NVR (NVR) 10-K risk factor changes: FY2022 vs FY2021
The 2022-12-31 10-K against the 2021-12-31 one, compared heading by heading and sentence by sentence.
Item 1A11 rewritten8 added5 removed149 unchanged
All filing items735 rewritten255 added135 removed1,409 unchanged
Summary
counted, not written
- Item 1A lists 21 risk factor headings: 0 new, 0 reworded and 21 unchanged since FY2021. 0 headings from FY2021 no longer appear.
- Sentence by sentence, 255 added, 135 removed, 735 rewritten and 1,409 unchanged across 18 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2021.
Removed Item 1A headings (0)
Every FY2021 risk factor heading is still here, word for word or reworded.
A heading is new when no FY2021 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2022; struck-through words were in FY2021. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors.
11 rewritten, 8 added, 5 removed, 149 unchanged
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
In particular, during [removed: 2021,] [added: 2022,] approximately 16% of our home settlements, [removed: which accounted] [added: accounting] for [removed: 22%] [added: 21%] of our homebuilding [removed: revenues,] [added: revenue,] occurred in the Washington, D.C. metropolitan area.
The cost of satisfying our legal obligations in these instances may be significant, and we may be unable to recover the cost of [removed: repair] [added: repairs] from subcontractors, suppliers and insurers.
All of the loans that we originate are [added: underwritten to the standards and specifications of the ultimate investor.]
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.]
As part of our normal business activities, we collect and store certain confidential information, including personal information of homebuyers/borrowers and information about employees, vendors and [removed: suppliers.][added: suppliers, some of which is processed and stored on third party vendor platforms.]
As of December 31, [removed: 2021] [added: 2022] we had [removed: $1.5 billion] [added: $900 million] in senior notes outstanding.
Risks Related to [removed: the COVID-19 Pandemic and] Other External Risks
These developments and other consequences of [removed: the] [added: an] outbreak could materially and adversely affect our operations, profitability and cash flows.
The COVID-19 pandemic [removed: has] had a significant impact on [removed: all facets of] our [removed: business.][added: supply chains.]
[removed: 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.
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
repurchases or early payment default occur.
Our management team regularly reviews our response readiness and completes tabletop exercises on potential cybersecurity breaches with the assistance of a third party cybersecurity consultant.
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
There is no guarantee that a future outbreak of COVID-19 or any other widespread epidemics will not occur.
Over the long term, these disruptions could lower demand for our products, impair our ability to
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
underwritten to the standards and specifications of the ultimate investor.
In 2021, we had an external review of our cybersecurity program performed by a third party, which allowed us to enhance our overall program.
Our primary focus during the pandemic has been to do everything we can to ensure the safety and well-being of our employees, customers and trade partners.
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.
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.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
203 rewritten, 88 added, 34 removed, 260 unchanged
This section of this Form 10-K generally discusses [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] items and year-to-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]
Discussions of [removed: 2019] [added: 2020] items and year-to-year comparisons between [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] 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 our Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2020.][added: 2021.]
We [removed: expect to] continue to [removed: face these disruptions well into 2022 and continue to] work closely with our suppliers and trade partners to manage these [removed: disruptions.][added: disruptions and reduce construction cycle times.]
[removed: As a result,] [added: We also expect to continue to face cost pressures related to building materials, labor and land costs, as well as pricing pressures, which will impact] profit margins [removed: will be impacted] based on our ability to manage these costs while balancing sales pace and [removed: pricing.][added: declining home prices.]
Although we are unable to predict the extent to which this will impact our operational and financial performance, we believe that we are well positioned to take advantage of opportunities that may arise from future economic and homebuilding market volatility due to the strength of our balance [removed: sheet.][added: sheet and our disciplined lot acquisition strategy.]
| *South East:* | | | | | | North Carolina, South Carolina, [added: Georgia,] Florida and Tennessee | | |
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
As of December 31, [removed: 2021,] [added: 2022,] we controlled approximately [removed: 124,900] [added: 131,900] lots as discussed below.
We controlled approximately [removed: 122,800] [added: 125,100] lots under LPAs with third parties through deposits in cash and letters of credit totaling approximately [removed: $521,900] [added: $543,100] and [removed: $10,100,] [added: $6,900,] respectively.
Included in the number of controlled lots are approximately [removed: 4,900] [added: 11,200] lots for which we have recorded a contract land deposit impairment reserve of approximately [removed: $30,000] [added: $57,100] as of December 31, [removed: 2021.][added: 2022.]
We had an aggregate investment totaling approximately [removed: $20,300] [added: $27,200] in [removed: four] [added: five] JVs, expected to produce approximately [removed: 2,300] [added: 5,300] lots.
Of the lots to be produced by the JVs, approximately [removed: 1,900] [added: 4,900] lots were controlled by us and approximately 400 lots were either under contract with unrelated parties or currently not under contract.
We owned land with a carrying value of approximately [removed: $12,100] [added: $27,100] that we intend to develop into approximately [removed: 200] [added: 1,900] finished lots.
We had additional funding commitments of approximately [removed: $2,700] [added: $2,100] under a joint development agreement related to one project, a portion of which we expect will be offset by development credits of approximately [removed: $800.][added: $900.]
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: 15,500] [added: 19,300] lots.
These properties are controlled with cash deposits totaling approximately [removed: $5,300] [added: $10,100] as of December 31, [removed: 2021,] [added: 2022,] of which approximately [removed: $3,400] [added: $2,500] is refundable if we do not perform under the contract.
Our consolidated revenues for the year ended December 31, [removed: 2021] [added: 2022] totaled [removed: $8,951,025,] [added: $10,526,434,] an increase of [removed: 19%] [added: 18%] from [removed: $7,536,923] [added: $8,951,025] in [removed: 2020.][added: 2021.]
Our net income for [removed: 2021] [added: 2022] was [removed: $1,236,719,] [added: $1,725,575,] or [removed: $320.48] [added: $491.82] per diluted share, increases of [removed: 37%] [added: 40%] and [removed: 39%] [added: 53%] compared to [removed: 2020] [added: 2021] net income and diluted earnings per share, respectively.
Our homebuilding gross profit margin percentage was [removed: 22.3%] [added: 25.8%] in [removed: 2021] [added: 2022] compared to [removed: 19.0%] [added: 22.3%] in [removed: 2020.][added: 2021.]
Settlements for the year ended December 31, [removed: 2021] [added: 2022] totaled [removed: 21,540] [added: 22,732] units, an increase of [removed: 9%] [added: 6%] from [removed: 2020.][added: 2021.]
New orders, net of cancellations (“New Orders”) during [removed: 2021] [added: 2022] were [removed: 22,721,] [added: 19,164,] a decrease of [removed: 2%] [added: 16%] from [removed: 2020] [added: 2021] while our average New Order sales price increased [removed: 15%] [added: 6%] to [removed: $436.1] [added: $462.8] in [removed: 2021.][added: 2022.]
Our backlog of homes sold but not yet settled with the customer as of December 31, [removed: 2021 increased] [added: 2022 decreased] on a unit basis by [removed: 10%] [added: 28%] to [removed: 12,730] [added: 9,162] units and [removed: increased] [added: decreased] on a dollar basis by [removed: 26%] [added: 25%] to [removed: $5,782,035] [added: $4,325,876] when compared to December 31, [removed: 2020.][added: 2021.]
Income before tax from our mortgage banking segment totaled [removed: $171,604] [added: $122,150] in [removed: 2021, an increase] [added: 2022, a decrease] of [removed: 23%] [added: 29%] when compared to [removed: $140,073] [added: $171,604] in [removed: 2020] [added: 2021] due primarily to [removed: an increase] [added: a decrease] in secondary marketing gains on sales of loans.
| | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |
| Revenues | | | | | | $ | [removed: 8,701,693] [added: 10,326,770] | | | | | $ | [removed: 7,328,889] [added: 8,701,693] | | | | | $ | [removed: 7,220,844] [added: 7,328,889] | |
| Gross profit margin | | | | | | $ | [removed: 1,938,578] [added: 2,664,499] | | | | | $ | [removed: 1,391,488] [added: 1,938,578] | | | | | $ | [removed: 1,370,982] [added: 1,391,488] | |
| Gross profit margin percentage | | | | | | [removed: 22.3] [added: 25.8] | | % | | | | [removed: 19.0] [added: 22.3] | | % | | | | 19.0 | | % |
| Selling, general and administrative expenses | | | | | | $ | [removed: 474,808] [added: 532,353] | | | | | $ | [removed: 431,008] [added: 474,808] | | | | | $ | [removed: 447,547] [added: 431,008] | |
| New orders (units) | | | | | | [removed: 22,721] [added: 19,164] | | | | | | [removed: 23,082] [added: 22,721] | | | | | | [removed: 19,536] [added: 23,082] | | |
| Average new order price | | | | | | $ | [removed: 436.1] [added: 462.8] | | | | | $ | [removed: 380.1] [added: 436.1] | | | | | $ | [removed: 368.4] [added: 380.1] | |
| Settlements (units) | | | | | | [removed: 21,540] [added: 22,732] | | | | | | [removed: 19,766] [added: 21,540] | | | | | | [removed: 19,668] [added: 19,766] | | |
| Average settlement price | | | | | | $ | [removed: 403.9] [added: 454.3] | | | | | $ | [removed: 370.8] [added: 403.9] | | | | | $ | [removed: 367.1] [added: 370.8] | |
| Backlog (units) | | | | | | [removed: 12,730] [added: 9,162] | | | | | | [removed: 11,549] [added: 12,730] | | | | | | [removed: 8,233] [added: 11,549] | | |
| Average backlog price | | | | | | $ | [removed: 454.2] [added: 472.2] | | | | | $ | [removed: 396.2] [added: 454.2] | | | | | $ | [removed: 380.2] [added: 396.2] | |
| New order cancellation rate | | | | | | [removed: 9.2] [added: 14.2] | | % | | | | [removed: 14.9] [added: 9.2] | | % | | | | [removed: 14.6] [added: 14.9] | | % |
Homebuilding revenues increased 19% in [removed: 2021] [added: 2022] compared to [removed: 2020,] [added: 2021,] as a result of a [removed: 9%] [added: 6%] increase in [removed: both] the number of units settled and [added: a 12% increase] in the average settlement price year over year.
The increase in the number of units settled was [added: largely] attributable to a [removed: 40%] [added: 5%] higher backlog unit balance entering [removed: 2021] [added: 2022] compared to the backlog unit balance entering [removed: 2020, offset partially by a lower backlog turnover rate year over year.][added: 2021.]
The increase in the average settlement price was primarily attributable to a [removed: 4%] [added: 15%] higher average sales price of units in backlog entering [removed: 2021] [added: 2022] compared to [removed: backlog entering 2020] [added: the same period of 2021,] coupled with a [removed: 15%] [added: 10%] increase in the average sales price of New Orders [removed: in] [added: during] the first six months of [removed: 2021] [added: 2022] compared to [removed: the same period in 2020.][added: backlog entering 2021.]
The gross profit margin percentage in [removed: 2021] [added: 2022] increased to [removed: 22.3%] [added: 25.8%] from [removed: 19.0%] [added: 22.3%] in [removed: 2020.][added: 2021.]
Gross profit margins were favorably impacted by the [added: aforementioned] increase in the average settlement price attributable to improved pricing power in prior quarters and improved leveraging of certain operating costs attributable to the increase in settlement activity year over year.
During the second quarter of 2022, we began to experience a significant decline in the demand for new homes as home affordability was negatively impacted by rising mortgage interest rates and higher home prices.
In addition to affordability concerns, current market conditions including a high rate of inflation, anticipated further interest rate increases and the possibility of a recession have contributed to lower consumer confidence levels.
We also faced higher costs for certain materials and labor as strong demand in prior quarters has resulted in increased construction activity and demand for building materials and contractor labor.
These factors have led to supply chain disruptions and longer construction cycle times.
We expect that demand for new homes will continue to be negatively impacted by higher mortgage interest rates and lower consumer confidence driven by affordability issues, high inflation, anticipated further interest rate increases and the possibility of a recession.
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
New Orders were negatively impacted in each of our reportable segments by the significant increase in mortgage interest rates during 2022, resulting in a decline in affordability and in turn, led to lower absorption rates and to an increase in the cancellation rate year over year.
The increase in the average sales price of New Orders was attributable to significant price appreciation resulting from strong demand through the first quarter of 2022.
The increase in SG&A expense year over year was attributable primarily to an increase of approximately $24,800 in equity-based compensation due to a four year block grant of Options and RSUs in the second quarter of 2022, as well as, to an increase of approximately $9,900 in selling and marketing costs and an increase of approximately $6,500 in personnel costs attributable to higher average headcount year over year.
As of December 31, 2022, our backlog decreased on a unit basis by 28% to 9,162 units and on a dollar basis by 25% to $4,325,876 when compared to 12,730 units and $5,782,035, respectively, as of December 31, 2021.
The decrease in both backlog units and dollars was primarily attributable to a 21% decrease in New Orders during the six-month period ending December 31, 2022 compared to the same period in 2021.
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
| | | | | | | 2022 | | | | | | | | | | | | 2021 | | | | | | | | | | | | 2020 | | | | | | | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | | | | 2022 | | | | | | | | | | | | 2021 | | | | | | | | | | | | 2020 | | | | | | | | |
| | | | | | | 2022 | | | | | | | | | | | | 2021 | | | | | | | | | | | | 2020 | | | | | | | | |
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
| | | | | | | 2022 | | | | | | 2021 | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | | | | 2022 | | | | | | 2021 | | |
| | | | | | | 2022 | | | | | | 2021 | | |
| | | | | | | 2022 | | | | | | 2021 | | |
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
The increases in settlements and the average settlement price were primarily attributable to a 10% higher backlog unit balance and a 14% higher average sales price of units in backlog entering 2022 compared to backlog entering 2021.
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
As previously discussed in the "Consolidated Homebuilding" section above, New Orders were negatively impacted by the significant increase in mortgage interest rates.
The increase in the average sales price of New Orders was attributable to significant price appreciation resulting from strong demand through the first quarter of 2022.
New Orders were flat despite a 7% increase in the average number of active communities year over year due primarily to the impact of the significant increase in mortgage interest rates in 2022 as previously discussed in the "Consolidated Homebuilding" section above.
The increase in the average sales price of New Orders was attributable to significant price appreciation resulting from strong demand through the first quarter of 2022.
Gross profit margins were favorably impacted by the aforementioned 11% increase in the average settlement price, offset partially by higher material and labor costs year over year.
As previously discussed in the "Consolidated Homebuilding" section above, New Orders in 2022 were negatively impacted by the significant increase in mortgage interest rates.
The increase in the average sales price of New Orders was attributable to significant price appreciation resulting from strong demand through the first quarter of 2022.
Gross profit margins were favorably impacted by the aforementioned 21% increase in the average settlement price, offset partially by higher material and labor costs year over year.
The decrease in New Orders was primarily attributable to a 12% decrease in the average number of active communities, coupled with the impact of the significant increase in mortgage interest rates in 2022 as previously discussed in the "Consolidated Homebuilding" section above.
The increase in the average sales price of New Orders was attributable to significant price appreciation resulting from strong demand through the first quarter of 2022.
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
Demand for new homes remained strong across each of our markets throughout 2021, driven by historically low mortgage rates and limited housing supply.
As a result, we were able to consistently increase prices throughout the year, allowing us to improve profitability despite rising lumber and other material costs and labor costs.
Additionally, strong housing demand has resulted in increased construction activity and demand for building materials and contractor labor, which, coupled with the ongoing effects of the COVID-19 pandemic, has led to supply chain disruptions and longer construction cycle times.
Although current demand for new homes is strong, there is uncertainty regarding the extent and timing of the supply chain disruption and the effects of the ongoing pandemic and related economic relief efforts on the U.S. economy, inflation, unemployment, consumer confidence, demand for new homes and home affordability.
We expect to continue to face cost pressures related to building materials, particularly lumber, as well as labor and land costs.
The increase in the average sales price of New Orders was primarily attributable to favorable market conditions which, coupled with low housing inventory levels, drove demand and provided us sustained pricing power since the second half of 2020.
The increase in SG&A expense year over year was attributable primarily to increased incentive compensation attributable to stronger performance year over year, as well as increased personnel costs due to increased headcount.
Backlog units and dollars were 12,730 units and $5,782,035, respectively, as of December 31, 2021 compared to 11,549 units and $4,575,899, respectively, as of December 31, 2020.
Backlog units were higher despite an 11% decrease in New Orders during the six-month period ending December 31, 2021 compared to the same period in 2020, due to a lower backlog turnover rate year over year.
Our backlog turnover rate was negatively impacted by a longer production cycle attributable to supply chain disruptions and subcontractor capacity constraints.
Backlog dollars were higher due to a 15% increase in the average sales price of New Orders during the six-month period ended December 31, 2021 compared to the same period in 2020.
Additionally, a substantial majority of our cancellations occur prior to starting construction on a home.
The increase in the average sales price of New Orders year over year was attributable to favorable market conditions which, coupled with low housing inventory levels, drove demand and have provided us sustained pricing power since the second half of 2020.
The increase in the average sales price of New Orders year over year was attributable to favorable market conditions which, coupled with low housing inventory levels, drove demand and provided us sustained pricing power since the second half of 2020.
New Orders were negatively impacted primarily by a 7% decrease in the average number of active communities in 2021 compared to 2020.
The increase in the average sales price of New Orders was attributable to favorable market conditions which, coupled with low housing inventory levels, drove demand and provided us sustained pricing power since the second half of 2020.
The number of units settled were favorably impacted by a 46% higher backlog unit balance entering 2021 compared to the same period in 2020, offset partially by a lower backlog turnover rate year over year.
New Orders and the average sales price of New Orders were higher due to favorable market conditions which, coupled with low housing inventory levels, drove demand and provided us sustained pricing power since the second half of 2020.
(2)The decrease in equity-based compensation expense in 2020 was primarily attributable to stock options issued in 2014 under the 2014 Equity Incentive Plan becoming fully vested in 2019.
In addition, there were higher stock option forfeitures in 2020 compared to 2019.
(4) The decrease in consolidation adjustments and other in 2021 compared to 2020 is driven by changes in lumber prices in 2021.
Due to the significantly higher lumber prices in the first half of 2021, the previously reversed intercompany profits were recognized in subsequent quarters through the consolidation adjustment as homes were settled, and our consolidated homebuilding margins were negatively impacted by the higher lumber costs.
The increase was primarily attributable to a 6% increase in the number of loans closed year over year due primarily to the aforementioned increase in the homebuilding segment’s number of settlements in 2021 as compared to 2020 and an 8% increase in the average loan amount in 2021 compared to 2020.
Segment profit in 2021 increased by approximately $32,900, or 23%, from 2020.
The increase in segment profit was primarily attributable to an increase in mortgage banking fees.
Mortgage banking fees increased by approximately $41,300, or 20%, resulting from the aforementioned increase in loan closing volume and an increase in secondary marketing gains on sales of loans.
Excess tax benefit recognized in 2021 and 2020 were approximately $48,400 and $92,200, respectively.
During 2022, we expect to use cash holdings to repurchase or retire $600,000 in senior notes maturing in September 2022.
We expect to make the majority of these payments within the next three years, and (iii) obligations under operating and finance leases related primarily to office space and our production facilities (see Part I, Item 2 and Note 13 of this Form 10-K for additional discussion of our properties and leases, respectively).
Net cash provided by operating activities was $925,269, due primarily to cash provided by earnings in 2020 and net proceeds of $212,636 from mortgage loan activity.
Cash was primarily used to fund the increase in inventory of $362,384, attributable to an increase in units under construction at December 31, 2020 compared to December 31, 2019.
Net cash used in investing activities in 2020 of $3,933 was primarily used for purchases of property, plant and equipment of $16,119, offset partially by the receipt of capital distributions from our unconsolidated JVs totaling $11,625.
Net cash provided by financing activities in 2020 was $727,642, due primarily to the net proceeds received from the issuance of the 2030 Senior Notes totaling $923,905 and by $180,866 in proceeds from stock option exercises in 2020.
subcontractors’ participation in sharing the cost of corrective action, consultations with third party experts such as engineers, and discussions with our General Counsel and outside counsel retained to handle specific product liability cases.
An excerpt. Shown here: 40 of 203 rewritten, 40 of 88 added and all 34 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. in the FY2022 filing and the FY2021 filing.
Item 7A. Quantitative and Qualitative Disclosure About Market Risk.
11 rewritten, 2 added, 1 removed, 29 unchanged
At December 31, [removed: 2021,] [added: 2022,] there was no debt outstanding under our credit facility or loan repurchase facility.
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: 2021.][added: 2022.]
| | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |
| Average interest rate | | | | | | [removed: 3.0] [added: —] | | % | | | | [removed: —] | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: —] [added: 3.0] | | [added: %] | | | | 3.0 | | % | | | | | | |
| Forward trades of mortgage-backed securities (a) | | | | | | $ | [removed: (218)] [added: (16,060)] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | [removed: (218)] [added: (16,060)] | | | | | $ | [removed: (218)] [added: (16,060)] | |
| Forward loan commitments (a) | | | | | | $ | [removed: 14,159] [added: 11,300] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | [removed: 14,159] [added: 11,300] | | | | | $ | [removed: 14,159] [added: 11,300] | |
| Interest-bearing deposits | | | | | | $ | [removed: 2,251,298] [added: 2,453,692] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | [removed: 2,251,298] [added: 2,453,692] | | | | | $ | [removed: 2,251,298] [added: 2,453,692] | |
| Average interest rate | | | | | | [removed: 0.1] [added: 5.6] | | % | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 0.1] [added: 5.6] | | % | | | | | | |
| Fixed rate obligations | | | | | | $ | [removed: 600,000] [added: —] | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 900,000 | | | | | $ | [removed: 1,500,000] [added: 900,000] | | | | | $ | [removed: 1,552,644] [added: 788,166] | |
| Average interest rate | | | | | | [removed: 4.0] [added: 4.4] | | % | | | | [added: —] | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 2.7] [added: —] | | [removed: %] | | | | [removed: 3.2] [added: 4.4] | | % | | | | | | |
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
| Mortgage loans held for sale | | | | | | $ | 319,481 | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 319,481 | | | | | $ | 316,806 | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| Mortgage loans held for sale | | | | | | $ | 297,896 | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 297,896 | | | | | $ | 302,192 | |
Item 1. Business.
20 rewritten, 2 added, 8 removed, 108 unchanged
We operate in [removed: thirty-four] [added: thirty-five] metropolitan areas in [removed: fourteen] [added: fifteen] states, and Washington, D.C. Our homebuilding operations include the construction and sale of single-family detached homes, townhomes and condominium buildings under three trade names: Ryan Homes, NVHomes and Heartland Homes.
Ryan Homes operates in [removed: thirty-four] [added: thirty-five] metropolitan areas located in Maryland, Virginia, Washington, D.C., [added: Delaware,] West Virginia, Pennsylvania, [added: Ohio,] New York, [added: New Jersey, Indiana, Illinois,] North Carolina, South Carolina, [removed: Florida, Ohio, New Jersey, Delaware, Indiana, Illinois] [added: Georgia, Florida] and Tennessee.
During [removed: 2021,] [added: 2022,] approximately 16% of our home settlements accounting for approximately [removed: 22%] [added: 21%] of our homebuilding revenue occurred in the Washington, D.C. metropolitan area.
NVRM sells [added: almost] all of the mortgage loans it closes into the secondary markets on a servicing released basis.
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
During [removed: 2021,] [added: 2022,] the prices at which we settled homes ranged from approximately [removed: $140,000] [added: $160,000] to [removed: $2] [added: $2.6] million and averaged [removed: $403,900.][added: $454,300.]
During [removed: 2020,] [added: 2021,] our average price of homes settled was [removed: $370,800.][added: $403,900.]
| *South East:* | | | | | | North Carolina, South Carolina, [added: Tennessee,] Florida and [removed: Tennessee] [added: Georgia] | | |
Backlog, which represents homes sold but not yet settled with the customer, totaled [removed: 12,730] [added: 9,162] units and approximately [removed: $5.8] [added: $4.3] billion at December 31, [removed: 2021] [added: 2022] compared to [removed: 11,549] [added: 12,730] units and approximately [removed: $4.6] [added: $5.8] billion at December 31, [removed: 2020.][added: 2021.]
The average price of homes in backlog increased to [removed: $454,200] [added: $472,200] at December 31, [removed: 2021] [added: 2022] from [removed: $396,200] [added: $454,200] at December [removed: 31,2020.][added: 31, 2021.]
Expressed as the total of all cancellations during the period as a percentage of gross sales during the period, our cancellation rate was [removed: 9.2%, 14.9%] [added: 14.2%, 9.2%] and [removed: 14.6%] [added: 14.9%] in [added: 2022,] 2021, [removed: 2020,] and [removed: 2019,] [added: 2020,] respectively.
[removed: Additionally,] [added: During the four quarters of each of 2022, 2021 and 2020,] approximately [added: 4% in 2022,] 3% in [removed: 2021,] [added: 2021] and 6% in [removed: both] 2020 [removed: and 2019,] of a reporting quarter’s opening backlog [removed: balance] cancelled during the quarter.
Other than those units that are cancelled, and subject to potential construction delays [removed: resulting from COVID-19 related restrictions and/or] [added: due to] continued supply chain disruptions, we expect to settle substantially all of our December 31, [removed: 2021] [added: 2022] backlog during [removed: 2022.][added: 2023.]
In the past, such raw materials have been generally available to us in adequate supply, however, [removed: during 2021] increased construction activity and demand for building materials, coupled with the ongoing effects of the COVID-19 pandemic, has led to supply chain disruptions and longer construction cycle [removed: times.][added: times during 2021 and 2022.]
In [removed: 2021,] [added: 2022,] NVRM closed approximately [removed: 17,700] [added: 17,000] loans with an aggregate principal amount of approximately [removed: $6.1] [added: $6.3] billion as compared to approximately [removed: 16,700] [added: 17,700] loans with an aggregate principal amount of approximately [removed: $5.3] [added: $6.1] billion in [removed: 2020.][added: 2021.]
NVRM sells [added: almost] all of the mortgage loans it closes to investors in the secondary markets on a servicing released basis, typically within 30 days from the loan closing.
NVRM’s mortgage loans in process that had not closed had an aggregate principal balance of approximately [removed: $3.9] [added: $2.5] billion as of December 31, [removed: 2021] [added: 2022] compared to approximately [removed: $3.4] [added: $3.9] billion as of December 31, [removed: 2020.][added: 2021.]
As of December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: 6,600] [added: 6,550] full time employees, of whom approximately [removed: 5,600] [added: 5,500] worked in our homebuilding operations, and approximately [removed: 1,000] [added: 1,050] worked in our mortgage banking operations, compared to December 31, [removed: 2020,] [added: 2021,] when we had approximately [removed: 6,100] [added: 6,600] full time employees, of whom approximately [removed: 5,100] [added: 5,600] worked in our homebuilding operations, and approximately 1,000 worked in our mortgage banking operations.
Our compensation philosophy has been consistent for over [removed: 20] [added: 25] years and is designed to motivate and retain highly qualified and experienced employees.
We strive to promote employees from within our workforce, as we believe this provides [added: both long-term success and continuity to our operations and growth for our employees.]
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
Pipeline
NVRM’s cancellation rate was approximately 41%, 40% and 36% in 2021, 2020 and 2019, respectively.
We can provide no assurance that our historical loan cancellation rates are indicative of the actual loan cancellation rate that may occur in future periods.
See “Risk Factors” in Item 1A in this Form 10-K for additional information about factors that could increase our cancellation rate.
both long-term success and continuity to our operations and growth for our employees.
During the past year, 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 COVID-19 pandemic, we implemented safety protocols, such as social distancing on job sites, doing virtual house tours, working remotely and other health and safety standards as required by federal, state and local government agencies.
We believe our employees adapted and have successfully managed the business during the pandemic.
Cover and table of contents
26 rewritten, 4 added, 0 removed, 70 unchanged
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
For the fiscal year ended December 31, [removed: 2021][added: 2022]
The aggregate market value of the voting stock held by non-affiliates of NVR, Inc. on June 30, [removed: 2021,] [added: 2022,] the last business day of NVR, Inc.’s most recently completed second fiscal quarter, was approximately [removed: $16,843,142,000.][added: $12,639,637,000.]
As of February [removed: 14, 2022] [added: 13, 2023] there were [removed: 3,382,726] [added: 3,249,345] 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: 2022] [added: 2023] are incorporated by reference into Part III of this report.
| Item 1. | | | [removed: [Business](#i7590cbd56e444695a540fbe03dbc5f13_13)] [added: [Business](#ibc4ad4997dcb4eec96ab5ab30d046294_13)] | | | [removed: [1](#i7590cbd56e444695a540fbe03dbc5f13_13)] [added: [1](#ibc4ad4997dcb4eec96ab5ab30d046294_13)] | | |
| Item 1A. | | | [Risk [removed: Factors](#i7590cbd56e444695a540fbe03dbc5f13_16)] [added: Factors](#ibc4ad4997dcb4eec96ab5ab30d046294_16)] | | | [removed: [4](#i7590cbd56e444695a540fbe03dbc5f13_16)] [added: [4](#ibc4ad4997dcb4eec96ab5ab30d046294_16)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#i7590cbd56e444695a540fbe03dbc5f13_19)] [added: Comments](#ibc4ad4997dcb4eec96ab5ab30d046294_19)] | | | [removed: [9](#i7590cbd56e444695a540fbe03dbc5f13_19)] [added: [9](#ibc4ad4997dcb4eec96ab5ab30d046294_19)] | | |
| Item 2. | | | [removed: [Properties](#i7590cbd56e444695a540fbe03dbc5f13_22)] [added: [Properties](#ibc4ad4997dcb4eec96ab5ab30d046294_22)] | | | [removed: [9](#i7590cbd56e444695a540fbe03dbc5f13_22)] [added: [9](#ibc4ad4997dcb4eec96ab5ab30d046294_22)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#i7590cbd56e444695a540fbe03dbc5f13_25)] [added: Proceedings](#ibc4ad4997dcb4eec96ab5ab30d046294_25)] | | | [removed: [9](#i7590cbd56e444695a540fbe03dbc5f13_25)] [added: [9](#ibc4ad4997dcb4eec96ab5ab30d046294_25)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#i7590cbd56e444695a540fbe03dbc5f13_28)] [added: Disclosures](#ibc4ad4997dcb4eec96ab5ab30d046294_28)] | | | [removed: [9](#i7590cbd56e444695a540fbe03dbc5f13_28)] [added: [9](#ibc4ad4997dcb4eec96ab5ab30d046294_28)] | | |
| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i7590cbd56e444695a540fbe03dbc5f13_34)] [added: Securities](#ibc4ad4997dcb4eec96ab5ab30d046294_34)] | | | [removed: [10](#i7590cbd56e444695a540fbe03dbc5f13_34)] [added: [10](#ibc4ad4997dcb4eec96ab5ab30d046294_34)] | | |
| Item 6. | | | [removed: [Reserved](#i7590cbd56e444695a540fbe03dbc5f13_37)] [added: [Reserved](#ibc4ad4997dcb4eec96ab5ab30d046294_37)] | | | [removed: [11](#i7590cbd56e444695a540fbe03dbc5f13_37)] [added: [11](#ibc4ad4997dcb4eec96ab5ab30d046294_37)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i7590cbd56e444695a540fbe03dbc5f13_40)] [added: Operations](#ibc4ad4997dcb4eec96ab5ab30d046294_40)] | | | [removed: [12](#i7590cbd56e444695a540fbe03dbc5f13_40)] [added: [12](#ibc4ad4997dcb4eec96ab5ab30d046294_40)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosure About Market [removed: Risk](#i7590cbd56e444695a540fbe03dbc5f13_64)] [added: Risk](#ibc4ad4997dcb4eec96ab5ab30d046294_64)] | | | [removed: [25](#i7590cbd56e444695a540fbe03dbc5f13_64)] [added: [25](#ibc4ad4997dcb4eec96ab5ab30d046294_64)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i7590cbd56e444695a540fbe03dbc5f13_67)] [added: Data](#ibc4ad4997dcb4eec96ab5ab30d046294_67)] | | | [removed: [26](#i7590cbd56e444695a540fbe03dbc5f13_67)] [added: [27](#ibc4ad4997dcb4eec96ab5ab30d046294_67)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i7590cbd56e444695a540fbe03dbc5f13_70)] [added: Disclosure](#ibc4ad4997dcb4eec96ab5ab30d046294_70)] | | | [removed: [26](#i7590cbd56e444695a540fbe03dbc5f13_70)] [added: [27](#ibc4ad4997dcb4eec96ab5ab30d046294_70)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#i7590cbd56e444695a540fbe03dbc5f13_73)] [added: Procedures](#ibc4ad4997dcb4eec96ab5ab30d046294_73)] | | | [removed: [26](#i7590cbd56e444695a540fbe03dbc5f13_73)] [added: [27](#ibc4ad4997dcb4eec96ab5ab30d046294_73)] | | |
| Item 9B. | | | [Other [removed: Information](#i7590cbd56e444695a540fbe03dbc5f13_76)] [added: Information](#ibc4ad4997dcb4eec96ab5ab30d046294_76)] | | | [removed: [26](#i7590cbd56e444695a540fbe03dbc5f13_76)] [added: [27](#ibc4ad4997dcb4eec96ab5ab30d046294_76)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i7590cbd56e444695a540fbe03dbc5f13_1749)] [added: Inspections](#ibc4ad4997dcb4eec96ab5ab30d046294_79)] | | | [removed: [26](#i7590cbd56e444695a540fbe03dbc5f13_76)] [added: [27](#ibc4ad4997dcb4eec96ab5ab30d046294_76)] | | |
| Item 10. | | | [Directors, Executive Officers, and Corporate [removed: Governance](#i7590cbd56e444695a540fbe03dbc5f13_82)] [added: Governance](#ibc4ad4997dcb4eec96ab5ab30d046294_85)] | | | [removed: [27](#i7590cbd56e444695a540fbe03dbc5f13_82)] [added: [28](#ibc4ad4997dcb4eec96ab5ab30d046294_85)] | | |
| Item 11. | | | [Executive [removed: Compensation](#i7590cbd56e444695a540fbe03dbc5f13_85)] [added: Compensation](#ibc4ad4997dcb4eec96ab5ab30d046294_88)] | | | [removed: [27](#i7590cbd56e444695a540fbe03dbc5f13_85)] [added: [28](#ibc4ad4997dcb4eec96ab5ab30d046294_88)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i7590cbd56e444695a540fbe03dbc5f13_88)] [added: Matters](#ibc4ad4997dcb4eec96ab5ab30d046294_91)] | | | [removed: [27](#i7590cbd56e444695a540fbe03dbc5f13_88)] [added: [28](#ibc4ad4997dcb4eec96ab5ab30d046294_91)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i7590cbd56e444695a540fbe03dbc5f13_91)] [added: Independence](#ibc4ad4997dcb4eec96ab5ab30d046294_94)] | | | [removed: [27](#i7590cbd56e444695a540fbe03dbc5f13_91)] [added: [28](#ibc4ad4997dcb4eec96ab5ab30d046294_94)] | | |
| Item 14. | | | [Principal Accountant Fees and [removed: Services](#i7590cbd56e444695a540fbe03dbc5f13_94)] [added: Services](#ibc4ad4997dcb4eec96ab5ab30d046294_97)] | | | [removed: [28](#i7590cbd56e444695a540fbe03dbc5f13_94)] [added: [29](#ibc4ad4997dcb4eec96ab5ab30d046294_97)] | | |
| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i7590cbd56e444695a540fbe03dbc5f13_100)] [added: Schedules](#ibc4ad4997dcb4eec96ab5ab30d046294_103)] | | | [removed: [29](#i7590cbd56e444695a540fbe03dbc5f13_100)] [added: [30](#ibc4ad4997dcb4eec96ab5ab30d046294_103)] | | |
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to 240.10D-1(b).
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
Item 2. Properties.
3 rewritten, 2 added, 0 removed, 8 unchanged
These leases currently expire between [removed: 2024] [added: 2027] and 2040.
Our plant utilization was [removed: 61%] [added: 58%] and [removed: 56%] [added: 61%] of total capacity in [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.
In connection with both our homebuilding and mortgage banking businesses, we also lease office space in multiple locations for homebuilding divisional offices and mortgage banking and title services branches under leases expiring at various times through [removed: 2027,] [added: 2030,] none of which are individually material to our business.
During 2022 we entered into a lease agreement for a new production facility in Fayetteville, North Carolina of approximately 145,000 square feet.
The lease has a term of 10 years from the commencement date which is expected to be in the fourth quarter of 2023 and contains an option for three five year extensions.
Item 4. Mine Safety Disclosures.
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
8 rewritten, 7 added, 7 removed, 13 unchanged
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, 2022,] [added: 13, 2023,] there were [removed: 189] [added: 178] shareholders of record of our common stock.
We had two share repurchase authorizations outstanding during the quarter ended December 31, [removed: 2021.][added: 2022.]
On [removed: August] [added: May] 4, [removed: 2021] [added: 2022] and [removed: November] [added: August] 3, [removed: 2021,] [added: 2022,] 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 $500,000 per authorization.
The following table provides information regarding common stock repurchases during the quarter ended December 31, [removed: 2021:][added: 2022:]
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
The following graph compares the cumulative total return to holders of our common stock since December 31, [removed: 2016] [added: 2017] 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: 2016.][added: 2017.]
[removed: ][added: ]
| Comparison of 5 Year Cumulative Total Return | | | | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |
| October 1 - 31, 2022 | | | | | | 23,573 | | | | | | $ | 4,071.41 | | | | | 23,573 | | | | | | $ | 527,875 | |
| November 1 - 30, 2022 | | | | | | 4,931 | | | | | | $ | 4,094.45 | | | | | 4,931 | | | | | | $ | 507,685 | |
| December 1 - 31, 2022 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 507,685 | |
| Total | | | | | | 28,504 | | | | | | $ | 4,075.40 | | | | | 28,504 | | | | | | | | |
| NVR, Inc. | | | | | | $ | 100 | | | | | $ | 69 | | | | | $ | 109 | | | | | $ | 116 | | | | | $ | 168 | | | | | $ | 131 | |
| S&P 500 | | | | | | $ | 100 | | | | | $ | 96 | | | | | $ | 126 | | | | | $ | 149 | | | | | $ | 192 | | | | | $ | 157 | |
| Dow Jones US Home Construction | | | | | | $ | 100 | | | | | $ | 68 | | | | | $ | 101 | | | | | $ | 125 | | | | | $ | 190 | | | | | $ | 148 | |
| October 1 - 31, 2021 | | | | | | 30,189 | | | | | | $ | 4,842.48 | | | | | 30,189 | | | | | | $ | 247,017 | |
| November 1 - 30, 2021 | | | | | | 45,380 | | | | | | $ | 5,035.84 | | | | | 45,380 | | | | | | $ | 518,491 | |
| December 1 - 31, 2021 | | | | | | 1,874 | | | | | | $ | 5,574.92 | | | | | 1,874 | | | | | | $ | 508,043 | |
| Total | | | | | | 77,443 | | | | | | $ | 4,973.51 | | | | | 77,443 | | | | | | | | |
| NVR, Inc. | | | | | | $ | 100 | | | | | $ | 210 | | | | | $ | 146 | | | | | $ | 228 | | | | | $ | 244 | | | | | $ | 354 | |
| S&P 500 | | | | | | $ | 100 | | | | | $ | 122 | | | | | $ | 116 | | | | | $ | 153 | | | | | $ | 181 | | | | | $ | 233 | |
| Dow Jones US Home Construction | | | | | | $ | 100 | | | | | $ | 176 | | | | | $ | 121 | | | | | $ | 178 | | | | | $ | 220 | | | | | $ | 335 | |
Item 6. Reserved.
1 rewritten, 0 added, 0 removed, 0 unchanged
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
Item 9A. Controls and Procedures.
3 rewritten, 0 added, 0 removed, 6 unchanged
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: 2021] [added: 2022] 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: 2021.][added: 2022.]
Our internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their attestation report which is included herein.
Item 9B. Other Information.
0 rewritten, 1 added, 2 removed, 0 unchanged
None.
Effective February 16, 2022, Paul W.
Praylo no longer serves as Senior Vice President and Chief Operating Officer, and now serves NVR as Area President, a non-executive officer position.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
Item 10. Directors, Executive Officers, and Corporate Governance.
6 rewritten, 1 added, 1 removed, 3 unchanged
[removed: Our] [added: Our] executive officers [removed: are:][added: are:]
| [removed: Paul C. Saville] [added: Eugene J. Bredow] | | | | | | [removed: 66] [added: 53] | | | | | | President and Chief Executive Officer | | |
| Daniel D. Malzahn | | | | | | [removed: 52] [added: 53] | | | | | | Senior Vice President, Chief Financial Officer and Treasurer | | |
| Matthew B. Kelpy | | | | | | [removed: 48] [added: 49] | | | | | | Vice President and Chief Accounting Officer | | |
The remaining information required by this item will be included under the captions "Proposal No.1 - Election of Directors", "Executive Summary" within "Compensation Discussion and [removed: Analysis",] [added: Analysis" and] "Corporate Governance Principles and Board Matters" [removed: and "Delinquent Section 16(a) Reports" within "Security Ownership of Beneficial Owners and Management"] in our definitive Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Shareholders [removed: ("2022] [added: ("2023] Proxy Statement") and is incorporated herein by reference.
Our [removed: 2022] [added: 2023] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2022.][added: 2023.]
| Paul C. Saville | | | | | | 67 | | | | | | Executive Chairman of the Board | | |
| Eugene J. Bredow | | | | | | 52 | | | | | | President, NVR Mortgage | | |
Item 11. Executive Compensation.
2 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item will be included under the caption "Compensation Discussion and Analysis" in our [removed: 2022] [added: 2023] Proxy Statement and is incorporated herein by reference.
Our [removed: 2022] [added: 2023] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2022.][added: 2023.]
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
7 rewritten, 1 added, 1 removed, 6 unchanged
The following table summarizes our equity compensation plans as of December 31, [removed: 2021:][added: 2022:]
| Equity compensation plans approved by security holders (1) | | | | | | [removed: 551,259] [added: 623,874] | | | | | | $ | [removed: 2,351.77] [added: 2,897.24] | | | | | [removed: 266,212] [added: 86,724] | | |
At December 31, [removed: 2021,] [added: 2022,] there were [removed: 16,564] [added: 33,320] RSUs outstanding.
Of the total [removed: 266,212] [added: 86,724] shares remaining available for future issuance under the shareholder approved plans, up to a total of [removed: 36,470] [added: 18,310] may be issued as RSUs.
The weighted-average exercise price of outstanding options under security holder approved plans was [removed: $2,424.62.][added: $3,060.71.]
The remaining information required by this item will be included under the caption "Security Ownership of Certain Beneficial Owners and Management" in our [removed: 2022] [added: 2023] Proxy Statement and is incorporated herein by reference.
Our [removed: 2022] [added: 2023] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2022.][added: 2023.]
| Total | | | | | | 623,874 | | | | | | $ | 2,897.24 | | | | | 86,724 | | |
| Total | | | | | | 551,259 | | | | | | $ | 2,351.77 | | | | | 266,212 | | |
Item 13. Certain Relationships and Related Transactions, and Director Independence.
3 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item will be included under the caption "Corporate Governance Principles and Board Matters" in our [removed: 2022] [added: 2023] Proxy Statement and is incorporated herein by reference.
Our [removed: 2022] [added: 2023] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2022.][added: 2023.]
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
Item 14. Principal Accountant Fees and Services.
3 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this item will be included under the caption "Proposal No. 2 - Ratification of Appointment of Independent Auditor" in our [removed: 2022] [added: 2023] Proxy Statement and is incorporated herein by reference.
Our [removed: 2022] [added: 2023] Proxy Statement [added: is] expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2022.][added: 2023.]
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
Item 15. Exhibits and Financial Statement Schedules.
426 rewritten, 139 added, 76 removed, 746 unchanged
| [removed: 10.7*] [added: 10.6*] | | | | | | [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 | | |
[Table of [removed: Contents](#i7590cbd56e444695a540fbe03dbc5f13_7)][added: Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)]
| [removed: 10.8*] [added: 10.7*] | | | | | | [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 | | |
| [removed: 10.9*] [added: 10.8*] | | | | | | [Extension of Employment Agreement between NVR, Inc. and [removed: Paul W. Praylo] [added: Eugene J. Bredow] date November 4, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000090/ex103-extensionofemplo.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000090/ex104-extensionofemplo.htm)] | | | | | | 10-Q | | | | | | | | | | | | [removed: 10.3] [added: 10.4] | | | | | | 11/4/2020 | | |
| 10.10* | | | | | | [removed: [Extension of] [added: [Amendment No. 3 to the] Employment Agreement between NVR, Inc. and Eugene J. Bredow [removed: date November] [added: dated May] 4, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/906163/000090616320000090/ex104-extensionofemplo.htm)] [added: 2022.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000041/exhibit102form8-k.htm)] | | | | | | [removed: 10-Q] [added: 8-K] | | | | | | | | | | | | [removed: 10.4] [added: 10.2] | | | | | | [removed: 11/4/2020] [added: 5/6/2022] | | |
| [removed: 10.11*] [added: 10.12*] | | | | | | [Profit Sharing Plan of NVR, Inc. and Affiliated Companies.](http://www.sec.gov/Archives/edgar/data/906163/0000928385-97-001029.txt) | | | | | | S-8 | | | | | | 333-29241 | | | | | | 4.1 | | | | | | 6/13/1997 | | |
| [removed: 10.12*] [added: 10.13*] | | | | | | Employee Stock Ownership Plan of NVR, Inc. | | | | | | 10-K/A | | | | | | | | | | | | | | | | | | 12/31/1994 | | |
| [removed: 10.13*] [added: 10.14*] | | | | | | [Amended and Restated NVR, Inc. Nonqualified Deferred Compensation Plan.](http://www.sec.gov/Archives/edgar/data/906163/000156459015009895/nvr-ex105_283.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.5 | | | | | | 11/6/2015 | | |
| [removed: 10.14*] [added: 10.15*] | | | | | | [First Amendment to NVR, Inc. Nonqualified Deferred Compensation Plan.](http://www.sec.gov/Archives/edgar/data/906163/000156459017001623/nvr-ex1036_559.htm) | | | | | | 10-K | | | | | | | | | | | | 10.36 | | | | | | 2/15/2017 | | |
| [removed: 10.15*] [added: 10.16*] | | | | | | [Description of the Board of Directors’ compensation arrangement.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex_1015.htm) | | | | | | 10-K | | | | | | | | | | | | 10.15 | | | | | | 2/13/2019 | | |
| [removed: 10.16*] [added: 10.17*] | | | | | | [NVR, Inc. 2018 Equity Incentive Plan](http://www.sec.gov/Archives/edgar/data/906163/000119312518149765/d578284ds8.htm) | | | | | | S-8 | | | | | | 333-224629 | | | | | | 10.1 | | | | | | 5/3/2018 | | |
| [removed: 10.17*] [added: 10.18*] | | | | | | [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) | | | | | | 8-K | | | | | | | | | | | | 10.1 | | | | | | 5/14/2018 | | |
| [removed: 10.18*] [added: 10.19*] | | | | | | [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) | | | | | | 8-K | | | | | | | | | | | | 10.2 | | | | | | 5/14/2018 | | |
| [removed: 10.19*] [added: 10.20*] | | | | | | [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) | | | | | | 8-K | | | | | | | | | | | | 10.3 | | | | | | 5/14/2018 | | |
| [removed: 10.20*] [added: 10.21*] | | | | | | [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) | | | | | | 8-K | | | | | | | | | | | | 10.4 | | | | | | 5/14/2018 | | |
| [removed: 10.21*] [added: 10.22*] | | | | | | [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) | | | | | | 8-K | | | | | | | | | | | | 10.5 | | | | | | 5/14/2018 | | |
| [removed: 10.22*] [added: 10.23*] | | | | | | [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) | | | | | | 8-K | | | | | | | | | | | | 10.6 | | | | | | 5/14/2018 | | |
| [removed: 10.23*] [added: 10.24*] | | | | | | [NVR, Inc. 2014 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514186839/d722339dex101.htm) | | | | | | S-8 | | | | | | 333-195756 | | | | | | 10.1 | | | | | | 5/7/2014 | | |
| [removed: 10.24*] [added: 10.26*] | | | | | | [The Form of Non-Qualified Stock Option Agreement [removed: (Management] [added: (Director] time-based grants) under the NVR, Inc. 2014 Equity Incentive [removed: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000007/ex1015.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex101.htm)] | | | | | | [removed: 10-K] [added: 8-K] | | | | | | | | | | | | 10.2 | | | | | | [removed: 2/14/2018] [added: 5/7/2014] | | |
| [removed: 10.25*] [added: 10.28*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Director [removed: time-based] [added: performance-based] grants) under the NVR, Inc. 2014 Equity Incentive [removed: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex101.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex104.htm)] | | | | | | 8-K | | | | | | | | | | | | [removed: 10.2] [added: 10.4] | | | | | | 5/7/2014 | | |
| [removed: 10.26*] [added: 10.31*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Management performance-based grants) under the NVR, Inc. [removed: 2014] [added: 2010] Equity Incentive [removed: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000007/ex1017.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex1030.htm)] | | | | | | 10-K | | | | | | | | | | | | [removed: 10.17] [added: 10.30] | | | | | | [removed: 2/14/2018] [added: 2/13/2019] | | |
| 10.27* | | | | | | [The Form of Non-Qualified Stock Option Agreement [removed: (Director] [added: (Management] performance-based grants) under the NVR, Inc. 2014 Equity Incentive [removed: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex104.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000041/exhibit105form8-k.htm)] | | | | | | 8-K | | | | | | | | | | | | [removed: 10.4] [added: 10.5] | | | | | | [removed: 5/7/2014] [added: 5/6/2022] | | |
| [removed: 10.28*] [added: 10.29*] | | | | | | [NVR, Inc. 2010 Equity Incentive Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310043500/w78342exv10w1.htm) | | | | | | S-8 | | | | | | 333-166512 | | | | | | 10.1 | | | | | | 5/4/2010 | | |
| [removed: 10.29*] [added: 10.30*] | | | | | | [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) | | | | | | 10-K | | | | | | | | | | | | 10.29 | | | | | | 2/13/2019 | | |
| [removed: 10.30*] [added: 10.32*] | | | | | | [The Form of Non-Qualified Stock Option Agreement [removed: (Management performance-based] [added: (Director] grants) under the NVR, Inc. 2010 Equity Incentive [removed: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex1030.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w2.htm)] | | | | | | [removed: 10-K] [added: 8-K] | | | | | | | | | | | | [removed: 10.30] [added: 10.2] | | | | | | [removed: 2/13/2019] [added: 5/6/2010] | | |
| [removed: 10.31*] [added: 10.34*] | | | | | | [The Form of [removed: Non-Qualified Stock Option] [added: Restricted Share Units] Agreement (Director grants) under the NVR, Inc. 2010 Equity Incentive [removed: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w2.htm)] [added: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w4.htm)] | | | | | | 8-K | | | | | | | | | | | | [removed: 10.2] [added: 10.4] | | | | | | 5/6/2010 | | |
| [removed: 10.32*] [added: 10.33*] | | | | | | [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) | | | | | | 10-Q | | | | | | | | | | | | 10.2 | | | | | | 7/30/2013 | | |
| [removed: 10.33*] [added: 10.25*] | | | | | | [The Form of [removed: Restricted Share Units] [added: Non-Qualified Stock Option] Agreement [removed: (Director] [added: (Management time-based] grants) under the NVR, Inc. [removed: 2010] [added: 2014] Equity Incentive [removed: Plan.](http://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w4.htm)] [added: Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000041/exhibit104form8-k.htm)] | | | | | | 8-K | | | | | | | | | | | | 10.4 | | | | | | [removed: 5/6/2010] [added: 5/6/2022] | | |
| [removed: 10.34] [added: 10.35] | | | | | | [removed: [Amended] [added: [Second Amended] and Restated Master Repurchase Agreement dated [removed: as of August 2, 2011,] [added: July 20, 2022] between NVR Mortgage Finance, Inc. and U.S. Bank National [removed: Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex101.htm)] [added: Association.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000074/exhibit104q22022.htm)] | | | | | | [removed: 8-K] [added: 10-Q] | | | | | | | | | | | | [removed: 10.1] [added: 10.4] | | | | | | [removed: 1/21/2016] [added: 8/3/2022] | | |
| [removed: 10.48] [added: 10.36] | | | | | | [removed: [Credit] [added: [Amended and Restated Credit] Agreement dated [removed: as of July 15, 2016] [added: February 12, 2021] among NVR, Inc. and the lenders party hereto, Bank of America, N.A., as Administrative [removed: Agent, Swing Line Lender and L/C Issuer,] [added: Agent] and [removed: Merrill Lynch, Pierce, Fenner & Smith Incorporated] [added: BofA Securities, Inc.] as Sole Lead Arranger and Sole Book [removed: Runner.](http://www.sec.gov/Archives/edgar/data/906163/000119312516650024/d186192dex101.htm)] [added: Runner.](https://www.sec.gov/Archives/edgar/data/906163/000090616321000017/a2020ex1048.htm)] | | | | | | [removed: 8-K] [added: 10-K] | | | | | | | | | | | | [removed: 10.1] [added: 10.48] | | | | | | [removed: 7/18/2016] [added: 2/12/2021] | | |
| [removed: 10.49*] [added: 10.38*] | | | | | | [Summary of [removed: 202](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex1049.htm)[2](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex1049.htm) [Executive] [added: 2023 Executive] Officer Incentive Compensation plan. Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex1049.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/a2022ex1038.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 21 | | | | | | [NVR, Inc. Subsidiaries. Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex21.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/a2022ex21.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 23 | | | | | | [Consent of KPMG LLP (Independent Registered Public Accounting Firm). Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex23.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/a2022ex23.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 31.1 | | | | | | [Certification of NVR’s Chief Executive Officer pursuant to Rule 13a-14(a). Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex311.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/a2022ex311.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 31.2 | | | | | | [Certification of NVR’s Chief Financial Officer pursuant to Rule 13a-14(a). Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex312.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/a2022ex312.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 32 | | | | | | [Certification of NVR’s Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000008/a2021ex32.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/a2022ex32.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| [removed: February 16, 2022] [added: /s/ Paul C. Saville] | | | [removed: By:] | | | [removed: /s/ Paul C. Saville] [added: Executive Chairman] | | | | | | [added: February 15, 2023] | | |
| /s/ [removed: C. E.] [added: C.E.] Andrews | | | | | | Director | | | | | | February [removed: 16, 2022] [added: 15, 2023] | | |
| /s/ Sallie B. Bailey | | | | | | Director | | | | | | February [removed: 16, 2022] [added: 15, 2023] | | |
| /s/ Thomas D. Eckert | | | | | | Director | | | | | | February [removed: 16, 2022] [added: 15, 2023] | | |
| 10.9* | | | | | | [Amendment No. 1 to the Employment Agreement between NVR, Inc. and Paul C. Saville dated May 4, 2022.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000041/exhibit101form8-k.htm) | | | | | | 8-K | | | | | | | | | | | | 10.1 | | | | | | 5/6/2022 | | |
| 10.11* | | | | | | [Amendment No. 1 to the Employment Agreement between NVR, Inc. and Daniel D. Malzahn dated May 4, 2022.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000041/exhibit103form8-k.htm) | | | | | | 8-K | | | | | | | | | | | | 10.3 | | | | | | 5/6/2022 | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| 10.37 | | | | | | [First Amendment to Amended and Restated Credit Agreement dated December 9, 2022 by and among NVR, Inc. and Bank of America, N.A., as Administrative Agent. Filed herewith](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/firstamendmenttoarcredit.htm) | | | | | | | | | | | | | | | | | | | | | | | | | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| February 15, 2023 | | | By: | | | /s/ Eugene J. Bredow | | | | | | | | |
| | | | | | | Eugene J. Bredow | | | | | | | | |
| Eugene J. Bredow | | | | | | | | | | | | | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
February 15, 2023
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
February 15, 2023
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | 1,788,275 | | | | | | 1,947,366 | | |
| | | | 5,247,170 | | | | | | 5,455,443 | | |
| | | | 413,803 | | | | | | 379,032 | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | December 31, 2022 | | | | | | December 31, 2021 | | |
| | | | 2,075,760 | | | | | | 2,770,266 | | |
| | | | 78,364 | | | | | | 61,831 | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| Net income | | | — | | | | | | — | | | | | | 1,725,575 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,725,575 | | |
| Balance, December 31, 2022 | | | $ | 206 | | | | | $ | 2,600,014 | | | | | $ | 11,773,414 | | | | | $ | (10,866,785) | | | | | $ | (16,710) | | | | | $ | 16,710 | | | | | $ | 3,506,849 | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| Redemption of senior notes | | | (600,000) | | | | | | — | | | | | | — | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
[Table of Contents](#ibc4ad4997dcb4eec96ab5ab30d046294_7)
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
| | | | | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
| Corporate interest income | | | | | | 32,457 | | | | | | 2,840 | | | | | | 8,464 | | |
(2)The increase in equity-based compensation expense in 2022 was primarily attributable to a four year block grant of Options and RSUs in May 2022.
See Note 12 for additional discussion of equity-based compensation.
| 10.6* | | | | | | [Employment Agreement between NVR, Inc. and Paul W. Praylo dated January 28, 2019.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex108.htm) | | | | | | 10-K | | | | | | | | | | | | 10.8 | | | | | | 2/13/2019 | | |
| 10.35 | | | | | | [First Amendment to Amended and Restated Master Repurchase Agreement dated as of August 1, 2012, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex102.htm) | | | | | | 8-K | | | | | | | | | | | | 10.2 | | | | | | 1/21/2016 | | |
| 10.36 | | | | | | [Second Amendment to Amended and Restated Master Repurchase Agreement dated as of November 13, 2012, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex103.htm) | | | | | | 8-K | | | | | | | | | | | | 10.3 | | | | | | 1/21/2016 | | |
| 10.37 | | | | | | [Third Amendment to Amended and Restated Master Repurchase Agreement dated as of November 29, 2012, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex104.htm) | | | | | | 8-K | | | | | | | | | | | | 10.4 | | | | | | 1/21/2016 | | |
| 10.38 | | | | | | [Fourth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 31, 2013, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex105.htm) | | | | | | 8-K | | | | | | | | | | | | 10.5 | | | | | | 1/21/2016 | | |
| 10.39 | | | | | | [Fifth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 30, 2014, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex106.htm) | | | | | | 8-K | | | | | | | | | | | | 10.6 | | | | | | 1/21/2016 | | |
| 10.40 | | | | | | [Sixth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 29, 2015, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex107.htm) | | | | | | 8-K | | | | | | | | | | | | 10.7 | | | | | | 1/21/2016 | | |
| 10.41 | | | | | | [Seventh Amendment to Amended and Restated Master Repurchase Agreement dated as of January 18, 2016, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000119312516434657/d126970dex108.htm) | | | | | | 8-K | | | | | | | | | | | | 10.8 | | | | | | 1/21/2016 | | |
| 10.42 | | | | | | [Eighth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 27, 2016, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000156459016021704/nvr-ex102_299.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.2 | | | | | | 7/28/2016 | | |
| 10.43 | | | | | | [Ninth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 26, 2017, between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000156459017014370/nvr-ex101_168.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 7/28/2017 | | |
| 10.44 | | | | | | [Tenth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 25, 2018 between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000090616318000106/exhibit10_1mra.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 7/30/2018 | | |
| 10.45 | | | | | | [Eleventh Amendment to Amended and Restated Master Repurchase Agreement dated as of July 24, 2019 between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](http://www.sec.gov/Archives/edgar/data/906163/000090616319000116/exhibit101.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 7/31/2019 | | |
| 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 | | |
| 10.47 | | | | | | [Thirteenth Amendment to Amended and Restated Master Repurchase Agreement dated as of July 21, 2021 between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](https://www.sec.gov/Archives/edgar/data/0000906163/000090616321000084/exhibit101q22021.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 8/3/2021 | | |
| | | | | | | Paul C. Saville | | | | | | | | |
| /s/ Dwight C. Schar | | | | | | Chairman | | | | | | February 16, 2022 | | |
| Dwight C. Schar | | | | | | | | | | | | | | |
| /s/ Manuel H. Johnson | | | | | | Director | | | | | | February 16, 2022 | | |
| Manuel H. Johnson | | | | | | | | | | | | | | |
| /s/ William A. Moran | | | | | | Director | | | | | | February 16, 2022 | | |
| William A. Moran | | | | | | | | | | | | | | |
February 16, 2022
| | | | 1,947,366 | | | | | | 1,709,082 | | |
| | | | 5,455,443 | | | | | | 5,214,516 | | |
| | | | 379,032 | | | | | | 562,625 | | |
| | | | 2,770,266 | | | | | | 2,598,048 | | |
| | | | 61,831 | | | | | | 76,019 | | |
| Balance, December 31, 2018 | | | $ | 206 | | | | | $ | 1,820,223 | | | | | $ | 7,031,333 | | | | | $ | (7,043,200) | | | | | $ | (16,937) | | | | | $ | 16,937 | | | | | $ | 1,808,562 | |
| Net income | | | — | | | | | | — | | | | | | 878,539 | | | | | | — | | | | | | — | | | | | | — | | | | | | 878,539 | | |
(2)The decrease in equity-based compensation expense in 2020 was primarily attributable to stock options issued in 2014 under the 2014 Equity Incentive Plan becoming fully vested in 2019.
In addition, there were higher stock option forfeitures in 2020 compared to 2019.
(4) The decrease in consolidation adjustments and other for 2021 compared to 2020 is driven by changes in lumber prices in 2021.
Due to the significantly higher lumber prices in the first half of 2021, the previously reversed intercompany profits were recognized in subsequent quarters through the consolidation adjustment as homes were settled, and our consolidated homebuilding margins were negatively impacted by the higher lumber costs.
None of the creditors of any of
During 2021, we recorded a net reversal of approximately $22,100 related to previously impaired lot deposits as market conditions have improved.
During the fourth quarter of 2020, one of the JVs sold a portion of its owned land.
As a result of the sale, we received a distribution from the JV of approximately $13,100 and recognized a net gain on the sale of approximately $5,000.
During 2021, we had the following significant land under development transactions:
–Sold a land parcel to a developer for approximately $45,800, which approximated our carrying value of the property as of the sale date.
In conjunction with the sale, we entered into an LPA with the developer for the option to purchase the finished lots expected to be developed from the parcel.
An excerpt. Shown here: 40 of 426 rewritten, 40 of 139 added and 40 of 76 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules. in the FY2022 filing and the FY2021 filing.