NVR (NVR) 10-K risk factor changes: FY2020 vs FY2019

[removed: | • |] [added: -] actual and expected direction of interest rates, which affect the availability of mortgage financing for potential purchasers of homes; [removed: |]

[removed: | • |] [added: -] the availability of adequate land in desirable locations on favorable terms; [removed: |]

[removed: | • |] [added: -] employment levels, consumer confidence and spending and unexpected changes in customer preferences; and [removed: |]

[removed: | • |] [added: -] changes in the national economy and in the local economies of the markets in which we operate. [removed: |]

Demand for new homes is sensitive to economic changes driven by conditions such as employment levels, job growth, consumer [removed: confidence] [added: confidence, inflation] and interest rates.

[removed: Increases in prevailing interest rates] could have a material adverse effect on our sales, profitability, stock performance, ability to service our debt obligations and future cash flows.

Any downturn in the national economy or the local economies of the markets in which we operate could have a material adverse effect [added: on our sales, profitability, stock performance and ability to service our debt obligations.]

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

In particular, during [removed: 2019,] [added: 2020,] approximately [removed: 22%] [added: 18%] and [removed: 9%] [added: 7%] of our home settlements occurred in the Washington, D.C. and Baltimore, MD metropolitan areas, respectively, which accounted for approximately [removed: 27%] [added: 24%] and [removed: 11%,] [added: 10%,] respectively, of our [removed: 2019] [added: 2020] homebuilding revenues.

We must continuously seek and make acquisitions of lots for expansion into new markets as well as for replacement and expansion within our current markets, which we generally accomplish by entering into [removed: Lot Purchase Agreements] [added: LPAs] and paying forfeitable deposits under the [removed: Lot Purchase Agreements] [added: LPAs] to developers for the contractual right to acquire the lots.

In the event of adverse changes in economic, market or community conditions, we may cease further building activities in certain communities or restructure existing [removed: Lot Purchase Agreements,] [added: LPAs,] resulting in forfeiture of some or all of any remaining land contract deposit paid to the developer.

Insofar as we underwrite our originated loans to those standards, we bear no increased concentration of credit risk from the issuance of loans, except in certain limited instances where [removed: repurchases or early payment default occur.]

[removed: Substantial losses by us or other action or inaction by us or our subsidiaries could result in the violation of] one or more of these covenants, which could result in decreased liquidity or a default on our current or future indebtedness, thereby having a material adverse effect on our sales, profitability, stock performance, ability to service our debt obligations and future cash flows.

[removed: | • |] [added: -] for suitable and desirable lots at acceptable prices; [removed: |]

[removed: | • |] [added: -] from selling incentives offered by competing builders within and across developments; and [removed: |]

[removed: | • |] [added: -] from the existing home resale market. [removed: |]

This information is entitled to protection under a number of federal and state [added: laws.]

Additionally, we have [removed: increased] [added: continued to elevate] our monitoring capabilities to enhance early detection and rapid response to potential security anomalies.

We believe that one of the reasons our customers buy from us, our [removed: team members] [added: employees] choose NVR as a place of employment, and our vendors choose to do business with us is the reputation we have built over many years.

Business and Industry Risks

Increases in prevailing interest rates

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

repurchases or early payment default occur.

We also require employees to complete training sessions regarding matters such as cybersecurity threats and data protection on a regular basis.

As of December 31, 2020 we had $1.5 billion in senior notes outstanding.

Substantial losses by us or other action or inaction by us or our subsidiaries could result in the violation of

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

Regulatory Risk

Risks Related to the COVID-19 Pandemic and Other External Risks

Health epidemics, including the recent COVID-19 pandemic, have had, and could in the future have, an adverse impact on our business and operations, and the markets, states and local communities in which we operate.

Our business and operations could be adversely affected by health epidemics, including the recent COVID-19 pandemic, impacting the markets, states and local communities in which we operate.

The COVID-19 pandemic has been declared a national emergency.

Efforts to contain the virus have led to significant disruptions to commerce, increased unemployment, lower consumer confidence and consumer demand for goods and services.

General uncertainty persists regarding the near-term and long-term impact of the COVID-19 virus on the domestic and international economy and on public health.

These developments and other consequences of the outbreak could materially and adversely affect our operations, profitability and cash flows.

The duration, severity, and scope of the COVID-19 outbreak is highly uncertain.

The COVID-19 pandemic has adversely impacted and may continue to adversely impact our business.

To date, our primary focus as we face this challenge has been to do everything we can to ensure the safety and well-being of our employees, customers and trade partners.

State and local governments in every market in which we operate have instituted social distancing and other restrictions, which have resulted in significant changes to the way we conduct our homebuilding and mortgage banking businesses.

We are operating in accordance with the guidelines issued by the Centers for Disease Control and Prevention, as well as state and local guidelines, in all of our markets.

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

The ultimate impact of the COVID-19 pandemic or a similar health epidemic is highly uncertain and subject to change.

There is uncertainty regarding governmental actions that may occur, and the effects of economic relief efforts on the U.S. economy, either of which could be potential disruptors to our business.

Over the long term, these disruptions related to COVID-19 could lower demand for our products, impair our ability to sell and/or build homes in our normal manner, increase our losses on contract land deposits, and negatively impact our lending and secondary mortgage market activities.

The full extent to which the COVID-19 pandemic will affect our operations cannot be predicted at this time, including, but not limited to, the duration and severity of the outbreak, governmental reactions and policies, the impact of such on our employees, customers and trade partners, and the length of time required for normal economic and operating conditions to resume.

There is no assurance that we will not face shutdowns similar to those we experienced in Pennsylvania and New York in April and May of 2020, in those or other markets in which we operate in future periods.

While the spread of COVID-19 may eventually be mitigated, there is no guarantee that a future outbreak of this or any other widespread epidemics will not occur, or that the U.S. economy will recover, either of which could seriously harm our business.

| | |

| --- | --- |

on our sales, profitability, stock performance and ability to service our debt obligations.

laws.

This section of this Form 10-K generally discusses [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] items and year-to-year comparisons between [removed: 2019] [added: 2020] and [removed: 2018.][added: 2019.]

Discussions of [removed: 2017] [added: 2018] items and year-to-year comparisons between [removed: 2018] [added: 2019] and [removed: 2017] [added: 2018] that are not included in this Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of [removed: the Company’s] [added: our] Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2018.][added: 2019.]

| *Mid Atlantic:* | | [added: | | | |] Maryland, Virginia, West Virginia, Delaware and Washington, D.C. | [added: | |]

| *North East:* | | [added: | | | |] New Jersey and Eastern Pennsylvania | [added: | |]

| *Mid East:* | | [added: | | | |] New York, Ohio, Western Pennsylvania, Indiana and Illinois | [added: | |]

| *South East:* | | [added: | | | |] North Carolina, South Carolina, Florida and Tennessee | [added: | |]

Our lot acquisition strategy is predicated upon avoiding the financial [removed: requirements and] risks associated with direct land ownership and development.

Instead, we typically acquire finished lots [removed: at market prices] from various third party land developers pursuant to [removed: Lot Purchase Agreements.][added: LPAs.]

These [removed: Lot Purchase Agreements] [added: LPAs] require deposits, typically ranging up to 10% of the aggregate purchase price of the finished lots, in the form of cash or letters of credit that may be forfeited if we fail to perform under the [removed: Lot Purchase Agreement.][added: LPA.]

This strategy allows us to gain valuable efficiencies and competitive advantages in our markets, which we believe contributes to minimizing the adverse effects of [removed: regional economic cycles and provides growth opportunities within these markets.]

Once we acquire control of raw ground, we determine whether to sell the raw parcel to a developer and enter into [removed: a Lot Purchase Agreement] [added: an LPA] with the developer to purchase the finished lots or to hire a developer to develop the land on our behalf.

We expect, however, to continue to acquire substantially all of our finished lot inventory using [removed: Lot Purchase Agreements] [added: LPAs] with forfeitable deposits.

As of December 31, [removed: 2019,] [added: 2020,] we controlled lots as described below.

*Lot Purchase [removed: Agreements*][added: Agreements ("LPAs")*]

We controlled approximately [removed: 101,300] [added: 103,000] lots under [removed: Lot Purchase Agreements] [added: LPAs] with third parties through deposits in cash and letters of credit totaling approximately [removed: $439,500] [added: $438,500] and [removed: $5,500,] [added: $8,100,] respectively.

Included in the number of controlled lots are approximately [removed: 4,600] [added: 7,700] lots for which we have recorded a contract land deposit impairment reserve of approximately [removed: $27,600] [added: $52,200] as of December 31, [removed: 2019.][added: 2020.]

We had an aggregate investment totaling approximately [removed: $26,700] [added: $23,600] in [removed: five] [added: four] JVs, expected to produce approximately [removed: 6,300] [added: 5,200] lots.

Of the lots to be produced by the JVs, approximately [removed: 2,950] [added: 2,200] lots were controlled by us and approximately [removed: 3,350] [added: 3,000] lots were either under contract with unrelated parties or currently not under contract.

We directly owned [removed: five] [added: three] separate raw land parcels, zoned for their intended use, with a current cost basis, including development costs, of approximately [removed: $69,200] [added: $62,800] that we intend to develop into approximately [removed: 650] [added: 500] finished lots.

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

[added: We had additional funding] commitments of approximately [removed: $6,100] [added: $5,100] under a joint development agreement related to one parcel, a portion of which we expect will be offset by development credits of approximately [removed: $2,800.][added: $2,600.]

See Notes 3, 4 and 5 to the consolidated financial statements included herein for additional information regarding [removed: Lot Purchase Agreements,] [added: LPAs,] JVs and land under development, respectively.

In addition to the lots we currently control as discussed above, we have certain properties under contract with land owners that are expected to yield approximately [removed: 7,000] [added: 6,100] lots.

These properties are controlled with cash deposits and letters of credit totaling approximately [removed: $1,900] [added: $1,300] and $100, respectively, as of December 31, [removed: 2019,] [added: 2020,] of which approximately [removed: $900] [added: $1,000] is refundable if we do not perform under the contract.

We generally expect to assign the raw land contracts to a land developer and simultaneously enter into [removed: a Lot Purchase Agreement] [added: an LPA] with the assignee if the project is determined to be feasible.

[removed: Current Business Environment and Key] [added: Key] Financial Results

Our consolidated revenues for the year ended December 31, [removed: 2019] [added: 2020] totaled [removed: $7,388,664,] [added: $7,536,923,] an increase of [removed: 3%] [added: 2%] from [removed: $7,163,674] [added: $7,388,664] in [removed: 2018.][added: 2019.]

Our net income for [removed: 2019] [added: 2020] was [removed: $878,539,] [added: $901,248,] or [removed: $221.13] [added: $230.11] per diluted share, increases of [removed: 10%] [added: 3%] and [removed: 14%] [added: 4%] compared to [removed: 2018] [added: 2019] net income and diluted earnings per share, respectively.

Our homebuilding gross profit margin percentage [removed: increased to] [added: was] 19.0% in [removed: 2019 from 18.7% in 2018.][added: both 2020 and 2019.]

New orders, net of cancellations (“New Orders”) during [removed: 2019] [added: 2020] were [removed: 19,536,] [added: 23,082,] an increase of [removed: 7%] [added: 18%] from [removed: 2018] [added: 2019] while our average New Order sales price [removed: decreased 2%] [added: increased 3%] to [removed: $368.4] [added: $380.1] in [removed: 2019.][added: 2020.]

Our backlog of homes sold but not yet settled with the customer as of December 31, [removed: 2019 decreased] [added: 2020 increased] on a unit basis by [removed: 2%] [added: 40%] to [removed: 8,233] [added: 11,549] units and [removed: decreased] [added: increased] on a dollar basis by [removed: 1%] [added: 46%] to [removed: $3,130,282] [added: $4,575,899] when compared to December 31, [removed: 2018.][added: 2019.]

We expect to continue to face gross profit margin pressure which will be impacted by [removed: modest pricing power and] our ability to manage land and construction [removed: costs.][added: costs as well as balancing sales pace and pricing.]

| | | [added: | | | |] Year Ended December 31, | | | | | | | | | | | [added: | | | |]

| | | [removed: 2019] | | | | [removed: 2018] [added: 2020] | | | | [removed: 2017] | | [added: 2019] | [added: | | | | | 2018 | | |]

| Financial data: | | | | | | | | | | | | | [added: | | | | | | | |]

| Revenues | | [added: | | | |] $ | [removed: 7,220,844] [added: 7,328,889] | | | [added: | |] $ | [removed: 7,004,304] [added: 7,220,844] | | | [added: | |] $ | [removed: 6,175,521] [added: 7,004,304] | |

| Cost of sales | | [added: | | | |] $ | [removed: 5,849,862] [added: 5,937,401] | | | [added: | |] $ | [removed: 5,692,127] [added: 5,849,862] | | | [added: | |] $ | [removed: 4,990,378] [added: 5,692,127] | |

| Gross profit margin percentage | | [added: | | | |] 19.0 | | % | | [removed: 18.7] | | [added: 19.0 | |] % | | [removed: 19.2] | | [added: 18.7 | |] % |

| Selling, general and administrative expenses | | [added: | | | |] $ | [removed: 447,547] [added: 431,008] | | | [added: | |] $ | [removed: 428,874] [added: 447,547] | | | [added: | |] $ | [removed: 392,272] [added: 428,874] | |

| Operating data: | | | | | | | | | | | | | [added: | | | | | | | |]

Business Environment and the Impact of COVID-19

The pandemic, caused by the novel strain of coronavirus ("COVID-19"), has had a significant impact on all facets of our business.

Our primary focus as we face this challenge is to do everything we can to ensure the safety and well-being of our employees, customers and trade partners.

Residential construction has been deemed an essential business in each of our markets since the beginning of the pandemic, except Pennsylvania and New York, where we faced closures into May 2020.

In each of our markets, we continue to operate in accordance with the guidelines issued by the Centers for Disease Control and Prevention as well as state and local guidelines, which has resulted in significant changes to the way we conduct business.

We experienced elevated sales cancellations and decreased new orders during March and April; however, the demand for new homes began to strengthen in May and remained strong through December.

Despite high unemployment rates attributable to the COVID-19 pandemic, demand has increased primarily as a result of historically low mortgage interest rates coupled with low resale inventory levels.

From March through May, there were significant disruptions in the mortgage market as investors tightened their credit standards or exited the market, which resulted in significantly lower values for mortgage servicing rights and fewer customers able to qualify for a mortgage.

During the second half of 2020, the mortgage market stabilized as mortgage demand increased.

Although current demand for new homes is strong, there is uncertainty regarding the extent and timing of disruption to our business that may result from COVID-19 and related governmental actions.

There is also uncertainty as to the effects of the pandemic and related economic relief efforts on the U.S. economy, unemployment, consumer confidence, demand for our homes and the mortgage market, including lending standards and secondary mortgage markets.

We are unable to predict the extent to which this will impact our operational and financial performance, including the impact of future developments such as the duration and spread of COVID-19, corresponding governmental actions, and the impact of such on our employees, customers and trade partners.

regional economic cycles and provides growth opportunities within these markets.

Income before tax from our mortgage banking segment totaled $140,073 in 2020, an increase of 37% when compared to $101,916 in 2019 due primarily to an increase in secondary marketing gains on sales of loans.

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

Settlements in 2020 were negatively impacted by the COVID-19 pandemic primarily during the first and second quarters of 2020.

Gross profit margin percentage in 2020 remained flat year over year at 19.0%.

The increase in New Orders was favorably impacted by increased demand in the second half of 2020 due to favorable market conditions driven by historically low mortgage interest rates coupled with low resale home inventory levels.

New Orders were higher in each of our reportable segments in both the third and fourth quarters of 2020 compared to the same periods of 2019, due to these favorable market conditions.

The increase in the average sales price of New Orders was primarily attributable to improved pricing power in each of our markets.

SG&A expenses were lower primarily due to an approximate $26,800 decrease in equity-based compensation expense due primarily to the stock options granted in 2014 under the 2014 Equity Incentive Plan becoming fully vested in 2019, offset partially by an increase in personnel costs attributable to an increase of approximately $11,200 in management incentive expense based on an increase in eligible employees and improved results.

Our backlog represents homes sold but not yet settled with our customers.

The increases in backlog units and dollars is attributable to the increases in New Orders and the average sales price of New Orders as discussed above, coupled with a lower backlog turnover rate year over year.

Additionally, a substantial majority of our cancellations occur prior to starting construction on a home.

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

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| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | |

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| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | |

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

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| | | | | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | 2020 | | | | | | | | | | | | 2019 | | | | | | | | | | | | 2018 | | | | | | | | |

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We had additional funding

During 2019, general market conditions were favorably impacted by low unemployment and strong consumer confidence.

Additionally, affordability issues which had slowed demand for new homes during the second half of 2018, were favorably impacted by a pull back in interest rates throughout 2019, which contributed to improved demand.

We believe that the strength in demand for new homes is dependent upon sustained economic growth, driven by favorable unemployment levels and continued improvements in wage growth and household formation.

Demand is also impacted by homebuyer affordability concerns, which are driven by both home prices and interest rate movements.

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The decrease in the average settlement price was attributable to a 2% lower average price of units in backlog entering 2019 compared to the same period in 2018 and to a shift in settlements to smaller, lower priced products and to lower priced markets in 2019.

Gross profit margin percentage in 2019 increased slightly, to 19.0% from 18.7% in 2018.

The increase in New Orders was attributable primarily to an increase in New Orders in our Mid East and South East market segments, partially driven by an increase in the average number of active communities in each of these segments.

Additionally, more favorable market conditions in 2019 led to a higher community absorption rate year over year.

The decrease in the average sales price of New Orders was attributable to a shift to markets with lower average sales prices, as well as a continued shift to smaller, lower priced products.

SG&A expenses were higher primarily due to an approximate $12,100 increase in personnel costs and an increase in equity-based compensation attributable to incurring a full year of expense for the equity awards granted in the second quarter of 2018.

The 2% decrease in backlog units is attributable primarily to a higher backlog turnover rate year over year.

The decrease in backlog dollars was primarily attributable to the decrease in backlog units.

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The Mid Atlantic segment had an approximate $16,400, or 4%, increase in segment profit in 2019 compared to 2018, driven primarily by improved margins year over year and reduced marketing costs attributable to a 12% decrease in the average number of active communities year over year.

The average settlement price in the current year was negatively impacted by a shift in settlements to lower priced products and lower priced markets within the segment.

The decrease in New Orders was due primarily to a 12% decrease in the average number of active communities year over year, offset by a higher community absorption rate year over year.

The decrease in the average sales price of New Orders is attributable to a relative shift in New Orders to lower priced products and a shift to markets with lower average sales prices within the segment.

The decrease in segment revenues was attributable to decreases in the number of units settled and the average settlement price of 6% and 5%, respectively, due primarily to a 17% lower backlog unit balance and a 5% lower average sales price of units in backlog entering 2019 compared to the backlog entering 2018.

Additionally, the average settlement price was negatively impacted by a shift in settlements to lower priced products.

The North East segment’s gross profit margin percentage decreased to 19.5% in 2019 from 19.8% in 2018, due primarily to higher construction costs, offset partially by lower lot costs as a percentage of revenue.

The average sales price of New Orders was negatively impacted primarily by a relative shift in New Orders to lower priced products.

Segment profit was lower despite an increase in segment revenues of approximately $45,300, or 3%, year over year.

The increase in the number of units settled is attributable to a higher backlog turnover rate year over year.

The average settlement price was negatively impacted by a shift in settlements to lower priced products and to lower priced markets within the segment.

The segment’s gross profit margin percentage decreased slightly, to 19.0% in 2019 from 19.2% in 2018.

New Orders increased primarily due to a 12% increase in the average number of active communities in 2019 compared to 2018.

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

At December 31, [removed: 2019,] [added: 2020,] there was no debt outstanding under [removed: the Facility.][added: our credit facility or loan repurchase facility.]

Our mortgage banking segment is exposed to interest rate risk as it relates to its lending [removed: activities.][added: activities, including originating mortgage loans and providing rate lock commitments to borrowers.]

The following table represents the contractual balances of our on-balance sheet financial instruments at the expected maturity dates, as well as the fair values of those on-balance sheet financial instruments at December 31, [removed: 2019.][added: 2020.]

| | | [added: | | | |] Maturities (000's) | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | |]

| | | [removed: 2020] | | | | 2021 | | | [added: | | |] 2022 | | | | [added: | |] 2023 | | | [added: | | |] 2024 | | | [added: | | | 2025 | | | | | |] Thereafter | | | [added: | | |] Total | | | | [removed: Fair Value] | | [added: Fair Value] | [added: | |]

| Mortgage banking segment | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | |]

| Interest rate sensitive assets: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | |]

| Average interest rate | | [removed: 3.8] | | [added: | | 2.8 | |] % | | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | | [added: | | |] — | | | [added: | | |] — | | | [removed: 3.8] | | [added: | 2.8 | |] % | | | | | [added: | |]

| Other: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | |]

| Forward trades of mortgage-backed securities (a) | | [added: | | | |] $ | [removed: (543] [added: (5,216)] | [removed: )] | | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | | [added: | | |] — | | | [added: | | |] — | | | [added: | | |] $ | [removed: (543] [added: (5,216)] | [removed: )] | | [added: | |] $ | [removed: (543] [added: (5,216)] | [removed: )] |

| Forward loan commitments (a) | | [added: | | | |] $ | [removed: 7,635] [added: 10,757] | | | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | | [added: | | |] — | | | [added: | | |] — | | | [added: | | |] $ | [removed: 7,635] [added: 10,757] | | | [added: | |] $ | [removed: 7,635] [added: 10,757] | |

| Homebuilding segment | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | |]

| Interest-bearing deposits | | [added: | | | |] $ | [removed: 1,043,205] [added: 2,278,488] | | | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | | [added: | | |] — | | | [added: | | |] — | | | [added: | | |] $ | [removed: 1,043,205] [added: 2,278,488] | | | [added: | |] $ | [removed: 1,043,205] [added: 2,278,488] | |

| Average interest rate | | [removed: 1.8] | | [added: | | 0.2 | |] % | | [added: | |] — | | | [added: | | |] — | | | | [added: | |] — | | | [added: | | |] — | | | [added: | | |] — | | | [removed: 1.8] | | [added: | 0.2 | |] % | | | | | [added: | |]

| Interest rate sensitive liabilities: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | | | |]

| Fixed rate obligations | | [removed: $] | [removed: —] | | | [added: $ |] — | | | [added: | |] $ | 600,000 | | | [added: | |] — | | | [added: | | |] — | | | [added: | | |] — | | | [added: | | |] $ | [removed: 600,000] [added: 900,000] | | | [added: | |] $ | [removed: 626,520] [added: 1,500,000] | | [added: | | | $ | 1,612,620 | |]

| Average interest rate | | [removed: —] | | | | — | | | [added: | | |] 4.0 | | % | | [added: | |] — | | | [added: | | |] — | | | [added: | | |] — | | | [removed: 4.0] | | [added: | 2.7 | |] % | | | | [added: 3.2] | [added: | % | | | | | | |]

[removed: | (a) | Represents] [added: (a)Represents] the fair value recorded pursuant to ASC 815, *Derivatives and Hedging*. [removed: |]

We are exposed to interest rate risk as it relates to our fixed rate debt, primarily our Senior Notes and our variable rate credit facility and loan repurchase facility.

For variable rate debt, interest rate changes generally will not affect the fair value of the variable debt instruments but will affect earnings and cash flow.

See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 9 to the accompanying consolidated financial statements included herein for further discussion of these debt instruments.

To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, we enter into optional or mandatory delivery forward sales contracts to sell whole loans and mortgage-backed securities to investors.

The forward sales contracts lock-in a range of interest rates and prices for the sale of loans similar to the specific rate lock commitments.

We do not engage in speculative or trading derivative activities.

See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 15 to the accompanying consolidated financial statements included herein for further discussion of these items.

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| Mortgage loans held for sale | | | | | | $ | 439,718 | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 439,718 | | | | | $ | 449,760 | |

| Interest rate sensitive assets: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

Our homebuilding segment is exposed to interest rate risk as it relates to its debt obligations.

In September 2012, we issued $600,000 of Senior Notes.

The Senior Notes mature on September 15, 2022 and bear interest at 3.95%, payable semi-annually in arrears on March 15 and September 15.

We generally have no obligation to prepay the Senior Notes prior to maturity, and therefore, interest rate fluctuations should not have a significant impact on our fixed-rate debt.

In July 2016, we entered into a Credit Agreement which provides for aggregate revolving loan commitments of $200,000.

Under the Credit Agreement, we may request increases of up to $300,000 to the Facility in the form of revolving loan commitments or term loans to the extent that new or existing lenders agree to provide additional revolving loan or term loan commitments.

The Credit Agreement provides for a $100,000 sublimit for the issuance of letters of credit of which there was approximately $9,700 outstanding at December 31, 2019, and a $25,000 sublimit for a swing line commitment.

Borrowings under the Credit Agreement generally bear interest for Base Rate Loans at a Base Rate equal to the highest of (i) a Federal Funds Rate plus one-half of one percent, (ii) Bank of America’s publicly announced “prime rate,” and (iii) the Eurodollar Rate plus one percent, plus the Applicable Rate which is based on our debt rating, or for Eurodollar Rate Loans, at the Eurodollar Rate equal to LIBOR plus the Applicable Rate.

The mortgage banking segment originates mortgage loans, which are sold through either optional or mandatory forward delivery contracts into the secondary markets.

NVRM also sells all of its mortgages held for sale on a servicing released basis.

NVRM has available a mortgage Repurchase Agreement, which as of December 31, 2019 provided for loan repurchases up to $150,000.

The Repurchase Agreement is used to fund NVRM’s mortgage origination activities.

Advances under the Repurchase Agreement carry a Pricing Rate based on the LIBOR Rate plus the LIBOR Margin, as determined under the Repurchase Agreement, provided that the Pricing Rate shall not be less than 1.85%.

At December 31, 2019, there was no debt outstanding under the Repurchase Agreement.

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| Mortgage loans held for sale | | $ | 485,106 | | | — | | | — | | | | — | | | — | | | — | | | $ | 485,106 | | | $ | 492,125 | |

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We operate in [removed: multiple locations] [added: thirty-three metropolitan areas] in fourteen states, [removed: which are primarily in the eastern part of the country,] and [removed: in] Washington, D.C. During [removed: 2019,] [added: 2020,] approximately [removed: 22%] [added: 18%] and [removed: 9%] [added: 7%] of our home settlements occurred in the Washington, D.C. and Baltimore, MD metropolitan areas, respectively, which accounted for approximately [removed: 27%] [added: 24%] and [removed: 11%,] [added: 10%,] respectively, of our [removed: 2019] [added: 2020] homebuilding revenues.

Ryan Homes operates in [removed: thirty-two] [added: thirty-three] metropolitan areas located in Maryland, Virginia, Washington, D.C., West Virginia, Pennsylvania, New York, North Carolina, South Carolina, Florida, Ohio, New Jersey, Delaware, Indiana, Illinois and Tennessee.

Instead, we typically acquire finished building lots [removed: at market prices] from various third party land developers pursuant to fixed price finished lot purchase agreements [removed: (“Lot Purchase Agreements”)] [added: (“LPAs”)] that require deposits that may be forfeited if we fail to perform under the [removed: Lot Purchase Agreements.][added: LPAs.]

The deposits required under the [removed: Lot Purchase Agreements] [added: LPAs] are in the form of cash or letters of credit in varying amounts and typically range up to 10% of the aggregate purchase price of the finished lots.

We may, at our option, choose for any reason and at any time not to perform under these [removed: Lot Purchase Agreements] [added: LPAs] by delivering notice of our intent not to acquire the finished lots under contract.

Our sole legal obligation and economic loss for failure to perform under these [removed: Lot Purchase Agreements] [added: LPAs] is limited to the amount of the deposit pursuant to the liquidated damage provision contained within the [removed: Lot Purchase Agreements.][added: LPAs.]

We do not have any financial guarantees or completion obligations and we typically do not guarantee lot purchases on a specific performance basis under these [removed: Lot Purchase Agreements.][added: LPAs.]

None of the creditors of any of the development entities with which we have entered these [removed: Lot Purchase Agreements] [added: LPAs] have recourse to our general credit.

Once we acquire control of raw ground, we determine whether to sell the raw parcel to a developer and enter into [removed: a Lot Purchase Agreement] [added: an LPA] with the developer to purchase the finished lots or hire a developer to develop the land on our behalf.

We expect, however, to continue to acquire substantially all of our finished lot inventory using [removed: Lot Purchase Agreements] [added: LPAs] with forfeitable deposits.

In addition, see Notes 3, 4 and 5 in the accompanying consolidated financial statements included herein for additional information regarding [removed: Lot Purchase Agreements,] [added: LPAs,] joint ventures and land under development, respectively.

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

Our homes combine traditional, transitional, cottage or urban exterior designs with contemporary interior designs and amenities, generally include two to four bedrooms and range from approximately 1,000 to [removed: 9,500] [added: 9,000] finished square feet.

During [removed: 2019,] [added: 2020,] the prices at which we settled homes ranged from approximately $140,000 to $1.5 million and averaged [removed: $367,100.][added: $370,800.]

During [removed: 2018,] [added: 2019,] our average price of homes settled was [removed: $379,700.][added: $367,100.]

| *Mid Atlantic:* | | [added: | | | |] Maryland, Virginia, West Virginia, Delaware and Washington, D.C. | [added: | |]

| *North East:* | | [added: | | | |] New Jersey and Eastern Pennsylvania | [added: | |]

| *Mid East:* | | [added: | | | |] New York, Ohio, Western Pennsylvania, Indiana and Illinois | [added: | |]

| *South East:* | | [added: | | | |] North Carolina, South Carolina, Florida and Tennessee | [added: | |]

Backlog, which represents homes sold but not yet settled with the customer, totaled [removed: 8,233] [added: 11,549] units and approximately [removed: $3.1] [added: $4.6] billion at December 31, [removed: 2019] [added: 2020] compared to [removed: 8,365] [added: 8,233] units and approximately [removed: $3.2] [added: $3.1] billion at December 31, [removed: 2018.][added: 2019.]

Expressed as the total of all cancellations during the period as a percentage of gross sales during the period, our cancellation rate was [removed: 14.6%, 14.5%] [added: 14.9%, 14.6%] and [removed: 14.0%] [added: 14.5%] in [added: 2020,] 2019, [removed: 2018,] and [removed: 2017,] [added: 2018,] respectively.

Additionally, approximately 6% in [added: both 2020 and] 2019, [added: and] 5% in 2018, [removed: and 6% in 2017] of a reporting quarter’s opening backlog balance cancelled during the quarter.

Other than those units that are cancelled, we expect to settle substantially all of our December 31, [removed: 2019] [added: 2020] backlog during [removed: 2020.][added: 2021.]

In [removed: 2019,] [added: 2020,] NVRM closed approximately [removed: 16,500] [added: 16,700] loans with an aggregate principal amount of approximately [removed: $5.2] [added: $5.3] billion as compared to approximately [removed: 15,100] [added: 16,500] loans with an aggregate principal amount of approximately [removed: $4.8] [added: $5.2] billion in [removed: 2018.][added: 2019.]

NVRM’s mortgage loans in process that had not closed had an aggregate principal balance of approximately [added: $3.4 billion as of December 31, 2020 compared to approximately] $2.2 billion as of [removed: both] December 31, [removed: 2019 and 2018.][added: 2019.]

NVRM’s cancellation rate was approximately [removed: 36%, 32%] [added: 40%, 36%] and [removed: 31%] [added: 32%] in [removed: 2019, 2018] [added: 2020, 2019] and [removed: 2017,] [added: 2018,] respectively.

Such risk factors include, but are not limited to the following: [added: the economic impact of COVID-19,] general economic and business conditions (on both a national and regional level); interest rate changes; access to suitable financing by NVR and NVR’s customers; increased regulation in the mortgage banking industry; the ability of our mortgage banking subsidiary to sell loans it originates into the secondary market; competition; the availability and cost of land and other raw materials used by NVR in its homebuilding operations; shortages of labor; weather related slow-downs; building moratoriums; governmental regulation; fluctuation and volatility of stock and other financial markets; mortgage financing availability; and other factors over which NVR has little or no control.

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[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

Human Capital

As of December 31, 2020, we had approximately 6,100 full time employees, of whom approximately 5,100 worked in our homebuilding operations, and approximately 1,000 worked in our mortgage banking operations, compared to December 31, 2019, when we had approximately 5,700 full time employees, of whom approximately 4,800 worked in our homebuilding operations, and approximately 900 worked in our mortgage banking operations.

None of our employees are covered by collective bargaining agreements.

Our employees are our most important asset.

We are committed to hiring and developing an inclusive workplace with a strong diversity of backgrounds and perspectives.

All of our employees must adhere to our code of ethics and standards of business conduct that sets standards for appropriate behavior in the workplace.

Our compensation philosophy has been consistent for over 20 years and is designed to motivate and retain highly qualified and experienced employees.

We provide tools for the advancement of our employees by offering training and development opportunities that align with each employee’s responsibilities and career path.

We strive to promote employees from within our workforce, as we believe this provides both long-term success and continuity to our operations and growth for our employees.

Our focus is demonstrated by the tenure of our executives and our regional and division leaders.

During the past year, despite the COVID-19 pandemic, we hired additional employees to meet the strong housing demand and generally increased our employees’ compensation and benefits packages.

To protect our employees and homebuyers during the pandemic, we implemented safety protocols, such as social distancing on job sites, doing virtual house tours, working remotely and

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

other health and safety standards as required by federal, state and local government agencies.

We believe our employees adapted and successfully managed the business during the pandemic.

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Employees

At December 31, 2019, we employed approximately 5,700 full-time persons.

None of our employees are subject to a collective bargaining agreement and we have never experienced a work stoppage.

We believe that our employee relations are good.

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

[removed: FORM 10-K][added: Form 10-K]

| ☒ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]

For the fiscal year ended December 31, [removed: 2019][added: 2020]

| ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]

| Virginia | | [added: | | | | | | | | | |] 54-1394360 | [added: | |]

| (State or other jurisdiction of incorporation or organization) | | [added: | | | | | | | | | |] (IRS Employer Identification No.) | [added: | |]

| 11700 Plaza America Drive, Suite 500 | | | | [added: | | | | | | | | | | | | | |]

| Reston, | [added: | |] Virginia | | [added: | | | | | | | | | |] 20190 | [added: | |]

| (Address of principal executive offices) | | | [added: | | | | | | | | | | | |] (Zip Code) | [added: | |]

Registrant’s telephone number, including area code: [removed: (703) 956-4000][added: (703) 956-4000]

| Title of each class | | [added: | | | |] Trading Symbol(s) | | [added: | | | |] Name of each exchange on which registered | [added: | |]

| Common stock, par value $0.01 per share | | [added: | | | |] NVR | | [added: | | | |] New York Stock Exchange | [added: | |]

| Large accelerated filer | [added: | |] ☒ | | [added: | | | |] Accelerated filer | [added: | |] ☐ | [added: | |]

| Non-accelerated filer | [added: | |] ☐ | | [added: | | | |] Smaller reporting company | [added: | |] ☐ | [added: | |]

| | | | [added: | | | | | |] Emerging growth company | [added: | |] ☐ | [added: | |]

The aggregate market value of the voting stock held by non-affiliates of NVR, Inc. on June 30, [removed: 2019,] [added: 2020,] the last business day of NVR, Inc.’s most recently completed second fiscal quarter, was approximately [removed: $11,522,681,000.][added: $11,374,674,000.]

As of February [removed: 14, 2020] [added: 8, 2021] there were [removed: 3,677,676] [added: 3,681,181] total shares of common stock outstanding.

Portions of the Proxy Statement of NVR, Inc. to be filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934 on or prior to April 30, [removed: 2020] [added: 2021] are incorporated by reference into Part III of this report.

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| PART I | | | [added: | | | | | |]

| Item 1. | [removed: [Business](#sD47FD7B9E94B5C84B74A61375D31B80D)] | [removed: [1](#sD47FD7B9E94B5C84B74A61375D31B80D)] | [added: [Business](#i0d73970f33b449239e6686d7a837cbff_13) | | | [1](#i0d73970f33b449239e6686d7a837cbff_13) | | |]

| Item 1A. | [added: | |] [Risk [removed: Factors](#sCF39C7B6B38E5CAAB8234FF2CF679FBA)] [added: Factors](#i0d73970f33b449239e6686d7a837cbff_16)] | [removed: [4](#sCF39C7B6B38E5CAAB8234FF2CF679FBA)] | [added: | [4](#i0d73970f33b449239e6686d7a837cbff_16) | | |]

| Item 1B. | [added: | |] [Unresolved Staff [removed: Comments](#sE3A9428CD2135016A9AE8A9052EF7DCE)] [added: Comments](#i0d73970f33b449239e6686d7a837cbff_19)] | [removed: [8](#sE3A9428CD2135016A9AE8A9052EF7DCE)] | [added: | [9](#i0d73970f33b449239e6686d7a837cbff_19) | | |]

| Item 2. | [removed: [Properties](#s777EA7F21913529D8D562D32EF37E137)] | [removed: [8](#s777EA7F21913529D8D562D32EF37E137)] | [added: [Properties](#i0d73970f33b449239e6686d7a837cbff_22) | | | [9](#i0d73970f33b449239e6686d7a837cbff_22) | | |]

| Item 3. | [added: | |] [Legal [removed: Proceedings](#sE872B797CC03584C93457A6085E41EDA)] [added: Proceedings](#i0d73970f33b449239e6686d7a837cbff_25)] | [removed: [9](#sE872B797CC03584C93457A6085E41EDA)] | [added: | [9](#i0d73970f33b449239e6686d7a837cbff_25) | | |]

| Item 4. | [added: | |] [Mine Safety [removed: Disclosures](#sABD734CC7B0950EC8E0C12783AF99FC1)] [added: Disclosures](#i0d73970f33b449239e6686d7a837cbff_28)] | [removed: [9](#sABD734CC7B0950EC8E0C12783AF99FC1)] | [added: | [10](#i0d73970f33b449239e6686d7a837cbff_28) | | |]

| PART II | | | [added: | | | | | |]

| Item 5. | [added: | |] [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#s609A1C2337765BD0BD6AB95ED5A574D5)] [added: Securities](#i0d73970f33b449239e6686d7a837cbff_34)] | [removed: [9](#s609A1C2337765BD0BD6AB95ED5A574D5)] | [added: | [10](#i0d73970f33b449239e6686d7a837cbff_34) | | |]

| Item 6. | [added: | |] [Selected Financial [removed: Data](#s027BB889E9205047AA4B07E3F37A5D11)] [added: Data](#i0d73970f33b449239e6686d7a837cbff_37)] | [removed: [11](#s027BB889E9205047AA4B07E3F37A5D11)] | [added: | [12](#i0d73970f33b449239e6686d7a837cbff_37) | | |]

| Item 7. | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#sF1ABD4C2B8525EBFB540761A10DA1C90)] [added: Operations](#i0d73970f33b449239e6686d7a837cbff_40)] | [removed: [12](#sF1ABD4C2B8525EBFB540761A10DA1C90)] | [added: | [13](#i0d73970f33b449239e6686d7a837cbff_40) | | |]

| Item 7A. | [added: | |] [Quantitative and Qualitative Disclosure About Market [removed: Risk](#sC340CF5CBC005FAFA7E9F7FE005520A3)] [added: Risk](#i0d73970f33b449239e6686d7a837cbff_64)] | [removed: [26](#sC340CF5CBC005FAFA7E9F7FE005520A3)] | [added: | [28](#i0d73970f33b449239e6686d7a837cbff_64) | | |]

| Item 8. | [added: | |] [Financial Statements and Supplementary [removed: Data](#s2609BACCC03259E5B38E7F4CC75F9950)] [added: Data](#i0d73970f33b449239e6686d7a837cbff_67)] | [removed: [28](#s2609BACCC03259E5B38E7F4CC75F9950)] | [added: | [30](#i0d73970f33b449239e6686d7a837cbff_67) | | |]

| Item 9. | [added: | |] [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#sED0384CB93D057C5B319D4045F3F9022)] [added: Disclosure](#i0d73970f33b449239e6686d7a837cbff_70)] | [removed: [28](#sED0384CB93D057C5B319D4045F3F9022)] | [added: | [30](#i0d73970f33b449239e6686d7a837cbff_70) | | |]

| Item 9A. | [added: | |] [Controls and [removed: Procedures](#s49507263EDEE52F5BA6850FE9B44C20E)] [added: Procedures](#i0d73970f33b449239e6686d7a837cbff_73)] | [removed: [28](#s49507263EDEE52F5BA6850FE9B44C20E)] | [added: | [30](#i0d73970f33b449239e6686d7a837cbff_73) | | |]

| Item 9B. | [added: | |] [Other [removed: Information](#s70E4DC750DF45FC489BDCE7C98B08C22)] [added: Information](#i0d73970f33b449239e6686d7a837cbff_76)] | [removed: [28](#s70E4DC750DF45FC489BDCE7C98B08C22)] | [added: | [30](#i0d73970f33b449239e6686d7a837cbff_76) | | |]

| PART III | | | [added: | | | | | |]

| Item 10. | [added: | |] [Directors, Executive Officers, and Corporate [removed: Governance](#sC82011CDCC8558F59B46AA4A472FB074)] [added: Governance](#i0d73970f33b449239e6686d7a837cbff_82)] | [removed: [28](#sC82011CDCC8558F59B46AA4A472FB074)] | [added: | [30](#i0d73970f33b449239e6686d7a837cbff_82) | | |]

| Item 11. | [added: | |] [Executive [removed: Compensation](#s774850EB7EA159DFB66BD37E3FE3835D)] [added: Compensation](#i0d73970f33b449239e6686d7a837cbff_85)] | [removed: [29](#s774850EB7EA159DFB66BD37E3FE3835D)] | [added: | [30](#i0d73970f33b449239e6686d7a837cbff_85) | | |]

| Item 12. | [added: | |] [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#s24D5A2BDE7E45E2098EDB24E539945F9)] [added: Matters](#i0d73970f33b449239e6686d7a837cbff_88)] | [removed: [29](#s24D5A2BDE7E45E2098EDB24E539945F9)] | [added: | [31](#i0d73970f33b449239e6686d7a837cbff_88) | | |]

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Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal controls over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

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| --- | --- | --- |

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| --- | --- | --- | --- |

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| --- | --- | --- | --- | --- |

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Our plant utilization was [removed: 49%] [added: 56%] and [removed: 52%] [added: 49%] of total capacity in [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.

[Table of Contents](#s9C434016CFFA58B38DECAE7826263492)

Our shares of common stock are listed and principally traded on the New York Stock Exchange under the trading symbol “NVR.” As of the close of business on February [removed: 14, 2020,] [added: 8, 2021,] there were [removed: 196] [added: 186] shareholders of record of our common stock.

We had three share repurchase authorizations outstanding during the quarter ended December 31, [removed: 2019.][added: 2020.]

On [removed: December 12, 2018, May 2, 2019 and] November 6, 2019, [added: February 12, 2020 and December 14, 2020] we publicly announced the Board of Directors’ approval to repurchase our outstanding common stock in one or more open market and/or privately negotiated transactions, up to an aggregate of $300,000 per authorization.

The following table provides information regarding common stock repurchases during the quarter ended December 31, [removed: 2019:][added: 2020:]

| Period | | [added: | | | |] Total [removed: Number of Shares Purchased] [added: Number of Shares Purchased] | | | [removed: Average Price Paid per] [added: | | | Average Price Paid per] Share | | | | [added: | |] Total Number [removed: of Shares Purchased as] [added: of Shares Purchased as] Part of [removed: Publicly Announced Plans or] [added: Publicly Announced Plans or] Programs | | | [added: | | |] Approximate Dollar Value [removed: of Shares] [added: of Shares] that May [removed: Yet Be] [added: Yet Be] Purchased [removed: Under the] [added: Under the] Plans [removed: or Programs] [added: or Programs] | | |

[removed: |] (1) [removed: | 13,811] [added: 24,011] outstanding shares were repurchased under the [removed: December 12, 2018] [added: November 6, 2019] share repurchase authorization, which fully utilized the authorization. [removed: The remaining 3,621 outstanding shares were repurchased under the May 2, 2019 share repurchase authorization. |]

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

The following graph compares the cumulative total return to holders of our common stock since December 31, [removed: 2014] [added: 2015] with the Dow Jones US Home Construction Index and the S&P 500 Index for that same period, assuming that $100 was invested in NVR stock and the indices on December 31, [removed: 2014.][added: 2015.]

[removed: ][added: ]

| | | [added: | | | |] For the Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | |]

| Comparison of 5 Year Cumulative Total Return | | [removed: 2014] | | | | 2015 | | | | [added: | |] 2016 | | | | [added: | |] 2017 | | | | [added: | |] 2018 | | | | [added: | |] 2019 | | | [added: | | | 2020 | | |]

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| October 1 - 31, 2020 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 400,559 | |

| November 1 - 30, 2020 | | | | | | 1,210 | | | | | | $ | 3,998.84 | | | | | 1,210 | | | | | | $ | 395,721 | |

| December 1 - 31, 2020 (1) | | | | | | 37,525 | | | | | | $ | 3,988.23 | | | | | 37,525 | | | | | | $ | 546,062 | |

| Total | | | | | | 38,735 | | | | | | $ | 3,988.56 | | | | | 38,735 | | | | | | | | |

The remaining 13,514 outstanding shares were repurchased under the February 12, 2020 share repurchase authorization.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| NVR, Inc. | | | | | | $ | 100 | | | | | $ | 102 | | | | | $ | 214 | | | | | $ | 148 | | | | | $ | 232 | | | | | $ | 248 | |

| S&P 500 | | | | | | $ | 100 | | | | | $ | 112 | | | | | $ | 136 | | | | | $ | 130 | | | | | $ | 171 | | | | | $ | 203 | |

| Dow Jones US Home Construction | | | | | | $ | 100 | | | | | $ | 93 | | | | | $ | 165 | | | | | $ | 113 | | | | | $ | 166 | | | | | $ | 206 | |

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| October 1 - 31, 2019 (1) | | 17,432 | | | $ | 3,625.92 | | | 17,432 | | | $ | 286,809 | |

| November 1 - 30, 2019 | | 42,088 | | | $ | 3,556.51 | | | 42,088 | | | $ | 437,122 | |

| December 1 - 31, 2019 | | 31,766 | | | $ | 3,777.03 | | | 31,766 | | | $ | 317,141 | |

| Total | | 91,286 | | | $ | 3,646.51 | | | 91,286 | | | | | |

| | |

| --- | --- |

On February 12, 2020, the Board of Directors approved a repurchase authorization providing us authorization to repurchase up to an aggregate of $300,000 of our common stock in one or more open market and/or privately negotiated transactions.

| | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| NVR, Inc. | | $ | 100 | | | $ | 129 | | | $ | 131 | | | $ | 275 | | | $ | 191 | | | $ | 299 | |

| S&P 500 | | $ | 100 | | | $ | 101 | | | $ | 114 | | | $ | 138 | | | $ | 132 | | | $ | 174 | |

| Dow Jones US Home Construction | | $ | 100 | | | $ | 110 | | | $ | 103 | | | $ | 181 | | | $ | 124 | | | $ | 183 | |

| | | [added: | | | |] Year Ended December 31, | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]

| | | [added: | | | | 2020 | | | | | |] 2019 | | | | [added: | |] 2018 | | | | [removed: 2017] | | [added: 2017] | | [removed: 2016] | | | | [removed: 2015] [added: 2016] | | |

| Consolidated income statement data: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Homebuilding data: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Revenues | | [added: | | | |] $ | [removed: 7,220,844] [added: 7,328,889] | | | [added: | |] $ | [removed: 7,004,304] [added: 7,220,844] | | | [added: | |] $ | [removed: 6,175,521] [added: 7,004,304] | | | [added: | |] $ | [removed: 5,709,223] [added: 6,175,521] | | | [added: | |] $ | [removed: 5,065,200] [added: 5,709,223] | |

| Gross profit | | [added: | | | |] $ | [removed: 1,370,982] [added: 1,391,488] | | | [added: | |] $ | [removed: 1,312,177] [added: 1,370,982] | | | [added: | |] $ | [removed: 1,185,143] [added: 1,312,177] | | | [added: | |] $ | [removed: 1,001,362] [added: 1,185,143] | | | [added: | |] $ | [removed: 946,418] [added: 1,001,362] | |

| Homebuilding income | | [added: | | | |] $ | [removed: 923,879] [added: 937,960] | | | [added: | |] $ | [removed: 871,106] [added: 923,879] | | | [added: | |] $ | [removed: 776,370] [added: 871,106] | | | [added: | |] $ | [removed: 601,102] [added: 776,370] | | | [added: | |] $ | [removed: 555,329] [added: 601,102] | |

| Mortgage Banking data: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Mortgage banking fees | | [added: | | | |] $ | [removed: 167,820] [added: 208,034] | | | [added: | |] $ | [removed: 159,370] [added: 167,820] | | | [added: | |] $ | [removed: 130,319] [added: 159,370] | | | [added: | |] $ | [removed: 113,321] [added: 130,319] | | | [added: | |] $ | [removed: 93,808] [added: 113,321] | |

| Mortgage banking income | | [added: | | | |] $ | [removed: 101,916] [added: 140,073] | | | [added: | |] $ | [removed: 88,626] [added: 101,916] | | | [added: | |] $ | [removed: 70,541] [added: 88,626] | | | [added: | |] $ | [removed: 60,595] [added: 70,541] | | | [added: | |] $ | [removed: 47,883] [added: 60,595] | |

| Consolidated data: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Net income | | [added: | | | |] $ | [removed: 878,539] [added: 901,248] | | | [added: | |] $ | [removed: 797,197] [added: 878,539] | | | [added: | |] $ | [removed: 537,521] [added: 797,197] | | | [added: | |] $ | [removed: 425,262] [added: 537,521] | | | [added: | |] $ | [removed: 382,927] [added: 425,262] | |

| Earnings per share: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Basic | | [added: | | | |] $ | [removed: 241.31] [added: 244.11] | | | [added: | |] $ | [removed: 219.58] [added: 241.31] | | | [added: | |] $ | [removed: 144.00] [added: 219.58] | | | [added: | |] $ | [removed: 110.53] [added: 144.00] | | | [added: | |] $ | [removed: 95.21] [added: 110.53] | |

| Diluted | | [added: | | | |] $ | [removed: 221.13] [added: 230.11] | | | [added: | |] $ | [removed: 194.80] [added: 221.13] | | | [added: | |] $ | [removed: 126.77] [added: 194.80] | | | [added: | |] $ | [removed: 103.61] [added: 126.77] | | | [added: | |] $ | [removed: 89.99] [added: 103.61] | |

| Weighted average number of shares outstanding: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Basic | | [added: | | | | 3,692 | | | | | |] 3,641 | | | | [added: | |] 3,631 | | | | [removed: 3,733] | | [added: 3,733] | | [removed: 3,847] | | | | [removed: 4,022] [added: 3,847] | | |

| Diluted | | [added: | | | | 3,917 | | | | | |] 3,973 | | | | [added: | |] 4,092 | | | | [removed: 4,240] | | [added: 4,240] | | [removed: 4,104] | | | | [removed: 4,255] [added: 4,104] | | |

| | | [added: | | | |] December 31, | | | | | | | | | | | | | | | | | | | [added: | | | | | | | |]

| Consolidated balance sheet data: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Homebuilding inventory | | [added: | | | |] $ | [removed: 1,347,288] [added: 1,709,082] | | | [added: | |] $ | [removed: 1,253,110] [added: 1,347,288] | | | [added: | |] $ | [removed: 1,246,199] [added: 1,253,110] | | | [added: | |] $ | [removed: 1,092,100] [added: 1,246,199] | | | [added: | |] $ | [removed: 1,006,526] [added: 1,092,100] | |

| Contract land deposits, net | | [added: | | | |] $ | [removed: 413,851] [added: 387,628] | | | [added: | |] $ | [removed: 396,177] [added: 413,851] | | | [added: | |] $ | [removed: 370,429] [added: 396,177] | | | [added: | |] $ | [removed: 379,844] [added: 370,429] | | | [added: | |] $ | [removed: 343,295] [added: 379,844] | |

| Total assets | | [added: | | | |] $ | [removed: 3,809,815] [added: 5,777,141] | | | [added: | |] $ | [removed: 3,165,933] [added: 3,809,815] | | | [added: | |] $ | [removed: 2,989,279] [added: 3,165,933] | | | [added: | |] $ | [removed: 2,643,943] [added: 2,989,279] | | | [added: | |] $ | [removed: 2,511,718] [added: 2,643,943] | |

| Senior notes | | [added: | | | |] $ | [removed: 598,301] [added: 1,517,395] | | | [added: | |] $ | [removed: 597,681] [added: 598,301] | | | [added: | |] $ | [removed: 597,066] [added: 597,681] | | | [added: | |] $ | [removed: 596,455] [added: 597,066] | | | [added: | |] $ | [removed: 595,847] [added: 596,455] | |

| Shareholders’ equity | | [added: | | | |] $ | [removed: 2,341,244] [added: 3,103,074] | | | [added: | |] $ | [removed: 1,808,562] [added: 2,341,244] | | | [added: | |] $ | [removed: 1,605,492] [added: 1,808,562] | | | [added: | |] $ | [removed: 1,304,441] [added: 1,605,492] | | | [added: | |] $ | [removed: 1,239,165] [added: 1,304,441] | |

| Cash dividends per share | | [added: | | | |] $ | — | | | [added: | |] $ | — | | | [added: | |] $ | — | | | [added: | |] $ | — | | | [added: | |] $ | — | |

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Based on that evaluation, the principal executive officer and principal financial officer concluded that the design and operation of these disclosure controls and procedures as of December 31, [removed: 2019] [added: 2020] were effective to provide reasonable assurance that information required to be disclosed in our reports under the Exchange Act, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

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 December 31, [removed: 2019.][added: 2020.]

Our internal control over financial reporting as of December 31, [removed: 2019] [added: 2020] has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their attestation report which is included herein.

[removed: The other information required by Item 10 is incorporated herein by reference to our] [added: Our 2021] Proxy Statement [added: is] expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2020.][added: 2021.]

The information required by this item will be included under the captions "Proposal No.1 - Election of Directors", "Executive Summary" within "Compensation Discussion and Analysis", "Corporate Governance Principles and Board Matters" and ""Delinquent Section 16(a) Reports" within "Security Ownership of Beneficial Owners and Management" in our definitive Proxy Statement for the 2021 Annual Meeting of Shareholders ("2021 Proxy Statement") and is incorporated herein by reference.

Executive Officers of the Registrant

| | | | | |

| --- | --- | --- | --- | --- |

| Name | | Age | | Positions |

| Paul C. Saville | | 64 | | President and Chief Executive Officer of NVR |

| Daniel D. Malzahn | | 50 | | Senior Vice President, Chief Financial Officer and Treasurer of NVR |

| Jeffrey D. Martchek | | 54 | | President of Homebuilding Operations of NVR |

| Paul W. Praylo | | 48 | | Senior Vice President and Chief Operating Officer of NVR |

| Eugene J. Bredow | | 50 | | President of NVRM |

*Paul C.

Saville* was named President and Chief Executive Officer of NVR effective July 1, 2005.

Mr. Saville has been employed by NVR since 1981.

*Daniel D.

Malzahn* was named Senior Vice President in February 2016, and continues to serve as Chief Financial Officer and Treasurer of NVR, roles he has occupied since February 20, 2013.

From February 1, 2004 through February 20, 2013, Mr. Malzahn was Vice President of Planning and Investor Relations of NVR.

Mr. Malzahn has been employed by NVR since 1994.

[Table of Contents](#s9C434016CFFA58B38DECAE7826263492)

*Jeffrey D.

Martchek* was named President of Homebuilding Operations of NVR effective January 1, 2016.

From February 2011 through January 1, 2016, Mr. Martchek was Area President for the Maryland and Virginia homebuilding operations.

Mr. Martchek has been employed by NVR since 1988.

In January 2020, Mr. Martchek provided notice of his intention to retire from NVR.

Mr. Martchek's retirement will be effective upon the orderly transition of his duties.

*Paul W.

Praylo* was hired as Senior Vice President and Chief Operating Officer effective January 28, 2019.

Prior to joining NVR, Mr. Praylo was employed by AECOM as Chief Operating Officer of the Construction Services Group from January 2017 to January 2019 and Chief Financial Officer of the Construction Services Group from July 2010 to December 2016.

*Eugene J.

Bredow* was named President of NVRM effective April 1, 2019.

Mr. Bredow served as Senior Vice President and Chief Administrative Officer from March 1, 2018 through March 31, 2019.

Mr. Bredow served as Vice President and Controller from June 1, 2012 and Chief Accounting Officer from February 2016 until March 1, 2018.

Mr. Bredow has been employed by NVR since 2004.

[removed: Item 11 is incorporated herein by reference to our] [added: Our 2021] Proxy Statement [added: is] expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2020.][added: 2021.]

The information required by this item will be included under the caption "Compensation Discussion and Analysis" in our 2021 Proxy Statement and is incorporated herein by reference.

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

[removed: Item 12 is incorporated herein by reference to our] [added: Our 2021] Proxy Statement [added: is] expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2020.][added: 2021.]

| Plan category | | [added: | | | |] Number of securities to [removed: be issued] [added: be issued] upon exercise [removed: of outstanding options, warrants] [added: of outstanding options, warrants] and rights | | | [removed: Weighted-average exercise] [added: | | | Weighted-average exercise] price [removed: of outstanding options, warrants] [added: of outstanding options, warrants] and rights | | | | [added: | |] Number of [removed: securities remaining] [added: securities remaining] available [removed: for future] [added: for future] issuance [removed: under equity compensation plans (excluding securities] [added: under equity compensation plans (excluding securities] reflected in [removed: the first] [added: the first] column) | | [added: |]

| Equity compensation plans [added: not] approved by security holders [removed: (1)] | | [removed: 753,796] | | | [added: | — | | | | | |] $ | [removed: 2,007.52] [added: —] | | | [removed: 287,291] | | [added: — | | |]

| Equity compensation plans [removed: not] approved by security holders [added: (1)] | | [removed: 10,504] | | | [added: | 611,024 | | | | | |] $ | [removed: 703.00] [added: 2,229.01] | | | [removed: —] | | [added: 281,280 | | |]

The following table summarizes our equity compensation plans as of December 31, 2020:

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total | | | | | | 611,024 | | | | | | $ | 2,229.01 | | | | | 281,280 | | |

(1)This category includes the restricted share units (“RSUs”) authorized to be issued under the 2010 and 2018 Equity Incentive Plans.

At December 31, 2020, there were 17,598 RSUs outstanding.

Of the total 281,280 shares remaining available for future issuance under the shareholder approved plans, up to a total of 36,520 may be issued as RSUs.

The weighted-average exercise price of outstanding options under security holder approved plans was $2,295.11.

The remaining information required by this item will be included under the caption "Security Ownership of Certain Beneficial Owners and Management" in our 2021 Proxy Statement and is incorporated herein by reference.

The table below sets forth information as of December 31, 2019 for (i) all equity compensation plans approved by our shareholders and (ii) all equity compensation plans not approved by our shareholders:

| | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total | | 764,300 | | | $ | 1,989.60 | | | 287,291 | |

| | |

| --- | --- |

| (1) | This category includes the restricted share units (“RSUs”) authorized to be issued under the 2010 Equity Incentive Plan, which was approved by our shareholders at our May 4, 2010 Annual Meeting. At December 31, 2019, there were 15,368 RSUs outstanding. Of the total 287,291 shares remaining available for future issuance under the shareholder approved plans, up to a total of 40,200 may be issued as RSUs. The weighted-average exercise price of outstanding options under security holder approved plans was $2,049.30. |

Equity compensation plans approved by our shareholders include: the 2010 Equity Incentive Plan, the 2014 Equity Incentive Plan, and the 2018 Equity Incentive Plan.

The only equity compensation plan that was not approved by our shareholders is the 2000 Broadly-Based Stock Option Plan.

See Note 12 in the accompanying consolidated financial statements for a description of each of our equity compensation plans.

[removed: Item 13 is incorporated herein by reference to our] [added: Our 2021] Proxy Statement [added: is] expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2020.][added: 2021.]

The information required by this item will be included under the caption "Corporate Governance Principles and Board Matters" in our 2021 Proxy Statement and is incorporated herein by reference.

[removed: Item 14 is incorporated herein by reference to our] [added: Our 2021] Proxy Statement expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2020.][added: 2021.]

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

The information required by this item will be included under the caption "Proposal No. 2 - Ratification of Appointment of Independent Auditor"in our 2021 Proxy Statement and is incorporated herein by reference.

| | | | | [added: | | | | | | | |] Incorporated by Reference | | | | | | | [added: | | | | | | | | | | | | | |]

| Exhibit Number | | [added: | | | |] Exhibit Description | | [added: | | | |] Form | | [removed: File Number] | | [removed: Exhibit Number] | | [added: File Number | | | | | | Exhibit Number | | | | | |] Filing Date | [added: | |]

| 3.1 | | [added: | | | |] [Restated Articles of Incorporation of NVR, Inc.](http://www.sec.gov/Archives/edgar/data/906163/000095012311018386/w79861exv3w1.htm) | | [added: | | | |] 10-K | | | | [added: | | | | | | | |] 3.1 | | [added: | | | |] 2/25/2011 | [added: | |]

| 3.2 | | [added: | | | |] [Bylaws, as amended, of NVR, Inc.](http://www.sec.gov/Archives/edgar/data/906163/000119312516508404/d161848dex31.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 3.1 | | [added: | | | |] 3/17/2016 | [added: | |]

| 4.1 | | [added: | | | |] [Indenture dated as of April 14, 1998 between NVR, Inc., as issuer and the Bank of New York as trustee.](http://www.sec.gov/Archives/edgar/data/906163/0000928385-98-000803.txt) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 4.3 | | [added: | | | |] 4/23/1998 | [added: | |]

| 4.2 | | [added: | | | |] [Form of Note (included in Indenture).](http://www.sec.gov/Archives/edgar/data/906163/0000928385-98-000803.txt) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 4.5 | | [added: | | | |] 4/23/1998 | [added: | |]

| 4.3 | | [added: | | | |] [Fifth Supplemental Indenture dated September 10, 2012 among NVR, Inc. and U.S. Bank Trust National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312512386359/d408355dex41.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 4.1 | | [added: | | | |] 9/10/2012 | [added: | |]

| [removed: 4.4] [added: 4.7] | | [added: | | | |] [Form of Global Note.](http://www.sec.gov/Archives/edgar/data/906163/000119312512386359/d408355dex42.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 4.2 | | [added: | | | |] 9/10/2012 | [added: | |]

| [removed: 4.5] [added: 4.8] | | [added: | | | |] [Description of Securities of NVR, [removed: Inc. Filed herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000026/a2019ex45.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000026/a2019ex45.htm)] | | | | | | [added: 10-K] | | | [added: | | | | | | | | | 4.5 | | | | | | 2/19/2020 | | |]

| 10.1* | | [added: | | | |] [Amended and Restated Employment Agreement between NVR, Inc. and Paul C. Saville dated November 4, 2015.](http://www.sec.gov/Archives/edgar/data/906163/000156459015009895/nvr-ex101_323.htm) | | [added: | | | |] 10-Q | | | | [added: | | | | | | | |] 10.1 | | [added: | | | |] 11/6/2015 | [added: | |]

| 10.2* | | [added: | | | |] [Amended and Restated Employment Agreement between NVR, Inc. and Daniel D. Malzahn dated November 4, 2015.](http://www.sec.gov/Archives/edgar/data/906163/000156459015009895/nvr-ex102_324.htm) | | [added: | | | |] 10-Q | | | | [added: | | | | | | | |] 10.2 | | [added: | | | |] 11/6/2015 | [added: | |]

| [removed: 10.4*] [added: 10.3*] | | [added: | | | |] [Amended and Restated Employment Agreement between NVR, Inc. and Eugene J. Bredow dated November 4, 2015.](http://www.sec.gov/Archives/edgar/data/906163/000156459015009895/nvr-ex104_326.htm) | | [added: | | | |] 10-Q | | | | [added: | | | | | | | |] 10.4 | | [added: | | | |] 11/6/2015 | [added: | |]

| [removed: 10.5*] [added: 10.6*] | | [added: | | | |] [Employment Agreement between NVR, Inc. and [removed: Jeffrey D. Martchek] [added: Paul W. Praylo] dated January [removed: 1, 2016.](http://www.sec.gov/Archives/edgar/data/906163/000156459016012809/nvr-ex105_390.htm)] [added: 28, 2019.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex108.htm)] | | [added: | | | |] 10-K | | | | [removed: 10.5] | | [removed: 2/17/2016] | [added: | | | | | 10.8 | | | | | | 2/13/2019 | | |]

| [removed: 10.6*] [added: 10.4*] | | [added: | | | |] [Amendment No. 1 to Employment Agreement between NVR, Inc. and [removed: Jeffrey D. Martchek] [added: Eugene J. Bredow] dated [removed: April 18, 2017.](http://www.sec.gov/Archives/edgar/data/906163/000156459017006662/nvr-ex101_6.htm)] [added: March 1, 2018.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000026/exhibit10_1.htm)] | | [removed: 8-K] | | | | [added: 10-Q | | | | | | | | | | | |] 10.1 | | [removed: 4/18/2017] | [added: | | | 5/1/2018 | | |]

| [removed: 10.7*] [added: 10.5*] | | [added: | | | |] [Amendment No. [removed: 1] [added: 2] to Employment Agreement between NVR, Inc. and Eugene J. Bredow dated [removed: March] [added: April] 1, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000026/exhibit10_1.htm)] [added: 2019.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000070/exhibit10_2.htm)] | | [added: | | | |] 10-Q | | | | [removed: 10.1] | | [removed: 5/1/2018] | [added: | | | | | 10.2 | | | | | | 5/1/2019 | | |]

| 10.11* | | [added: | | | |] [Profit Sharing Plan of NVR, Inc. and Affiliated Companies.](http://www.sec.gov/Archives/edgar/data/906163/0000928385-97-001029.txt) | | [added: | | | |] S-8 | | [added: | | | |] 333-29241 | | [added: | | | |] 4.1 | | [added: | | | |] 6/13/1997 | [added: | |]

| 10.12* | | [added: | | | |] Employee Stock Ownership Plan of NVR, Inc. | | [added: | | | |] 10-K/A | | | | | | [added: | | | | | | | | | | | |] 12/31/1994 | [added: | |]

[removed: [Table] [added: [Table] of [removed: Contents](#s9C434016CFFA58B38DECAE7826263492)][added: Contents](#i0d73970f33b449239e6686d7a837cbff_7)]

| [removed: 10.14*] [added: 10.13*] | | [added: | | | |] [Amended and Restated NVR, Inc. Nonqualified Deferred Compensation Plan.](http://www.sec.gov/Archives/edgar/data/906163/000156459015009895/nvr-ex105_283.htm) | | [added: | | | |] 10-Q | | | | [added: | | | | | | | |] 10.5 | | [added: | | | |] 11/6/2015 | [added: | |]

| [removed: 10.15*] [added: 10.14*] | | [added: | | | |] [First Amendment to NVR, Inc. Nonqualified Deferred Compensation Plan.](http://www.sec.gov/Archives/edgar/data/906163/000156459017001623/nvr-ex1036_559.htm) | | [added: | | | |] 10-K | | | | [added: | | | | | | | |] 10.36 | | [added: | | | |] 2/15/2017 | [added: | |]

| [removed: 10.16*] [added: 10.15*] | | [added: | | | |] [Description of the Board of Directors’ compensation arrangement.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex_1015.htm) | | [added: | | | |] 10-K | | | | [added: | | | | | | | |] 10.15 | | [added: | | | |] 2/13/2019 | [added: | |]

| [removed: 10.17*] [added: 10.16*] | | [added: | | | |] [NVR, Inc. 2018 Equity Incentive Plan](http://www.sec.gov/Archives/edgar/data/906163/000119312518149765/d578284ds8.htm) | | [added: | | | |] S-8 | | [added: | | | |] 333-224629 | | [added: | | | |] 10.1 | | [added: | | | |] 5/3/2018 | [added: | |]

| [removed: 10.18*] [added: 10.17*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Management time-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_1.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.1 | | [added: | | | |] 5/14/2018 | [added: | |]

| [removed: 10.19*] [added: 10.18*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Director time-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_2.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.2 | | [added: | | | |] 5/14/2018 | [added: | |]

| [removed: 10.20*] [added: 10.19*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Management performance-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_3.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.3 | | [added: | | | |] 5/14/2018 | [added: | |]

| [removed: 10.21*] [added: 10.20*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Director performance-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_4.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.4 | | [added: | | | |] 5/14/2018 | [added: | |]

| [removed: 10.22*] [added: 10.21*] | | [added: | | | |] [The Form of Restricted Share Units Agreement (Management grants) under the NVR, Inc. 2018 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_5.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.5 | | [added: | | | |] 5/14/2018 | [added: | |]

| [removed: 10.23*] [added: 10.22*] | | [added: | | | |] [The Form of Restricted Share Units Agreement (Director grants) under the NVR, Inc. 2018 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_6.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.6 | | [added: | | | |] 5/14/2018 | [added: | |]

| [removed: 10.24*] [added: 10.23*] | | [added: | | | |] [NVR, Inc. 2014 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514186839/d722339dex101.htm) | | [added: | | | |] S-8 | | [added: | | | |] 333-195756 | | [added: | | | |] 10.1 | | [added: | | | |] 5/7/2014 | [added: | |]

| [removed: 10.25*] [added: 10.24*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Management time-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000007/ex1015.htm) | | [added: | | | |] 10-K | | | | [added: | | | | | | | |] 10.2 | | [added: | | | |] 2/14/2018 | [added: | |]

| [removed: 10.26*] [added: 10.25*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Director time-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex101.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.2 | | [added: | | | |] 5/7/2014 | [added: | |]

| [removed: 10.27*] [added: 10.26*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Management performance-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000007/ex1017.htm) | | [added: | | | |] 10-K | | | | [added: | | | | | | | |] 10.17 | | [added: | | | |] 2/14/2018 | [added: | |]

| [removed: 10.28*] [added: 10.27*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Director performance-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex104.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.4 | | [added: | | | |] 5/7/2014 | [added: | |]

| [removed: 10.29*] [added: 10.28*] | | [added: | | | |] [NVR, Inc. 2010 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310043500/w78342exv10w1.htm) | | [added: | | | |] S-8 | | [added: | | | |] 333-166512 | | [added: | | | |] 10.1 | | [added: | | | |] 5/4/2010 | [added: | |]

| [removed: 10.30*] [added: 10.29*] | | [added: | | | |] [The Amended Form of Non-Qualified Stock Option Agreement (Management grants) under the NVR, Inc. 2010 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex1029.htm) | | [added: | | | |] 10-K | | | | [added: | | | | | | | |] 10.29 | | [added: | | | |] 2/13/2019 | [added: | |]

| [removed: 10.31*] [added: 10.30*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Management performance-based grants) under the NVR, Inc. 2010 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex1030.htm) | | [added: | | | |] 10-K | | | | [added: | | | | | | | |] 10.30 | | [added: | | | |] 2/13/2019 | [added: | |]

| [removed: 10.32*] [added: 10.31*] | | [added: | | | |] [The Form of Non-Qualified Stock Option Agreement (Director grants) under the NVR, Inc. 2010 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w2.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.2 | | [added: | | | |] 5/6/2010 | [added: | |]

| [removed: 10.33*] [added: 10.32*] | | [added: | | | |] [The Form of Restricted Share Units Agreement (Management grants) under the NVR, Inc. 2010 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312513310039/d540338dex102.htm) | | [added: | | | |] 10-Q | | | | [added: | | | | | | | |] 10.2 | | [added: | | | |] 7/30/2013 | [added: | |]

| [removed: 10.34*] [added: 10.33*] | | [added: | | | |] [The Form of Restricted Share Units Agreement (Director grants) under the NVR, Inc. 2010 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w4.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.4 | | [added: | | | |] 5/6/2010 | [added: | |]

| [removed: 10.36] [added: 10.34] | | [added: | | | |] [Amended and Restated Master Repurchase Agreement dated as of August 2, 2011, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex101.htm) | | [added: | | | |] 8-K | | | | [added: | | | | | | | |] 10.1 | | [added: | | | |] 1/21/2016 | [added: | |]

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 4.4 | | | | | | [Sixth Supplemental Indenture dated as of May 4, 2020 among NVR, Inc. and U.S. Bank Trust National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312520132497/d907303dex41.htm) | | | | | | 8-K | | | | | | | | | | | | 4.1 | | | | | | 5/4/2020 | | |

| 4.5 | | | | | | [Seventh Supplemental Indenture dated September 9, 2020 between NVR, Inc. and U.S. Bank Trust National Association](https://www.sec.gov/Archives/edgar/data/906163/000119312520242209/d36727dex41.htm). | | | | | | 8-K | | | | | | | | | | | | 4.1 | | | | | | 9/9/2020 | | |

| 4.6 | | | | | | [Eighth Supplemental Indenture dated September 17, 2020 between NVR, Inc. and U.S. Bank Trust National Association](https://www.sec.gov/Archives/edgar/data/906163/000119312520248133/d50822dex41.htm). | | | | | | 8-K | | | | | | | | | | | | 4.2 | | | | | | 9/17/2020 | | |

| 10.7* | | | | | | [Extension of Employment Agreement between NVR, Inc. and Paul C. Saville date November 4, 2020.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000090/ex101-extensionofemplo.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 11/4/2020 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | |

| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | | | | File Number | | | | | | Exhibit Number | | | | | | Filing Date | | |

| 10.8* | | | | | | [Extension of Employment Agreement between NVR, Inc. and Daniel D. Malzahn date November 4, 2020.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000090/ex102-extensionofemplo.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.2 | | | | | | 11/4/2020 | | |

| 10.9* | | | | | | [Extension of Employment Agreement between NVR, Inc. and Paul W. Praylo date November 4, 2020.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000090/ex103-extensionofemplo.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.3 | | | | | | 11/4/2020 | | |

| 10.10* | | | | | | [Extension of Employment Agreement between NVR, Inc. and Eugene J. Bredow date November 4, 2020.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000090/ex104-extensionofemplo.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.4 | | | | | | 11/4/2020 | | |

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | |

| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | | | | File Number | | | | | | Exhibit Number | | | | | | Filing Date | | |

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | |

| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | | | | File Number | | | | | | Exhibit Number | | | | | | Filing Date | | |

| 10.46 | | | | | | [Twelfth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 8, 2020 between NVR Mortgage Finance, Inc. and U.S. Bank National Association](https://www.sec.gov/Archives/edgar/data/906163/000090616320000075/exhibit101.htm). | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 8/3/2020 | | |

| 10.48 | | | | | | [Amended and Restated](https://www.sec.gov/Archives/edgar/data/906163/000090616321000017/a2020ex1048.htm) [Credit Agreement dated as of February 12, 2021 among NVR, Inc. and the lenders party hereto, Bank of America, N.A., as Administrative Agent and BofA Securities, Inc. as Sole Lead Arranger and Sole Book Runner. Filed herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616321000017/a2020ex1048.htm) | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

| NVR, Inc. | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| /s/ Sallie B. Bailey | | | | | | Director | | | | | | February 12, 2021 | | |

| Sallie B. Bailey | | | | | | | | | | | | | | |

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

We identified the assessment of the lot deposit reserve as a critical audit matter.

Such assessment involved measurement uncertainty that required subjective auditor judgment.

February 12, 2021

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

February 12, 2021

[Table of Contents](#i0d73970f33b449239e6686d7a837cbff_7)

| | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| 10.8* | | [Amendment No. 2 to Employment Agreement between NVR, Inc. and Jeffrey D. Martchek dated April 1, 2019.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000070/exhibit10_1.htm) | | 10-Q | | | | 10.1 | | 5/1/2019 |