which was used to reduce an initial commitment Lennar had made from $225 million to [removed: $125] [added: $78.1] million.
At November 30, [removed: 2023,] [added: 2024,] Upward America had purchased 4,697 homes in 103 communities across 19 metropolitan statistical areas for a total purchase price of $1.2 billion (an average price of $258,000 per [removed: home), of which 4,420] [added: home) and disposed] of [removed: the] [added: 92] homes [removed: owned by Upward America had been leased to occupants.][added: for a total sales price of $26.0 million (an average price of $283,000 per home).]
At both November 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] approximately 6% of the homes owned by Upward America were built by homebuilders other than Lennar.
As of November 30, [removed: 2023,] [added: 2024,] the carrying amount of our investment in FivePoint was [removed: $422.2] [added: $470.8] million.
We also retained limited partner investments in several Rialto funds and investment vehicles that totaled [removed: $148.7] [added: $140.1] million as of November 30, [removed: 2023.][added: 2024.]
- Low-VOC paint that reduces [removed: pollution;][added: pollution with less odor and hazard;]
- Low-E windows that reduce infrared and ultraviolet light coming into the [removed: home;] [added: home, make homes cooler,] and [added: reduce damage to furnishing; and]
We focus on executing our operating strategy to be a consistent and high-volume homebuilder with production pace in sync with sales pace while using our gross margin as a shock absorber.
In connection with this transition, we expect to spin off a significant portion of our land assets to Millrose (as defined below), as discussed further below under the caption “Homebuilding Operations – Millrose Spin-Off.”
- *Core Plans* - We are integrating standardized, highly efficient, value engineered Plan series across all divisions at different price points.
The Core Plans are driving cost savings and strong operating margins, while delivering great value for our homebuyers.
In connection with this strategy, we expect to spin off a significant portion of our land assets to Millrose, as discussed further below under the caption “Homebuilding Operations – Millrose Spin-Off.”
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
Following the Millrose Spin-Off, we expect that, when Millrose acquires undeveloped or partially developed land that we have options to purchase, Millrose will finance the horizontal development of all such homesites up to pre-negotiated development budgets, which will be incorporated into the takedown prices for Lennar’s purchase options on the properties.
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
Millrose Spin-Off
We are currently preparing to spin off (the “Millrose Spin-Off”) a wholly owned subsidiary of Lennar, Millrose Properties Inc. (“Millrose”) into an independent, publicly traded company that will be listed on the New York Stock Exchange.
In connection with the Millrose Spin-Off, we plan to contribute to Millrose, in exchange for all outstanding shares of its common stock, a significant portion of our undeveloped, partially developed, and some of our fully developed, land, with an expected total aggregate value between $5.0 billion and $6.0 billion, as well as approximately $1.0 billion of cash.
To consummate the Millrose Spin-Off, on January 10, 2025, our Board of Directors ("Board") declared a stock dividend, pursuant to which we will distribute to Lennar’s stockholders of record as of January 21, 2025 approximately 80% of the total outstanding number of shares of Millrose common stock on February 7, 2025.
The goal of the Millrose Spin-off is to generally complete our migration to an asset-light operating model by spinning off a significant portion of our land assets from our balance sheet.
We expect Millrose to qualify as a real estate investment trust that will acquire and develop land and will deliver fully developed homesites under a land option contract on a just in time basis for Lennar and potentially other homebuilders.
Millrose is expected to maintain a business model with a self-sustaining, recycling source of land acquisition and development capital.
Millrose is expected to be responsible for paying to develop the undeveloped and partially developed land into homesites up to a certain pre-negotiated budget, with Lennar performing the actual construction work.
Lennar will have options to purchase the homesites in accordance with pre-set takedown schedules when Lennar expects to be ready to build homes on them.
Millrose is expected to use option exercise proceeds to purchase additional land designated by Lennar or other homebuilders in the future, usually giving Lennar or the other homebuilders options to purchase the land when it is developed.
As a result of the Millrose Spin-Off, both our inventory and our equity will be reduced by the amount of assets contributed to Millrose.
However, our balance sheet will remain very strong after the Millrose Spin-Off and we expect to have ample funds with which to pay down debt, issue dividends and repurchase stock.
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
Millrose has filed with the Securities and Exchange Commission a registration statement on Form S-11 relating to the Millrose Spin-Off, which became effective on January 17, 2025.
We expect that the Millrose Spin-Off will be completed by February 7, 2025, the distribution date of the Millrose common stock shares to Lennar’s stockholders, but there is no guarantee that the transaction will be completed on our anticipated timeline.
Pending Acquisition of Rausch Coleman Homes
During the fourth quarter of 2024, we entered into a definitive agreement to purchase Rausch Coleman Homes, a residential homebuilder based in Fayetteville, Arkansas.
With this acquisition, we will expand our footprint into new markets in Arkansas, Oklahoma, Alabama, Kansas and Missouri while adding to our existing footprint in Texas, Oklahoma, Alabama and Florida.
As previously disclosed in Millrose’s registration statement on Form S-11, in connection with furthering our land light strategy, we intend to assign the purchase of Rausch Coleman's land assets (the “Rausch Land Assets”) to Millrose.
Similar to the other land assets that Lennar expects to contribute to Millrose in connection with the Millrose Spin-Off, Lennar expects to enter into options to purchase the developed Rausch Land Assets in accordance with pre-set takedown schedules.
We are expecting the acquisition to be completed in our first quarter of 2025.
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
fiscal 2026 with commitments totaling $300 million.
Lennar Multifamily Venture Fund I (“LMV I") is a long-term multifamily development investment vehicle involved in the development, construction and property management of class-A multifamily assets.
As of November 30, 2023, there were 38 rental operation projects in LMV I.
During the second half of fiscal 2024, the LMV I partners decided to liquidate and sell all of the individual rental operation projects of LMV I as the fund has come to the end of its contractual life.
During the year ended November 30, 2024, 33 LMV I rental operation projects were sold to various third-party buyers.
We recognized a net gain of $211.5 million on the sale of these rental operation projects which was recorded as equity in earnings (losses) in the condensed consolidated statement of operations and received net cash distributions of $199.5 million.
The remaining LMV I rental operation projects are expected to be monetized in the near term.
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
acquired for rental purposes), and (b) leases and manages homes in those communities.
The investment period for Upward America closed in 2024, reducing the equity commitments from investors from $1.6 billion to $1.0 billion.
- Doma Holdings, Inc. ("Doma"), a company that built a predictive analytics platform for title insurers;
Doma is accounted for using the equity method.
We believe Sunnova will be better able than us at maximizing the potential of the SunStreet solar operations.
We are also partnering with Sunnova for it to be our exclusive residential home solar and battery storage provider, and we are working with Sunnova on the development of community solar microgrids.
We have policies that prohibit us from discriminating in employment opportunities on the basis of race or gender, and we take active steps to offer employment opportunities to members of under-represented ethnic groups.
actual results and could cause actual results to differ significantly from what is anticipated by our forward-looking statements.
An excerpt. Shown here: 40 of 45 rewritten, 40 of 49 added and all 6 removed. The counts are complete. For every sentence, read Item 1. Business. in the FY2024 filing and the FY2023 filing.
Cover and table of contents
32 rewritten, 2 added, 0 removed, 65 unchanged
[removed: [Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)][added: [Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)]
For the fiscal year ended November 30, [removed: 2023][added: 2024]
[removed: ][added: ]
The aggregate market value of the registrant’s Class A and Class B common stock held by non-affiliates of the registrant [removed: (247,523,484] [added: (237,457,708] shares of Class A common stock and [removed: 13,731,637] [added: 10,946,506] shares of Class B common stock) as of May 31, [removed: 2023,] [added: 2024,] based on the closing sale price per share as reported by the New York Stock Exchange on such date, was [removed: $27,813,041,884.][added: $39,677,379,445.]
As of December 31, [removed: 2023,] [added: 2024,] the registrant had outstanding [removed: 247,163,402] [added: 233,511,543] shares of Class A common stock and [removed: 33,657,138] [added: 32,009,014] shares of Class B common stock.
| III | | | Definitive Proxy Statement to be filed pursuant to Regulation 14A on or before March [removed: 29, 2024.] [added: 30, 2025.] | | |
| For the fiscal year ended November 30, [removed: 2023] [added: 2024] | | | | | | | | | | | | | | |
| Item 1. | | | | | | [removed: [Business](#ie4330057f93e4ef28087d28ab9c50727_13)] [added: [Business](#i7068edb82cc0440d8dd06aaa027b5fc4_13)] | | | | | | [removed: [1](#ie4330057f93e4ef28087d28ab9c50727_13)] [added: [1](#i7068edb82cc0440d8dd06aaa027b5fc4_13)] | | |
| Item 1A. | | | | | | [Risk [removed: Factors](#ie4330057f93e4ef28087d28ab9c50727_22)] [added: Factors](#i7068edb82cc0440d8dd06aaa027b5fc4_19)] | | | | | | [removed: [10](#ie4330057f93e4ef28087d28ab9c50727_22)] [added: [11](#i7068edb82cc0440d8dd06aaa027b5fc4_19)] | | |
| Item 1B. | | | | | | [Unresolved Staff [removed: Comments](#ie4330057f93e4ef28087d28ab9c50727_25)] [added: Comments](#i7068edb82cc0440d8dd06aaa027b5fc4_22)] | | | | | | [removed: [20](#ie4330057f93e4ef28087d28ab9c50727_25)] [added: [22](#i7068edb82cc0440d8dd06aaa027b5fc4_22)] | | |
| Item 1C. | | | | | | [removed: [Cybersecurity](#ie4330057f93e4ef28087d28ab9c50727_2184)] [added: [Cybersecurity](#i7068edb82cc0440d8dd06aaa027b5fc4_25)] | | | | | | [removed: [20](#ie4330057f93e4ef28087d28ab9c50727_2184)] [added: [23](#i7068edb82cc0440d8dd06aaa027b5fc4_25)] | | |
| Item 2. | | | | | | [removed: [Properties](#ie4330057f93e4ef28087d28ab9c50727_28)] [added: [Properties](#i7068edb82cc0440d8dd06aaa027b5fc4_28)] | | | | | | [removed: [20](#ie4330057f93e4ef28087d28ab9c50727_28)] [added: [24](#i7068edb82cc0440d8dd06aaa027b5fc4_28)] | | |
| Item 3. | | | | | | [Legal [removed: Proceedings](#ie4330057f93e4ef28087d28ab9c50727_31)] [added: Proceedings](#i7068edb82cc0440d8dd06aaa027b5fc4_31)] | | | | | | [removed: [21](#ie4330057f93e4ef28087d28ab9c50727_31)] [added: [24](#i7068edb82cc0440d8dd06aaa027b5fc4_31)] | | |
| Item 4. | | | | | | [Mine Safety [removed: Disclosures](#ie4330057f93e4ef28087d28ab9c50727_34)] [added: Disclosures](#i7068edb82cc0440d8dd06aaa027b5fc4_34)] | | | | | | [removed: [21](#ie4330057f93e4ef28087d28ab9c50727_34)] [added: [24](#i7068edb82cc0440d8dd06aaa027b5fc4_34)] | | |
| Item 5. | | | | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ie4330057f93e4ef28087d28ab9c50727_40)] [added: Securities](#i7068edb82cc0440d8dd06aaa027b5fc4_40)] | | | | | | [removed: [21](#ie4330057f93e4ef28087d28ab9c50727_40)] [added: [24](#i7068edb82cc0440d8dd06aaa027b5fc4_40)] | | |
| Item 6. | | | | | | [removed: [Reserved](#ie4330057f93e4ef28087d28ab9c50727_43)] [added: [Reserved](#i7068edb82cc0440d8dd06aaa027b5fc4_43)] | | | | | | [removed: [22](#ie4330057f93e4ef28087d28ab9c50727_43)] [added: [26](#i7068edb82cc0440d8dd06aaa027b5fc4_43)] | | |
| Item 7. | | | | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ie4330057f93e4ef28087d28ab9c50727_46)] [added: Operations](#i7068edb82cc0440d8dd06aaa027b5fc4_46)] | | | | | | [removed: [22](#ie4330057f93e4ef28087d28ab9c50727_46)] [added: [26](#i7068edb82cc0440d8dd06aaa027b5fc4_46)] | | |
| Item 7A. | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ie4330057f93e4ef28087d28ab9c50727_109)] [added: Risk](#i7068edb82cc0440d8dd06aaa027b5fc4_109)] | | | | | | [removed: [42](#ie4330057f93e4ef28087d28ab9c50727_109)] [added: [46](#i7068edb82cc0440d8dd06aaa027b5fc4_109)] | | |
| Item 8. | | | | | | [Financial Statements and Supplementary [removed: Data](#ie4330057f93e4ef28087d28ab9c50727_112)] [added: Data](#i7068edb82cc0440d8dd06aaa027b5fc4_112)] | | | | | | [removed: [44](#ie4330057f93e4ef28087d28ab9c50727_112)] [added: [48](#i7068edb82cc0440d8dd06aaa027b5fc4_112)] | | |
| Item 9. | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ie4330057f93e4ef28087d28ab9c50727_214)] [added: Disclosure](#i7068edb82cc0440d8dd06aaa027b5fc4_214)] | | | | | | [removed: [81](#ie4330057f93e4ef28087d28ab9c50727_214)] [added: [87](#i7068edb82cc0440d8dd06aaa027b5fc4_214)] | | |
| Item 9A. | | | | | | [Controls and [removed: Procedures](#ie4330057f93e4ef28087d28ab9c50727_217)] [added: Procedures](#i7068edb82cc0440d8dd06aaa027b5fc4_217)] | | | | | | [removed: [81](#ie4330057f93e4ef28087d28ab9c50727_217)] [added: [87](#i7068edb82cc0440d8dd06aaa027b5fc4_217)] | | |
| Item 9B. | | | | | | [Other [removed: Information](#ie4330057f93e4ef28087d28ab9c50727_223)] [added: Information](#i7068edb82cc0440d8dd06aaa027b5fc4_223)] | | | | | | [removed: [83](#ie4330057f93e4ef28087d28ab9c50727_223)] [added: [89](#i7068edb82cc0440d8dd06aaa027b5fc4_223)] | | |
| Item 9C. | | | | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ie4330057f93e4ef28087d28ab9c50727_226)] [added: Inspections](#i7068edb82cc0440d8dd06aaa027b5fc4_226)] | | | | | | [removed: [83](#ie4330057f93e4ef28087d28ab9c50727_226)] [added: [89](#i7068edb82cc0440d8dd06aaa027b5fc4_226)] | | |
| Item 10. | | | | | | [Directors, Executive Officers and Corporate [removed: Governance](#ie4330057f93e4ef28087d28ab9c50727_232)] [added: Governance](#i7068edb82cc0440d8dd06aaa027b5fc4_232)] | | | | | | [removed: [83](#ie4330057f93e4ef28087d28ab9c50727_232)] [added: [89](#i7068edb82cc0440d8dd06aaa027b5fc4_232)] | | |
| Item 11. | | | | | | [Executive [removed: Compensation](#ie4330057f93e4ef28087d28ab9c50727_235)] [added: Compensation](#i7068edb82cc0440d8dd06aaa027b5fc4_235)] | | | | | | [removed: [83](#ie4330057f93e4ef28087d28ab9c50727_235)] [added: [89](#i7068edb82cc0440d8dd06aaa027b5fc4_235)] | | |
| Item 12. | | | | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ie4330057f93e4ef28087d28ab9c50727_238)] [added: Matters](#i7068edb82cc0440d8dd06aaa027b5fc4_238)] | | | | | | [removed: [83](#ie4330057f93e4ef28087d28ab9c50727_238)] [added: [89](#i7068edb82cc0440d8dd06aaa027b5fc4_238)] | | |
| Item 13. | | | | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ie4330057f93e4ef28087d28ab9c50727_241)] [added: Independence](#i7068edb82cc0440d8dd06aaa027b5fc4_241)] | | | | | | [removed: [83](#ie4330057f93e4ef28087d28ab9c50727_241)] [added: [89](#i7068edb82cc0440d8dd06aaa027b5fc4_241)] | | |
| Item 14. | | | | | | [Principal Accountant Fees and [removed: Services](#ie4330057f93e4ef28087d28ab9c50727_244)] [added: Services](#i7068edb82cc0440d8dd06aaa027b5fc4_244)] | | | | | | [removed: [83](#ie4330057f93e4ef28087d28ab9c50727_244)] [added: [89](#i7068edb82cc0440d8dd06aaa027b5fc4_244)] | | |
| Item 15. | | | | | | [Exhibit and Financial Statement [removed: Schedules](#ie4330057f93e4ef28087d28ab9c50727_250)] [added: Schedules](#i7068edb82cc0440d8dd06aaa027b5fc4_250)] | | | | | | [removed: [84](#ie4330057f93e4ef28087d28ab9c50727_250)] [added: [90](#i7068edb82cc0440d8dd06aaa027b5fc4_250)] | | |
| Item 16. | | | | | | [Form 10-K [removed: Summary](#ie4330057f93e4ef28087d28ab9c50727_256)] [added: Summary](#i7068edb82cc0440d8dd06aaa027b5fc4_256)] | | | | | | [removed: [86](#ie4330057f93e4ef28087d28ab9c50727_256)] [added: [92](#i7068edb82cc0440d8dd06aaa027b5fc4_256)] | | |
| Signatures | | | | | | | | | | | | [removed: [87](#ie4330057f93e4ef28087d28ab9c50727_259)] [added: [93](#i7068edb82cc0440d8dd06aaa027b5fc4_259)] | | |
| Financial Statement Schedule | | | | | | | | | | | | [removed: [89](#ie4330057f93e4ef28087d28ab9c50727_262)] [added: [95](#i7068edb82cc0440d8dd06aaa027b5fc4_262)] | | |
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
Item 1B. Unresolved Staff Comments.
9 rewritten, 2 added, 4 removed, 17 unchanged
The following individuals are our executive officers as of January [removed: 26, 2024:][added: 23, 2025:]
| Stuart Miller | | | Executive Chairman and Co-Chief Executive Officer | | | [removed: 66] [added: 67] | | |
| Jonathan M. Jaffe | | | Co-Chief Executive Officer and President | | | [removed: 64] [added: 65] | | |
| Diane J. Bessette | | | Vice [removed: President,] [added: President and] Chief Financial Officer [removed: and Treasurer] | | | [removed: 63] [added: 64] | | |
| Mark Sustana | | | Vice President, General Counsel and Secretary | | | [removed: 62] [added: 63] | | |
| David [removed: M.] Collins | | | Vice President and Controller | | | [removed: 54] [added: 55] | | |
Mr. Miller also serves as non-employee Executive Chairman of the Board of Directors of Five Point Holdings, LLC and [added: served as] a member of the Board of Directors of Doma Holdings, Inc. [added: from 2019 to 2024.]
Ms. Bessette has served as our Chief Financial Officer since April [removed: 2018, our Treasurer since February 2008,] [added: 2018] and as a Vice President since 2000.
Ms. Bessette initially joined us in 1995 and served as our Controller from 1997 to [removed: 2008.][added: 2008 and as our Treasurer from February 2008 to April 2024.]
| | | | | | | | | |
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
| Jeff J. McCall | | | Executive Vice President | | | 52 | | |
Mr. McCall has served as our Executive Vice President since January 2020.
Prior to that, Mr. McCall served as our Senior Vice President from February 2018 to January 2020.
From June 2011 to February 2018, Mr. McCall served as Executive Vice President and Chief Financial Officer of CalAtlantic Group, Inc., which we acquired in 2018, or a predecessor.
Item 1C. Cybersecurity.
0 rewritten, 33 added, 1 removed, 0 unchanged
Risk Management and Strategy
We rely extensively on information technology (“IT”) systems, including Internet sites, data hosting facilities and other hardware and software platforms, some of which are hosted by third parties, to assist in conducting our businesses.
These systems, like those used by most companies, may be vulnerable to a variety of disruptions, including, but not limited to, those caused by natural disasters, telecommunications failures, hackers, and other security issues.
Moreover, these IT systems, like those used by most companies, are subject to the possibility of computer viruses or other malicious codes, and to security breaches, cyber incidents, ransomware attack or phishing-attacks.
Cybersecurity is an integral part of risk management at our Company, and we maintain a comprehensive process for assessing, identifying and managing material risks from cybersecurity threats, which is part of our overall risk management system and processes.
We have installed and continually upgrade an array of protections against cyber-intrusions.
Our cybersecurity risk management processes are based upon the National Institute of Standards and Technology (NIST) Cybersecurity Framework, as well as various other regulatory requirements and industry-specific standards.
We implement risk-based controls to protect our information, the information of our customers, suppliers, and other third parties, our information systems, our business operations, and our products and related services.
These controls include multifactor authentication on all critical systems, firewalls, encryption, anti-virus protections, intrusion detection and prevention systems and identity management systems.
We provide mandatory cybersecurity awareness training of threats to associates at least annually and routinely deploy simulated phishing tests to increase security awareness.
Our IT team regularly tests our controls through penetration testing, vulnerability scanning, internal compliance assessments, threat-hunting operations and attack simulation.
Additionally, in connection with our cybersecurity risk management processes, from time to time, we engage independent third parties to assess our cybersecurity program and to assist us with defining our cybersecurity strategy, uplifting our processes and aligning our objectives.
Outside counsel has also advised the Board about legal obligations in managing cybersecurity issues and risks.
We maintain a cybersecurity incident response plan, which provides a framework for handling cybersecurity incidents based on, among other factors, the potential severity of the incident and facilitates cross-functional coordination across the Company.
We also conduct “tabletop” exercises, including exercises facilitated by third parties, during which we simulate cybersecurity incidents to ensure that we are prepared to respond to such an incident and to highlight any areas for potential improvement in our cybersecurity incident response plan.
These exercises are conducted at both the technical level and senior management level and have included participation by members of our Board.
Our cybersecurity risk management processes extend to the oversight and identification of threats associated with our use of third-party service providers, including through due diligence of such providers’ cybersecurity practices, contractual obligations to operate their IT systems in accordance with certain cybersecurity standards and ongoing monitoring.
Our business strategy, results of operations and financial condition have not been materially affected by risks from cybersecurity threats, including as a result of previous cybersecurity incidents, but we cannot provide assurance that they will not be materially affected in the future by such risks and any future material incidents.
See “Risk Factors” in Item 1A of this Annual Report on Form 10-K for more information on risks from cybersecurity threats that are reasonably likely to materially affect our business strategy, results of operations and financial condition.
Governance
Management
Our Chief Technology Officer (“CTO”) is responsible for assessing and managing our material risks from cybersecurity threats.
We have also established a cross-functional Cyber Steering Committee, which includes our CTO, Chief Information Security Officer (“CISO”), General Counsel, certain business leaders on a rotating basis and representatives of human resources and communications.
The CISO, supported by inputs from the CTO team leads, delivers quarterly updates to the Committee on key risks and overall security program posture, as well as monthly strategic updates to the CTO on high visibility and key action items.
Our CTO regularly reports to our Board and the Audit Committee.
Our CTO has served in this role since 2023 and has over 25 years of experience in the technology industry.
Prior to his current role, he served as the CTO of Tyson Foods and before arriving at Tyson, he was the Chief Information Officer at Hewlett Packard, and then CIO at Hewlett Packard Enterprise.
Board of Directors
Our Audit Committee is responsible for the oversight of cybersecurity risks and receives a cybersecurity report from
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
our CTO at least quarterly, and more often as needed, including in the event of a significant cybersecurity incident.
The report includes information regarding the nature of threats, defense and detection capabilities, incident response plans and associate training activities.
Our Board retains responsibility for the oversight of our overall risk management systems and processes and is briefed our CTO on cybersecurity risks on a quarterly basis.
Not applicable.
Item 2. Properties.
1 rewritten, 0 added, 2 removed, 6 unchanged
Our homebuilding, financial services and multifamily offices are located in the markets where we conduct [added: business, primarily in leased spaces.]
[Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)
business, primarily in leased spaces.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
12 rewritten, 6 added, 8 removed, 11 unchanged
As of December 31, [removed: 2023,] [added: 2024,] the last reported sale price of our Class A and Class B common stock on the NYSE was [removed: $149.04] [added: $136.37] and [removed: $134.05,] [added: $132.15,] respectively.
As of December 31, [removed: 2023,] [added: 2024,] there were approximately [removed: 1,518] [added: 2,326] and [removed: 803] [added: 855] holders of record of our Class A and Class B common stock, respectively.
The following table provides information about our repurchases of common stock during the three months ended November 30, [removed: 2023:][added: 2024:]
| Period: | | | Total Number of Shares Purchased (1) | | | | | | Average Price Paid Per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) | | | | | | [removed: Maximum Number] [added: Approximate Dollar Value] of Shares that may yet be Purchased under the Plans or [removed: Programs] [added: Program] (2) [added: (In thousands)] | | |
This authorization was in [removed: addition] [added: additions] to what was remaining of our [removed: October 2021] [added: March 2022] stock repurchase program.
[removed: Subsequent to November 30, 2023,] [added: (2)In January 2024,] our Board [removed: of Directors] authorized an increase to our stock repurchase program to enable us to repurchase up to an additional [removed: $5] [added: $5.0] billion in value of our outstanding Class A or Class B common stock.
[removed: [Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)][added: [Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)]
The graph assumes $100 invested on November 30, [removed: 2018] [added: 2019] in our Class A common stock, the Dow Jones U.S. Home Construction Index and the Dow Jones U.S. Total Market Index, and the reinvestment of all dividends.
[removed: ][added: ]
| | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | |
| Dow Jones U.S. Home Construction Index | | | $ | 100 | | | | | [removed: 146] [added: 124] | | | | | | [removed: 178] [added: 169] | | | | | | [removed: 250] [added: 138] | | | | | | [removed: 203] [added: 200] | | | | | | [removed: 315] [added: 286] | | |
| Dow Jones U.S. Total Market Index | | | $ | 100 | | | | | [removed: 102] [added: 119] | | | | | | [removed: 120] [added: 151] | | | | | | [removed: 153] [added: 134] | | | | | | [removed: 135] [added: 152] | | | | | | [removed: 153] [added: 204] | | |
On January 14, 2025, our Board declared a quarterly cash dividend of $0.50 per share on both our Class A and Class B common stock, payable on February 12, 2025 to holders of record at the close of business on January 29, 2025.
| September 1 to September 30, 2024 | | | 86,700 | | | | | | $ | 178.67 | | | | | 86,700 | | | | | | 3,922,943 | | |
| October 1 to October 31, 2024 | | | 2,244,133 | | | | | | $ | 175.38 | | | | | 2,243,114 | | | | | | 3,529,542 | | |
| November 1 to November 30, 2024 | | | 673,230 | | | | | | $ | 167.81 | | | | | 670,186 | | | | | | 3,417,075 | | |
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
| Lennar Corporation | | | $ | 100 | | | | | 128 | | | | | | 180 | | | | | | 153 | | | | | | 226 | | | | | | 312 | | |
On January 9, 2024, our Board of Directors increased our annual dividend to $2.00 per share from $1.50 per share, resulting in a quarterly cash dividend of $0.50 per share on both our Class A and Class B common stock.
The dividend is payable on February 7, 2024 to holders of record at the close of business on January 24, 2024.
| September 1 to September 30, 2023 | | | 1,020,797 | | | | | | $ | 112.26 | | | | | 1,020,000 | | | | | | 17,584,347 | | |
| October 1 to October 31, 2023 | | | 980,000 | | | | | | $ | 108.38 | | | | | 980,000 | | | | | | 16,604,347 | | |
| November 1 to November 30, 2023 | | | 1,000,468 | | | | | | $ | 116.76 | | | | | 1,000,000 | | | | | | 15,604,347 | | |
(2)In March 2022, our Board of Directors approved an authorization for us to repurchase up to the lesser of $2.0 billion in value, or 30 million in shares, of our outstanding Class A or Class B common stock.
The repurchase authorization has no expiration date.
| Lennar Corporation | | | $ | 100 | | | | | 140 | | | | | | 179 | | | | | | 251 | | | | | | 213 | | | | | | 314 | | |
Item 8. Financial Statements and Supplementary Data.
587 rewritten, 194 added, 110 removed, 1,036 unchanged
We have audited the accompanying consolidated balance sheets of Lennar Corporation and subsidiaries (the "Company") as of November 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations and comprehensive income (loss), [removed: stockholders'] equity, and cash flows, for each of the three years in the period ended November 30, [removed: 2023,] [added: 2024,] and the related notes and the financial statement schedule listed in the Index at Item 15 (collectively referred to as the "consolidated financial statements").
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of November 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended November 30, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of November 30, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated January [removed: 26, 2024,] [added: 23, 2025,] expressed an unqualified opinion on the Company's internal control over financial reporting.
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) [removed: relates] [added: relate] to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
[removed: [Table](#ie4330057f93e4ef28087d28ab9c50727_253) [of Contents](#ie4330057f93e4ef28087d28ab9c50727_253)][added: [Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)]
◦For consolidated joint ventures, [removed: evaluated] [added: evaluating] whether any reconsideration events occurred during the year that would result in deconsolidation, and if so, [removed: verified] [added: verify] that deconsolidation occurred properly.
November 30, [removed: 2023] [added: 2024] and [removed: 2022][added: 2023]
| | | | [removed: 2023 (1)] [added: 2024] | | | | | | [removed: 2022 (1)] [added: 2023] | | | [added: | | | 2022 | | |]
| Cash and cash equivalents | | | $ | [removed: 6,273,724] [added: 4,662,643] | | | | | [removed: 4,616,124] [added: 6,273,724] | | |
| [removed: Restricted] [added: Homebuilding restricted] cash | | | [removed: 13,481] [added: 11,799] | | | | | | [added: 13,481 | | | | | |] 23,046 | | |
| Receivables, net | | | [removed: 887,992] [added: 1,053,211] | | | | | | [removed: 673,980] [added: 887,992] | | |
| Finished homes and construction in progress | | | [removed: 10,455,666] [added: 10,884,861] | | | | | | [removed: 11,718,507] [added: 10,455,666] | | |
| Land and land under development | | | [removed: 4,904,541] [added: 4,750,025] | | | | | | [removed: 5,648,548] [added: 4,904,541] | | |
| Inventory owned | | | [removed: 15,360,207] [added: 15,634,886] | | | | | | [removed: 17,367,055] [added: 15,360,207] | | |
| Consolidated inventory not owned | | | [removed: 2,992,528] [added: 4,084,665] | | | | | | [removed: 2,331,231] [added: 2,992,528] | | |
| Inventory owned and consolidated inventory not owned | | | [removed: 18,352,735] [added: 19,719,551] | | | | | | [removed: 19,698,286] [added: 18,352,735] | | |
| Deposits and pre-acquisition costs on real estate | | | [removed: 2,002,154] [added: 3,625,372] | | | | | | [removed: 1,733,725] [added: 2,002,154] | | |
| Investments in unconsolidated entities | | | [removed: 1,143,909] [added: 1,344,836] | | | | | | [removed: 1,173,164] [added: 1,143,909] | | |
| Other assets | | | [removed: 1,512,038] [added: 1,734,698] | | | | | | [removed: 1,323,478] [added: 1,512,038] | | |
| Financial Services | | | [removed: 3,566,546] [added: 3,516,550] | | | | | | [removed: 3,254,257] [added: 3,566,546] | | |
| Multifamily | | | [removed: 1,381,513] [added: 1,306,818] | | | | | | [removed: 1,257,337] [added: 1,381,513] | | |
| Lennar Other | | | [removed: 657,852] [added: 894,944] | | | | | | [removed: 788,539] [added: 657,852] | | |
| Total assets | | | $ | [removed: 39,234,303] [added: 41,312,781] | | | | | [removed: 37,984,295] [added: 39,234,303] | | |
As of November 30, 2023, total assets include $1.9 billion related to consolidated VIEs of which $22.8 million is included in Homebuilding cash and cash equivalents, $1.8 million in Homebuilding receivables, net, $18.3 million in Homebuilding finished homes and construction in progress, $628.0 million in Homebuilding land and land under development, [added: $1.2 billion in Homebuilding consolidated inventory not owned,] $55.0 million in Homebuilding deposits and pre-acquisition costs on real estate, [removed: $1.2 billion in Homebuilding consolidated inventory not owned,] $0.3 million in Homebuilding investments in unconsolidated entities, $23.0 million in Homebuilding other assets and $32.6 million in Multifamily assets.
As of November 30, [removed: 2022,] [added: 2024,] total assets include [removed: $1.4] [added: $3.7] billion related to consolidated VIEs of which [removed: $56.9] [added: $67.0] million is included in Homebuilding cash and cash equivalents, [removed: $0.3] [added: $6.0] million in Homebuilding receivables, net, [removed: $29.4] [added: $9.7] million in Homebuilding finished homes and construction in progress, [removed: $687.8] [added: $602.9] million in Homebuilding land and land under development, [removed: $48.7] [added: $2.8 billion in Homebuilding consolidated inventory not owned, $71.8] million in Homebuilding deposits and pre-acquisition costs on real estate, [removed: $533.8 million in Homebuilding consolidated inventory not owned, $1.0] [added: $0.3] million in Homebuilding investments in unconsolidated entities, [removed: $23.0] [added: $42.3] million in Homebuilding other [removed: assets, $33.2 million in Multifamily] assets and [removed: $9.0] [added: $33.9] million in [removed: Lennar Other] [added: Multifamily] assets.
| | | | [removed: 2023 (2)] [added: 2024] | | | | | | [removed: 2022 (2)] [added: 2023] | | | [added: | | | 2022 | | |]
| | | | (Dollars in thousands except [added: share and] per share amounts) | | | | | | | | |
| Accounts payable | | | $ | [removed: 1,631,401] [added: 1,839,440] | | | | | [removed: 1,616,128] [added: 1,631,401] | | |
| Liabilities related to consolidated inventory not owned | | | [removed: 2,540,894] [added: 2,540,894] | | | | | | [removed: 1,967,551] [added: —] | | | [added: | | | — | | | | | | — | | | | | | 2,540,894 | | |]
| Senior notes and other debts payable, net | | | [removed: 2,816,482] [added: 2,258,283] | | | | | | [removed: 4,047,294] [added: 2,816,482] | | |
| Other liabilities | | | [removed: 2,739,217] [added: 3,201,552] | | | | | | [removed: 3,347,673] [added: 2,739,217] | | |
| Financial Services | | | [removed: 2,447,039] [added: 2,140,708] | | | | | | [removed: 2,353,904] [added: 2,447,039] | | |
| Multifamily | | | [removed: 278,177] [added: 181,883] | | | | | | [removed: 313,484] [added: 278,177] | | |
| Lennar Other | | | [removed: 79,127] [added: 105,756] | | | | | | [removed: 97,894] [added: 79,127] | | |
| Total liabilities | | | [removed: 12,532,337] [added: 13,291,556] | | | | | | [removed: 13,743,928] [added: 12,532,337] | | |
| Class A common stock of $0.10 par value per share; Authorized: [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] - 400,000,000 shares; Issued: [removed: 2023] [added: 2024] - [removed: 258,475,012] [added: 259,979,453] shares; [removed: 2022] [added: 2023] - [removed: 256,084,147] [added: 258,475,012] shares | | | [removed: 25,848] [added: 25,998] | | | | | | [removed: 25,608] [added: 25,848] | | |
| Class B common stock of $0.10 par value per share; Authorized: [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] - 90,000,000 shares; Issued: [removed: 2023] [added: 2024] - 36,601,215 shares; [removed: 2022] [added: 2023] - 36,601,215 shares | | | 3,660 | | | | | | 3,660 | | |
| Additional paid-in capital | | | [removed: 5,570,009] [added: 5,729,434] | | | | | | [removed: 5,417,796] [added: 5,570,009] | | |
| Retained earnings | | | [removed: 22,369,368] [added: 25,753,078] | | | | | | [removed: 18,861,417] [added: 22,369,368] | | |
| Treasury stock, at cost; [removed: 2023] [added: 2024] - [removed: 11,207,889] [added: 23,814,148] shares of Class A common stock and [removed: 2,920,200] [added: 4,532,701] shares of Class B common stock; [removed: 2022] [added: 2023] - [removed: 2,455,387] [added: 11,207,889] shares of Class A common stock and [removed: 419,860] [added: 2,920,200] shares of Class B common stock | | | [removed: (1,393,100)] [added: (3,649,564)] | | | | | | [removed: (210,389)] [added: (1,393,100)] | | |
January 23, 2025
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
| | | | 2024 (1) | | | | | | 2023 (1) | | |
| | | | 35,594,469 | | | | | | 33,628,392 | | |
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
| | | | 2024 (2) | | | | | | 2023 (2) | | |
| Liabilities related to consolidated inventory not owned | | | 3,563,934 | | | | | | 2,540,894 | | |
| | | | 10,863,209 | | | | | | 9,727,994 | | |
| Commitments and contingent liabilities (See Note 9) | | | | | | | | | | | |
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
[Table of](#i7068edb82cc0440d8dd06aaa027b5fc4_253) [Contents](#i7068edb82cc0440d8dd06aaa027b5fc4_253)
Years Ended November 30, 2024, 2023 and 2022
Years Ended November 30, 2024, 2023 and 2022
Years Ended November 30, 2024, 2023 and 2022
| Receipts related to noncontrolling interests | | | 20,117 | | | | | | 21,149 | | | | | | 41,816 | | |
| Payments related to noncontrolling interests | | | (46,650) | | | | | | (71,272) | | | | | | (91,329) | | |
These costs were included in Homebuilding costs and expenses in the Company's consolidated statements of operations and comprehensive income (loss) for the years ended November 30, 2024, 2023 and 2022.
Homebuilding cash and cash equivalents as of November 30, 2024 and 2023 included $265.6 million and $594.8
| (In thousands) | | | 2024 | | | | | | 2023 | | |
| | | | 1,055,610 | | | | | | 890,366 | | |
| 2024 | | | 33 | | | | | | 6 | | | | | | $40,465 | | | | | | $18,599 | | | | | | | | | | | |
| | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | |
If the Company determines from the evaluation of the indicators that the decline in the fair value of the investment is other-than-temporary, the Company will write-down the investment to fair value.
During the year ended November 30, 2024, the Company evaluated its investments in unconsolidated entities and concluded that no material other-than-temporary impairments were required.
| (In thousands) | | | 2024 | | | | | | 2023 | | |
| | | | 807,618 | | | | | | 670,620 | | |
| Total | | | $ | 516,198 | | | | | 404,789 | | |
| (In thousands) | | | 2024 | | | | | | 2023 | | |
At November 30, 2024, we have a remaining authorization to repurchase $3.4 billion in value of the Company's Class A or B common stock.
| | | | | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | |
| Grants | | | 1,504,041 | | | | | | $ | 141.11 | |
| Vested | | | (1,665,703) | | | | | | $ | 98.95 | |
| Forfeited | | | (98,077) | | | | | | $ | 114.46 | |
| Nonvested shares at November 30, 2024 | | | 2,711,021 | | | | | | $ | 114.72 | |
average remaining contractual life of 1.8 years.
| (In thousands) | | | 2024 | | | | | | 2023 | | |
In November 2024, the FASB issued ASU 2024-03, *Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures* (“ASU 2024-03”), which requires disclosure of disaggregated information about certain income statement expense line items in the notes to the financial statements on an interim and annual basis.
ASU 2024-03 will be effective for the annual reporting periods in fiscal years beginning after December 15, 2026, with early adoption permitted.
Certain prior year segment information in the consolidated financial statements has been reclassified to conform with the 2024 presentation.
| Cash and cash equivalents | | | $ | 4,662,643 | | | | | 175,382 | | | | | | 30,948 | | | | | | 40,691 | | | | | | 4,909,664 | | |
January 26, 2024
| | | | 33,628,392 | | | | | | 32,684,162 | | |
| | | | 9,727,994 | | | | | | 10,978,646 | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Gain on sale of interest in unconsolidated entity and other Multifamily gain | | | — | | | | | | — | | | | | | (1,167) | | |
| Gain on sale of Financial Services' portfolio/businesses | | | — | | | | | | — | | | | | | (3,811) | | |
| Proceeds from sale of investment in consolidated/unconsolidated joint ventures | | | — | | | | | | — | | | | | | 32,340 | | |
| Proceeds from sale of Financial Services' portfolio/businesses | | | — | | | | | | — | | | | | | 3,327 | | |
| Proceeds from other borrowings | | | — | | | | | | — | | | | | | 13,973 | | |
| | | | 890,366 | | | | | | 676,159 | | |
(1)Receivables, net as of November 30, 2022 included $50 million related to a short-term loan due from Upward America that was repaid subsequent to November 30, 2022.
| 2022 | | | 15 | | | | | | 9 | | | | | | 105,042 | | | | | | 33,563 | | | | | | | | | | | |
If a valuation adjustment is recorded by an unconsolidated entity related to its assets, the Company generally uses a discount rate between 10% and 20%, subject to the perceived risks associated with the community’s cash flow streams relative to its inventory or operating assets.
| | | | 670,620 | | | | | | 581,917 | | |
| | | | $ | 404,789 | | | | | 355,095 | | |
The repurchase authorization has no expiration date.
Subsequent to November 30, 2023, the Company's Board of Directors authorized an increase to its stock repurchase program to enable the Company to repurchase up to an additional $5 billion in value of our outstanding Class A or Class B common stock.
| | | | | | | Years Ended | | | | | | | | | | | | | | | | | | | | |
| Nonvested shares at November 30, 2022 | | | 3,152,146 | | | | | | $ | 80.39 | |
| Grants | | | 2,389,995 | | | | | | $ | 91.61 | |
| Vested | | | (2,035,786) | | | | | | $ | 73.53 | |
| Forfeited | | | (535,595) | | | | | | $ | 89.29 | |
commitments and loans held-for-sale from fluctuations in mortgage-related interest rates.
In March 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-04, *Reference Rate Reform,* which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (LIBOR) or by another reference rate expected to be discontinued.
The guidance was effective beginning March 12, 2020 and can be applied prospectively through December 31, 2024, with earlier adoption permitted.
In January 2021, the FASB issued ASU 2021-01, *Reference Rate Reform - Scope,* which clarified the scope and application of the original guidance.
In December 2022, the FASB issued ASU 2022-06 *Reference Rate Reform - Deferral of the Sunset Date of Topic 848,* which defers the sunset date from December 31, 2022 to December 31, 2024.
Certain amounts in the Company's consolidated statement of operations and consolidated balance sheets of prior year have been reclassified to conform to the fiscal 2023 presentation.
| Cash and cash equivalents | | | $ | 4,616,124 | | | | | 139,378 | | | | | | 17,827 | | | | | | 5,391 | | | | | | 4,778,720 | | |
| Restricted cash | | | 23,046 | | | | | | 14,004 | | | | | | — | | | | | | — | | | | | | 37,050 | | |
| Receivables, net (1) | | | 673,980 | | | | | | 826,163 | | | | | | 114,134 | | | | | | — | | | | | | 1,614,277 | | |
| Inventories | | | 19,698,286 | | | | | | — | | | | | | 401,619 | | | | | | — | | | | | | 20,099,905 | | |
| Investments in unconsolidated entities | | | 1,173,164 | | | | | | — | | | | | | 648,126 | | | | | | 316,523 | | | | | | 2,137,813 | | |
| Other assets | | | 1,323,478 | | | | | | 119,815 | | | | | | 46,808 | | | | | | 40,117 | | | | | | 1,530,218 | | |
| | | | $ | 32,684,162 | | | | | 3,254,257 | | | | | | 1,257,337 | | | | | | 788,539 | | | | | | 37,984,295 | | |
| Notes and other debts payable, net | | | $ | 4,047,294 | | | | | 2,135,093 | | | | | | 16,749 | | | | | | — | | | | | | 6,199,136 | | |
| Accounts payable and other liabilities | | | 6,931,352 | | | | | | 218,811 | | | | | | 296,735 | | | | | | 97,894 | | | | | | 7,544,792 | | |
| | | | $ | 10,978,646 | | | | | 2,353,904 | | | | | | 313,484 | | | | | | 97,894 | | | | | | 13,743,928 | | |
| East | | | $ | 7,206,500 | | | | | 6,877,581 | | |
| Central | | | 3,868,564 | | | | | | 4,010,610 | | |
An excerpt. Shown here: 40 of 587 rewritten, 40 of 194 added and 40 of 110 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data. in the FY2024 filing and the FY2023 filing.
Item 9A. Controls and Procedures.
7 rewritten, 1 added, 1 removed, 30 unchanged
Based on their participation in that evaluation, our Co-CEOs and CFO concluded that our disclosure controls and procedures were effective as of November 30, [removed: 2023] [added: 2024] to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and to ensure that information required to be disclosed in our reports filed or furnished under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to our management, including both of our Co-CEOs and CFO, as appropriate to allow timely decisions regarding required disclosures.
Both of our Co-CEOs and CFO also participated in an evaluation by our management of any changes in our internal control over financial reporting that occurred during the quarter ended November 30, [removed: 2023.][added: 2024.]
Based on our evaluation under the framework in *Internal Control—Integrated Framework* (2013)*,* our management concluded that our internal control over financial reporting was effective as of November 30, [removed: 2023.][added: 2024.]
The effectiveness of our internal control over financial reporting as of November 30, [removed: 2023] [added: 2024] has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their attestation report which is included herein.
We have audited the internal control over financial reporting of Lennar Corporation and subsidiaries (the “Company”) as of November 30, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of November 30, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended November 30, [removed: 2023,] [added: 2024,] of the Company and our report dated January [removed: 26, 2024] [added: 23, 2025] expressed an unqualified opinion on those financial statements.
| January 23, 2025 | | |
| January 26, 2024 | | |
Item 9B. Other Information.
0 rewritten, 1 added, 1 removed, 0 unchanged
During the three months ended November 30, 2024, no director or executive officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.
Not applicable.
Item 10. Directors, Executive Officers and Corporate Governance.
2 rewritten, 2 added, 0 removed, 2 unchanged
The information required by this item for executive officers is set forth under the heading [removed: "Executive Officers of Lennar Corporation"] [added: "Information about our Executive Officers"] in Part I.
The other information called for by this item is incorporated by reference to our definitive proxy statement, which will be filed with the Securities and Exchange Commission not later than March [removed: 29, 2024] [added: 30, 2025] (120 days after the end of our fiscal year).
We have adopted an insider trading policy governing the purchase, sale, and/or other dispositions of our securities by our directors, officers, and employees that we believe is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the exchange listing standards applicable to us.
A copy of our insider trading policy is filed as Exhibit 19 to this Annual Report on Form 10-K.
Item 11. Executive Compensation.
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference to our definitive proxy statement, which will be filed with the Securities and Exchange Commission not later than March [removed: 29, 2024] [added: 30, 2025] (120 days after the end of our fiscal year).
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
4 rewritten, 0 added, 0 removed, 5 unchanged
The information required by this item is incorporated by reference to our definitive proxy statement, which will be filed with the Securities and Exchange Commission not later than March [removed: 29, 2024] [added: 30, 2025] (120 days after the end of our fiscal year), except for the information required by Item 201(d) of Regulation S-K, which is provided below.
The following table summarizes our equity compensation plans as of November 30, [removed: 2023:][added: 2024:]
| Equity compensation plans approved by stockholders | | | 162,338 | | | | | | $ | 100.00 | | | | | [removed: 11,581,811] [added: 10,175,484] | | |
| Total | | | 162,338 | | | | | | $ | 100.00 | | | | | [removed: 11,581,811] [added: 10,175,484] | | |
Item 13. Certain Relationships and Related Transactions, and Director Independence.
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is incorporated by reference to our definitive proxy statement, which will be filed with the Securities and Exchange Commission not later than March [removed: 29, 2024] [added: 30, 2025] (120 days after the end of our fiscal year).
Item 14. Principal Accountant Fees and Services.
1 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this item is incorporated by reference to our definitive proxy statement, which will be filed with the Securities and Exchange Commission not later than March [removed: 29, 2024] [added: 30, 2025] (120 days after the end of our fiscal year).
Item 15. Exhibit and Financial Statement Schedules.
38 rewritten, 19 added, 1 removed, 68 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#ie4330057f93e4ef28087d28ab9c50727_115)] [added: Firm](#i7068edb82cc0440d8dd06aaa027b5fc4_115)] (PCAOB ID No. 34) | | | [removed: [44](#ie4330057f93e4ef28087d28ab9c50727_115)] [added: [48](#i7068edb82cc0440d8dd06aaa027b5fc4_115)] | | |
| [Consolidated Balance Sheets as of November 30, [removed: 2023] [added: 2024] and [removed: 2022](#ie4330057f93e4ef28087d28ab9c50727_118)] [added: 2023](#i7068edb82cc0440d8dd06aaa027b5fc4_118)] | | | [removed: [46](#ie4330057f93e4ef28087d28ab9c50727_118)] [added: [50](#i7068edb82cc0440d8dd06aaa027b5fc4_118)] | | |
| [Consolidated Statements of Operations and Comprehensive Income (Loss) for the Years Ended November 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#ie4330057f93e4ef28087d28ab9c50727_124)] [added: 2022](#i7068edb82cc0440d8dd06aaa027b5fc4_124)] | | | [removed: [48](#ie4330057f93e4ef28087d28ab9c50727_124)] [added: [52](#i7068edb82cc0440d8dd06aaa027b5fc4_124)] | | |
| [Consolidated Statements of Equity for the Years Ended November 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#ie4330057f93e4ef28087d28ab9c50727_127)] [added: 2022](#i7068edb82cc0440d8dd06aaa027b5fc4_127)] | | | [removed: [49](#ie4330057f93e4ef28087d28ab9c50727_127)] [added: [53](#i7068edb82cc0440d8dd06aaa027b5fc4_127)] | | |
| [Consolidated Statements of Cash Flows for the Years Ended November 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#ie4330057f93e4ef28087d28ab9c50727_130)] [added: 2022](#i7068edb82cc0440d8dd06aaa027b5fc4_130)] | | | [removed: [50](#ie4330057f93e4ef28087d28ab9c50727_130)] [added: [54](#i7068edb82cc0440d8dd06aaa027b5fc4_130)] | | |
| [Notes to Consolidated Financial [removed: Statements](#ie4330057f93e4ef28087d28ab9c50727_133)] [added: Statements](#i7068edb82cc0440d8dd06aaa027b5fc4_133)] | | | [removed: [51](#ie4330057f93e4ef28087d28ab9c50727_133)] [added: [55](#i7068edb82cc0440d8dd06aaa027b5fc4_133)] | | |
| [Schedule II—Valuation and Qualifying [removed: Accounts](#ie4330057f93e4ef28087d28ab9c50727_262)] [added: Accounts](#i7068edb82cc0440d8dd06aaa027b5fc4_262)] | | | [removed: [89](#ie4330057f93e4ef28087d28ab9c50727_262)] [added: [95](#i7068edb82cc0440d8dd06aaa027b5fc4_262)] | | |
| [removed: 3.2] [added: 3.3] | | | [Bylaws of the Company, as amended effective September 28, 2022 - Incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, dated September 28, 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522255625/d343785dex31.htm) | | |
| 4.1 | | | [Description of Capital Stock - Incorporated by reference to Exhibit 4.1 of the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/920760/000162828020000559/len-2019x1130x10kxexh41.htm)] [added: 2019.](https://www.sec.gov/Archives/edgar/data/920760/000162828020000559/len-2019x1130x10kxexh41.htm)] | | |
| 4.2 | | | [Indenture, dated as of December 31, 1997, between Lennar Corporation and Bank One Trust Company, N.A., as trustee - Incorporated by reference to Exhibit 4 of the Company’s Registration Statement on Form S-3, Registration No. 333-45527, filed with the Commission on February 3, [removed: 1998.](http://www.sec.gov/Archives/edgar/data/920760/0000950123-98-000844.txt)] [added: 1998.](https://www.sec.gov/Archives/edgar/data/920760/0000950123-98-000844.txt)] | | |
| 4.3 | | | [Tenth Supplemental Indenture, dated as of April 28, 2015, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, including the form of 4.750% Senior Notes due 2025 - Incorporated by reference to Exhibit 4.14 of the Company’s Current Report on Form 8-K, dated April 28, [removed: 2015.](http://www.sec.gov/Archives/edgar/data/920760/000119312515156659/d916893dex414.htm)] [added: 2015.](https://www.sec.gov/Archives/edgar/data/920760/000119312515156659/d916893dex414.htm)] | | |
| [removed: 4.5] [added: 4.4] | | | [removed: [Fourteenth Supplemental Indenture,] [added: [Indenture,] dated as of [removed: April 28,] [added: November 29,] 2017, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, including the form of [removed: 4.50%] [added: 4.75%] Senior Notes due [removed: 2024] [added: 2027] - Incorporated by reference to Exhibit [removed: 4.18] [added: 4.1] of the Company’s Current Report on Form 8-K, dated [removed: April 28, 2017.](http://www.sec.gov/Archives/edgar/data/920760/000119312517148377/d385723dex418.htm)] [added: November 29, 2017.](https://www.sec.gov/Archives/edgar/data/920760/000119312517357394/d438218dex41.htm)] | | |
| 4.6 | | | [Indenture, dated as of [removed: November 29, 2017,] [added: February 20, 2018,] among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, [removed: including] [added: governing] the [removed: form of 2.95%] [added: 5.00%] Senior Notes due [removed: 2020 and] [added: June 15, 2027, including] the form of [removed: 4.75%] [added: 5.00%] Senior Notes due [added: June 15,] 2027 - Incorporated by reference to Exhibit [removed: 4.1] [added: 4.8] of the Company’s Current Report on Form 8-K, dated [removed: November 29, 2017.](http://www.sec.gov/Archives/edgar/data/920760/000119312517357394/d438218dex41.htm)] [added: February 16, 2018.](https://www.sec.gov/Archives/edgar/data/920760/000119312518050568/d513500dex48.htm)] | | |
| [removed: 4.8] [added: 4.5] | | | [Indenture, dated as of February 20, 2018, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, governing the 5.25% Senior Notes due June 1, [removed: 2026 (including] [added: 2026, including] the [removed: forms] [added: form] of 5.25% Senior Notes due June 1, [removed: 2026)] [added: 2026] - Incorporated by reference to Exhibit 4.7 of the Company’s Current Report on Form 8-K, dated February 16, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/920760/000119312518050568/d513500dex47.htm)] [added: 2018.](https://www.sec.gov/Archives/edgar/data/920760/000119312518050568/d513500dex47.htm)] | | |
| [removed: 10.2*] [added: 10.3*] | | | [Lennar Corporation 2016 Incentive Compensation Plan, as Amended and Restated effective January 12, 2022 - Incorporated by reference to Exhibit 10.2 of the Company’s Annual Report on Form 10-K for the fiscal year ended November 30, 2021.](https://www.sec.gov/Archives/edgar/data/920760/000162828022001450/len-20211130x10kxexh102.htm) | | |
| [removed: 10.3] [added: 10.4] | | | [removed: [Eighth] [added: [Ninth] Amended and Restated Credit Agreement, dated as of [removed: May 23, 2022,] [added: November 25, 2024,] among Lennar Corporation, as borrower, JPMorgan Chase Bank, N.A., as issuing lender and administrative agent, the several lenders from time to time parties thereto, and the other parties and agents thereto - Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, dated [removed: May 23, 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522161051/d332951dex101.htm)] [added: November 25, 2024](https://www.sec.gov/ix?doc=/Archives/edgar/data/920760/000119312524268928/d899165d8k.htm)] | | |
| [removed: 10.4] [added: 10.5] | | | [removed: [Eighth] [added: [Ninth] Amended and Restated Guarantee Agreement, dated as of [removed: May 23, 2022,] [added: November 24, 2024,] among certain of Lennar Corporation’s subsidiaries in favor of guaranteed parties referred to therein - Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, dated [removed: May 23, 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522161051/d332951dex102.htm)] [added: November 25, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/920760/000119312524268928/d899165d8k.htm)] | | |
| [removed: 10.5] [added: 10.6*] | | | [Form of Aircraft Time Sharing Agreement, dated February 12, 2015, between U.S. Home Corporation and Lessee - Incorporated by reference to Exhibit 10.19 of the Company’s Current Report on Form 8-K, dated February 12, [removed: 2015.](http://www.sec.gov/Archives/edgar/data/920760/000119312515054307/d875705dex1019.htm)] [added: 2015.](https://www.sec.gov/Archives/edgar/data/920760/000119312515054307/d875705dex1019.htm)] | | |
| [removed: 10.6*] [added: 10.7*] | | | [Aircraft Time Sharing Agreement, dated December 4, 2023, between U.S. Home, LLC and Stuart Miller - Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, dated December 4, 2023.](https://www.sec.gov/Archives/edgar/data/920760/000119312523289172/d58652dex101.htm) | | |
| [removed: 10.7*] [added: 10.8*] | | | [Aircraft Time Sharing Agreement, dated December 4, 2023, between U.S. Home, LLC and Jonathan M. Jaffe - Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, dated December 4, 2023.](https://www.sec.gov/Archives/edgar/data/920760/000119312523289172/d58652dex102.htm) | | |
| [removed: 10.8] [added: 10.9] | | | [Separation Agreement and General Release, dated July 14, 2023, between Lennar Corporation and Rick Beckwitt - Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, dated July 14, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828023024926/len-20230714.htm) | | |
| [removed: 10.9*] [added: 10.12*] | | | [Form of [removed: 2020] [added: 2022] Award Agreement under the Company’s 2016 Equity Incentive Plan for Mr. Miller, Mr. [removed: Beckwitt, Mr.] Jaffe, Ms. Bessette and Mr. McCall - Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, dated February 28, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/920760/000119312520060518/d895314dex102.htm)] [added: 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522066148/d320216dex102.htm)] | | |
| [removed: 10.12*] [added: 10.15*] | | | [removed: [2022] [added: [2023] Award Agreements under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. Miller, Mr. [removed: Beckwitt, Mr.] Jaffe, Ms. Bessette, Mr. McCall and Mr. Sustana - Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, dated February 28, [removed: 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522066148/d320216dex101.htm)] [added: 2023.](https://www.sec.gov/Archives/edgar/data/920760/000119312523061576/d444988dex101.htm)] | | |
| 10.13* | | | [Form of [added: the Amended and Restated] 2022 Award Agreement under the [removed: Company’s] [added: Company's] 2016 Equity Incentive Plan for Mr. [removed: Miller, Mr. Beckwitt, Mr. Jaffe, Ms. Bessette] [added: Miller] and Mr. [removed: McCall] [added: Jaffe] - Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, dated [removed: February 28, 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522066148/d320216dex102.htm)] [added: November 17, 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522290031/d386121dex102.htm)] | | |
| 10.14* | | | [removed: [Amended and Restated] [added: [Form of the] 2022 Award [removed: Agreements] [added: Agreement for Performance Shares granted] under the [added: Company's 2016 Equity] Incentive Plan for Mr. [removed: Miller, Mr. Beckwitt] [added: Miller] and Mr. Jaffe - Incorporated by reference to Exhibit [removed: 10.1] [added: 10.3] of the Company’s Current Report on Form 8-K, dated November 17, [removed: 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522290031/d386121dex101.htm)] [added: 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522290031/d386121dex103.htm)] | | |
| [removed: 10.15*] [added: 10.18*] | | | [Form of [removed: the Amended and Restated 2022] [added: 2023] Award Agreement under the [added: Company’s 2016] Equity [added: Incentive] Plan for Mr. Miller, Mr. [removed: Beckwitt] [added: Jaffe, Ms. Bessette] and Mr. [removed: Jaffe] [added: McCall] - Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, dated [removed: November 17, 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522290031/d386121dex102.htm)] [added: February 28, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828023010604/len-20230228.htm)] | | |
| [removed: 10.16*] [added: 10.25*] | | | [Form of [removed: the 2022] [added: 2024] Award Agreement [removed: for Performance Shares granted] under the [added: Company’s 2016] Equity [added: Incentive] Plan for Mr. Miller, Mr. [removed: Beckwitt] [added: Jaffe, Ms. Bessette,] and Mr. [removed: Jaffe -] [added: McCall –] Incorporated by reference to Exhibit [removed: 10.3] [added: 10.9] of the Company’s Current Report on Form [removed: 8-K, dated November 17, 2022.](https://www.sec.gov/Archives/edgar/data/920760/000119312522290031/d386121dex103.htm)] [added: 10-Q for the quarter ended February 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm)] | | |
| 10.17* | | | [removed: [2023] [added: [Amended 2023] Award [removed: Agreements] [added: Agreement] under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. [removed: Miller, Mr. Beckwitt, Mr. Jaffe, Ms. Bessette, Mr. McCall and Mr. Sustana -] [added: Collins –] Incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] of the Company’s Current Report on Form [removed: 8-K, dated] [added: 10-Q for the quarter ended] February [removed: 28, 2023.](https://www.sec.gov/Archives/edgar/data/920760/000119312523061576/d444988dex101.htm)] [added: 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm)] | | |
| [removed: 10.18*] [added: 10.16*] | | | [removed: [Form of 2023] [added: [2023] Award Agreement under the Company’s 2016 [removed: Equity] Incentive [removed: Plan] [added: Compensation Plan, as amended,] for Mr. [removed: Miller, Mr. Beckwitt, Mr. Jaffe, Ms. Bessette and Mr. McCall -] [added: Collins –] Incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] of the Company’s Current Report on Form [removed: 8-K, dated] [added: 10-Q for the quarter ended] February [removed: 28, 2023.](https://www.sec.gov/Archives/edgar/data/920760/000119312523061576/d444988dex102.htm)] [added: 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm)] | | |
| 21 | | | [List of [removed: subsidiaries.](https://www.sec.gov/Archives/edgar/data/920760/000162828024002371/len-20231130x10kxexh21.htm)] [added: subsidiaries.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh21.htm)] | | |
| 22.1 | | | [List of guarantor [removed: subsidiaries.](https://www.sec.gov/Archives/edgar/data/920760/000162828024002371/len-20231130x10kxexh221.htm)] [added: subsidiaries.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh221.htm)] | | |
| 23 | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/920760/000162828024002371/len-20231130x10kxexh23.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh23.htm)] | | |
| 31.1 | | | [Rule 13a-14a/15d-14(a) Certification of Stuart [removed: Miller.](https://www.sec.gov/Archives/edgar/data/920760/000162828024002371/len-20231130x10kxexh311.htm)] [added: Miller.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh311.htm)] | | |
| 31.2 | | | [Rule 13a-14a/15d-14(a) Certification of Jonathan M. [removed: Jaffe.](https://www.sec.gov/Archives/edgar/data/920760/000162828024002371/len-20231130x10kxexh312.htm)] [added: Jaffe.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh312.htm)] | | |
| 31.3 | | | [Rule 13a-14a/15d-14(a) Certification of Diane [removed: Bessette.](https://www.sec.gov/Archives/edgar/data/920760/000162828024002371/len-20231130x10kxexh313.htm)] [added: Bessette.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh313.htm)] | | |
| 32* | | | [Section 1350 Certifications of Stuart Miller, Jonathan M. Jaffe and Diane [removed: Bessette.](https://www.sec.gov/Archives/edgar/data/920760/000162828024002371/len-20231130x10kxexh32.htm)] [added: Bessette.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh32.htm)] | | |
| 101 | | | The following financial statements from Lennar Corporation Annual Report on Form 10-K for the year ended November 30, [removed: 2023,] [added: 2024,] filed on January [removed: 26, 2024,] [added: 23, 2025,] formatted in iXBRL (Inline Extensible Business Reporting Language); (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income (Loss), (iii) Consolidated Statements of Equity (iv) Consolidated Statements of Cash Flows and (v) the Notes to Consolidated Financial Statements. | | |
| [removed: 104*] [added: 104] | | | The cover page from Lennar Corporation's fiscal year Report on Form 10-K for the year ended November 30, [removed: 2023] [added: 2024] was formatted in iXBRL. | | |
| 3.2 | | | [Certificate of Amendment to Restated Certificate of Incorporation of the Company, dated April 10, 2024 - Incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, dated April 10, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024015846/len-20240410.htm) | | |
| 10.2* | | | [Lennar Corporation 2016 Equity Incentive Plan (Amended and Restated Effective January 12, 2022): Additional Terms for Israeli Participants, effective May 14, 2024 – Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 10-Q for the quarter ended May 31, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024030508/len-20240531.htm) | | |
| 10.19* | | | [2024 Award Agreement under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. Miller– Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 10-Q for the quarter ended February 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm) | | |
| 10.20* | | | [2024 Award Agreement under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. Jaffe – Incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 10-Q for the quarter ended February 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm) | | |
| 10.21* | | | [2024 Award Agreement under the Company’s 2016 Incentive Compensation Plan, as amended, for Ms. Bessette – Incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 10-Q for the quarter ended February 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm) | | |
| 10.22* | | | [2024 Award Agreement under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. McCall – Incorporated by reference to Exhibit 10.6 of the Company’s Current Report on Form 10-Q for the quarter ended February 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm) | | |
| 10.23* | | | [2024 Award Agreement under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. Sustana – Incorporated by reference to Exhibit 10.7 of the Company’s Current Report on Form 10-Q for the quarter ended February 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm) | | |
| 10.24* | | | [2024 Award Agreement under the Company’s 2016 Incentive Compensation Plan, as amended, for Mr. Collins – Incorporated by reference to Exhibit 10.8 of the Company’s Current Report on Form 10-Q for the quarter ended February 29, 2024.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024013820/len-20240229.htm) | | |
| 19 | | | [Insider Trading Policy.](https://www.sec.gov/Archives/edgar/data/920760/000162828025002404/len-20241130x10kxexh19.htm) | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| 97 | | | [Executive Officer Recovery Policy – Incorporated by reference to Exhibit 97 of the Company’s Annual Report on Form 10-K/A for the fiscal year ended November 30, 2023.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000920760/000162828024018177/len-20231130.htm) | | |
| | | | | | |
| | | | | | |
| | | | | | |
| 4.9 | | | [Indenture, dated as of February 20, 2018, among Lennar Corporation, each of the guarantors identified therein and The Bank of New York Mellon, as trustee, governing the 5.00% Senior Notes due June 15, 2027 (including the forms of 5.00% Senior Notes due June 15, 2027) - Incorporated by reference to Exhibit 4.8 of the Company’s Current Report on Form 8-K, dated February 16, 2018.](http://www.sec.gov/Archives/edgar/data/920760/000119312518050568/d513500dex48.htm) | | |
Item 16. Form 10-K Summary
10 rewritten, 10 added, 0 removed, 75 unchanged
| | | | Date: | | | January [removed: 26, 2024] [added: 23, 2025] | | |
| Executive Chairman, Co-Chief Executive Officer and Director | | | Date: | | | January [removed: 26, 2024] [added: 23, 2025] | | |
| Co-Chief Executive Officer, President and Director | | | Date: | | | January [removed: 26, 2024] [added: 23, 2025] | | |
| Vice [removed: President,] [added: President and] Chief Financial Officer [removed: and Treasurer] | | | Date: | | | January [removed: 26, 2024] [added: 23, 2025] | | |
| Vice President and Controller | | | Date: | | | January [removed: 26, 2024] [added: 23, 2025] | | |
Years Ended November 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022]
| Year ended November 30, [removed: 2021] [added: 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Allowance for credit losses against notes and other receivables | | | $ | [removed: 2,394] [added: 2,374] | | | | | [removed: 79] [added: 677] | | | | | | [removed: 59] [added: (652)] | | | | | | [removed: (1)] [added: —] | | | | | | [removed: 2,531] [added: 2,399] | | |
| Allowance for loan losses against loans receivable | | | $ | [removed: 4,012] [added: 15,414] | | | | | [removed: —] [added: 174] | | | | | | [removed: (31)] [added: —] | | | | | | [removed: (1,890)] [added: (3,650)] | | | | | | [removed: 2,091] [added: 11,938] | | |
| Allowance against net deferred tax assets | | | $ | [removed: 4,411] [added: 2,333] | | | | | [removed: —] [added: 268] | | | | | | [removed: (1,556)] [added: —] | | | | | | [removed: (162)] [added: (8)] | | | | | | [removed: 2,693] [added: 2,593] | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |
| | | | Date: | | | January 23, 2025 | | |