NVR (NVR) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-31 10-K against the 2024-12-31 one, compared heading by heading and sentence by sentence.
Item 1A18 rewritten11 added8 removed138 unchanged
All filing items705 rewritten237 added195 removed1,352 unchanged
Summary
counted, not written
- Item 1A lists 21 risk factor headings: 0 new, 1 reworded and 20 unchanged since FY2024. 0 headings from FY2024 no longer appear.
- Sentence by sentence, 237 added, 195 removed, 705 rewritten and 1,352 unchanged across 19 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2024.
Removed Item 1A headings (0)
Every FY2024 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (1)
- Health
[removed: epidemics, including the recent COVID-19 pandemic, have had, and][added: epidemics] could[removed: in the future have,][added: have] an adverse impact on our business and operations, and the markets, states and local communities in which we operate.
A heading is new when no FY2024 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
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors.
18 rewritten, 11 added, 8 removed, 138 unchanged
Demand for new homes is sensitive to economic changes driven by conditions such as employment levels, job [added: and wage] growth, and consumer confidence.
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
[added: 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.
We also may experience secondary marketing losses resulting from daily movements in interest rates to the extent we are unable to match interest rates and amounts on loans we [removed: have committed to originate with forward commitments from third parties to purchase such loans.]
In the event that disruptions to the secondary markets tighten or eliminate the available liquidity for mortgage loans in the secondary markets, or the underwriting requirements [added: imposed] by [removed: our] secondary market investors [added: and federal agencies] become more stringent, our ability to sell future mortgages could [removed: decline and we could] be [removed: required, among other things, to fund our commitments to our buyers with our own financial resources, which are limited, or require our home buyers to find another source of financing.][added: adversely impacted.]
We may also be adversely impacted by governmental policy initiatives which could impact [removed: housing demand] [added: labor availability] or construction costs.
The occurrence of such events could require us to repair the homes in accordance with our standards and as required by [removed: law.][added: law, and/or could adversely affect our reputation with customers.]
[added: In the event that a substantial number of the loans that we have originated fall into] default and the investors to whom we sold the loans determine that we did not underwrite the loans in accordance with their requirements, we could be required to repurchase the loans from the investor or indemnify the investor for any losses incurred.
Our mortgage banking operations may be responsible for losses associated with mortgage loans originated and sold to investors in the event of errors or omissions relating to certain representations and warranties that the loans sold meet certain requirements, including representations as to underwriting standards, the type of collateral, the existence of private mortgage insurance, and the [removed: validity of certain borrower representations in connection with the loan.]
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 suppliers, some of which is processed and stored on [removed: third party] [added: third-party] vendor platforms.
Our management team regularly reviews our response readiness and completes tabletop exercises on potential cybersecurity incidents with the assistance of a [removed: third party] [added: third-party] cybersecurity consultant.
As of December 31, [removed: 2024] [added: 2025] we had $900 million in senior notes outstanding.
We are subject to various local, state and federal statutes, ordinances, rules and regulations concerning zoning, building design, construction and similar matters, including local regulations that impose restrictive zoning and density requirements in order to limit the [added: size and] number of homes that can be built within the boundaries of a particular area.
Some of [removed: this legislation relates] [added: these regulations relate] to matters such as restrictions and reporting on carbon dioxide emissions and higher building code energy efficiency standards.
The impact of such restrictions and requirements on us and our suppliers could increase our operating and compliance costs, as well as the cost of [removed: raw] materials used in the building process.
Tighter underwriting requirements and fee restrictions and the increasingly complex regulatory environment may negatively impact our mortgage loan origination business in the form of [added: higher interest rates,] lower demand, decreased revenue and increased operating costs.
Health [removed: epidemics, including the recent COVID-19 pandemic, have had, and] [added: epidemics] could [removed: in the future have,] [added: have] an adverse impact on our business and operations, and the markets, states and local communities in which we operate.
[removed: Over the long term, these] [added: These] disruptions 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.
have committed to originate with forward commitments from third parties to purchase such loans.
In such circumstances, we could be required, among other things, to fund our commitments to our buyers with our own financial resources, which are limited, or require our home buyers to find another source of financing.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
The cost of construction defect and product liability claims can be high.Significant increases in claims could have a material adverse effect on our financial results.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
validity of certain borrower representations in connection with the loan.
The rapid evolution and increased adoption of artificial intelligence technologies may also heighten our cybersecurity risks by making cyber-attacks more difficult to detect, contain, and mitigate.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
Regulatory Risks
Higher operating costs could negatively impact our profitability.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
Increases in
The cost of insuring against construction defect and product liability claims, as well as the claims themselves, can be high.
In addition, insurance companies limit coverage offered to protect against these claims.
Further restrictions on coverage availability, or significant increases in premium costs or claims, could have a material adverse effect on our financial results.
In the event that a substantial number of the loans that we have originated fall into
Regulatory Risk
Higher operating costs could result in us having to increase our home prices to a level that may adversely affect our sales or, if we are unable to increase prices, negatively impact our profitability.
The recent COVID-19 pandemic had a significant impact on our operations and supply chains.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
191 rewritten, 65 added, 64 removed, 243 unchanged
This section of this Form 10-K generally discusses [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] items and year-to-year comparisons between [removed: 2024] [added: 2025] and [removed: 2023.][added: 2024.]
Discussions of [removed: 2022] [added: 2023] items and year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] 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: 2023.][added: 2024.]
Our primary business is the construction and sale of single-family detached homes, townhomes and [removed: condominium buildings,] [added: condominiums,] all of which are primarily constructed on a pre-sold basis.
Instead, we typically acquire finished lots from various [removed: third party] [added: third-party] land developers pursuant to LPAs.
In [removed: limited] [added: certain] specific strategic circumstances, we deviate from our historical lot acquisition strategy and engage in joint venture arrangements with land developers or directly acquire raw ground already zoned for its intended use for development.
Once we acquire [removed: control of] raw ground, we determine whether to sell the raw parcel to a developer and enter into an LPA with the developer to purchase the finished lots or to hire a developer to develop the land on our behalf.
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
We controlled approximately [removed: 155,000] [added: 169,250] lots under LPAs with third parties through deposits in cash and letters of credit totaling approximately [removed: $764,900] [added: $920,100] and [removed: $8,700,] [added: $4,600,] respectively.
Included in the number of controlled lots are approximately [removed: 10,700] [added: 18,200] lots for which we have recorded a contract land deposit impairment allowance of approximately [removed: $58,600] [added: $111,000] as of December 31, [removed: 2024.][added: 2025.]
We had an aggregate investment totaling approximately [removed: $29,300] [added: $78,100] in [removed: three] [added: five] JVs, expected to produce approximately [removed: 5,150] [added: 8,900] lots.
Of the lots to be produced by the JVs, approximately [removed: 4,800] [added: 8,550] lots were controlled by us and approximately 350 lots were either under contract with unrelated parties or currently not under contract.
We had additional funding commitments totaling approximately [removed: $8,400] [added: $34,100] to [removed: one] [added: three] of the JVs as of December 31, [removed: 2024.][added: 2025.]
We owned land with a carrying value of approximately [removed: $65,400] [added: $39,300] that we expect to be developed into approximately [removed: 2,600] [added: 2,300] finished lots.
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: 35,900] [added: 38,200] lots.
These properties are controlled with cash deposits totaling approximately [removed: $20,400] [added: $42,300] as of December 31, [removed: 2024,] [added: 2025,] of which approximately [removed: $8,400] [added: $9,000] is refundable if we do not perform under the contract.
Our consolidated revenues for the year ended December 31, [removed: 2024] [added: 2025] totaled [removed: $10,524,479, an increase] [added: $10,323,959, a decrease] of [removed: 11%] [added: 2%] from [removed: $9,518,202] [added: $10,524,479] in [removed: 2023.][added: 2024.]
Our net income for [removed: 2024] [added: 2025] was [removed: $1,681,928,] [added: $1,339,816,] or [removed: $506.69] [added: $436.55] per diluted share, [removed: increases] [added: decreases] of [removed: 6%] [added: 20%] and [removed: 9%] [added: 14%] compared to [removed: 2023] [added: 2024] net income and diluted earnings per share, respectively.
Our homebuilding gross profit margin percentage was [removed: 23.7%] [added: 21.2%] in [removed: 2024] [added: 2025] compared to [removed: 24.3%] [added: 23.7%] in [removed: 2023.][added: 2024.]
Settlements for the year ended December 31, [removed: 2024] [added: 2025] totaled [removed: 22,836] [added: 21,915] units, [removed: an increase] [added: a decrease] of [removed: 11%] [added: 4%] from [removed: 2023.][added: 2024.]
New orders, net of cancellations (“New Orders”) during [removed: 2024 were 22,560, an increase] [added: 2025 totaled 20,410 units, a decrease] of [removed: 4%] [added: 10%] from [removed: 2023] [added: 2024] while our average New Order sales price [removed: increased 2% to $457.7 in 2024.][added: remained relatively flat year over year.]
Our backlog of homes sold but not yet settled with the customer as of December 31, [removed: 2024] [added: 2025] decreased on a unit basis by [removed: 3%] [added: 15%] to [removed: 9,953] [added: 8,448] units and [removed: increased] [added: decreased] on a dollar basis by [removed: 1%] [added: 16%] to [removed: $4,791,870] [added: $4,008,043] when compared to December 31, [removed: 2023.][added: 2024.]
Income before tax from our mortgage banking segment totaled [removed: $154,935] [added: $152,049] in [removed: 2024, an increase] [added: 2025, a decrease] of [removed: 17%] [added: 2%] when compared to [removed: $132,793] [added: $154,935] in [removed: 2023.][added: 2024.]
| | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | |
| Revenues | | | | | | $ | [removed: 10,292,425] [added: 10,094,269] | | | | | $ | [removed: 9,314,605] [added: 10,292,425] | | | | | $ | [removed: 10,326,770] [added: 9,314,605] | |
| Cost of sales | | | | | | $ | [removed: 7,850,549] [added: 7,953,401] | | | | | $ | [removed: 7,051,198] [added: 7,850,549] | | | | | $ | [removed: 7,662,271] [added: 7,051,198] | |
| Gross profit margin percentage | | | | | | [removed: 23.7] [added: 21.2] | | % | | | | [removed: 24.3] [added: 23.7] | | % | | | | [removed: 25.8] [added: 24.3] | | % |
| Selling, general and administrative expenses | | | | | | $ | [removed: 598,207] [added: 599,667] | | | | | $ | [removed: 588,962] [added: 598,207] | | | | | $ | [removed: 532,353] [added: 588,962] | |
| New orders (units) | | | | | | [removed: 22,560] [added: 20,410] | | | | | | [removed: 21,729] [added: 22,560] | | | | | | [removed: 19,164] [added: 21,729] | | |
| Average new order price | | | | | | $ | [removed: 457.7] [added: 456.2] | | | | | $ | [removed: 448.4] [added: 457.7] | | | | | $ | [removed: 462.8] [added: 448.4] | |
| Settlements (units) | | | | | | [removed: 22,836] [added: 21,915] | | | | | | [removed: 20,662] [added: 22,836] | | | | | | [removed: 22,732] [added: 20,662] | | |
| Average settlement price | | | | | | $ | [removed: 450.7] [added: 460.6] | | | | | $ | 450.7 | | | | | $ | [removed: 454.3] [added: 450.7] | |
| Backlog (units) | | | | | | [removed: 9,953] [added: 8,448] | | | | | | [removed: 10,229] [added: 9,953] | | | | | | [removed: 9,162] [added: 10,229] | | |
| Average backlog price | | | | | | $ | [removed: 481.4] [added: 474.4] | | | | | $ | [removed: 465.0] [added: 481.4] | | | | | $ | [removed: 472.2] [added: 465.0] | |
| New order cancellation rate | | | | | | [removed: 14.2] [added: 17.0] | | % | | | | [removed: 12.8] [added: 14.2] | | % | | | | [removed: 14.2] [added: 12.8] | | % |
Homebuilding revenues [removed: increased 11%] [added: decreased 2%] in [removed: 2024] [added: 2025] compared to [removed: 2023,] [added: 2024,] as a result of [removed: an 11% increase] [added: a 4% decrease] in the number of units settled.
The [removed: increase] [added: decrease] in the number of units settled was primarily attributable to a [removed: 12% higher] [added: 3% lower] backlog unit balance entering [removed: 2024] [added: 2025] compared to the same period in [removed: 2023,] [added: 2024,] coupled with [removed: a higher backlog turnover rate.][added: an 11% decrease in new orders in the first six months of 2025 compared to the same period in 2024.]
[removed: The gross] [added: Gross] profit margin percentage in [removed: 2024] [added: 2025] decreased to [removed: 23.7%] [added: 21.2%] from [removed: 24.3%] [added: 23.7%] in [removed: 2023.][added: 2024.]
Gross profit margins were negatively impacted by higher lot costs and [removed: closing cost assistance.][added: pricing pressure due primarily to continued affordability challenges.]
The [removed: increase in the] average sales price of New Orders [removed: is primarily attributable to] [added: was favorably impacted by] a [removed: relative] shift to higher priced [removed: markets and] communities in certain [removed: of our reportable segments as discussed in] [added: markets within] the [removed: respective] segments [removed: below.][added: year over year.]
As of December 31, [removed: 2024,] [added: 2025,] our backlog decreased on a unit basis by [removed: 3%] [added: 15%] to [removed: 9,953] [added: 8,448] units, [removed: but increased] [added: and decreased] on a dollar basis by [removed: 1%] [added: 16%] to [removed: $4,791,870] [added: $4,008,043] when compared to [removed: 10,229] [added: 9,953] units and [removed: $4,756,926,] [added: $4,791,870,] respectively, as of December 31, [removed: 2023.][added: 2024.]
Demand for new homes continues to be negatively impacted by affordability issues, high home inventory levels in certain markets, declining consumer confidence and economic volatility.
As a result of this weak demand environment in the second half of 2025, we repositioned many communities to better compete for a reduced number of buyers.
We expect these adjustments to have a materially negative impact on our gross margins during the first half of 2026 as the homes in our backlog settle.
We also expect a significant decline in revenues in the first quarter of 2026 due to weak orders in the third quarter of 2025 and strong fourth quarter 2025 backlog turnover.
We expect this weak demand environment may continue to weigh on home sales, home prices and gross margins during 2026.
As of December 31, 2025, we controlled approximately 180,100 lots as described below.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
Gross profit margins were negatively impacted by higher lot costs, pricing pressure due to continued affordability challenges and contract land deposit impairments totaling approximately $75,900 in 2025.
The number of New Orders decreased 10% in 2025 compared to 2024.
New Orders were negatively impacted by an 11% lower sales absorption, due to weaker demand.
Selling, general and administrative ("SG&A") expenses in 2025 were relatively flat when compared to 2024.
While overall SG&A expenses were relatively flat, sales and marketing, office, legal and insurance expenses were all modestly higher year over year.
These increases were offset by a decrease of approximately $36,100 in incentive compensation costs year over year due to weaker company performance.
Backlog dollars were lower primarily due to the decrease in backlog units in 2025.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
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[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
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[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
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The Mid Atlantic segment had an approximate $93,700, or 11%, decrease in segment profit in 2025 compared to 2024.
The decrease was due primarily to a decrease in gross profit margins to 23.3% in 2025 from 25.0% in 2024.
Segment profit was negatively impacted by a decrease in the segment's gross profit margin percentage to 25.5% in 2025 from 26.0% in 2024 due primarily to an increase in certain material costs.
The decrease in the number of units settled was primarily attributable to a decrease in the number of New Orders in the first six months of 2025 compared to the same period in 2024.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
Gross profit margin was negatively impacted by higher lot costs and certain operating costs, as well as by pricing pressure due primarily to continued affordability challenges.
The South East segment had an approximate $186,100, or 48%, decrease in segment profit in 2025 compared to 2024.
The decrease in segment profit was primarily due to a decrease in the segment's gross profit margin percentage, a decrease in segment revenues and increases in SG&A expenses and the corporate capital allocation charge.
SG&A expenses were 12% higher year over year, resulting primarily from higher personnel and marketing costs attributable to a 23% increase in the average number of active communities year over year.
Absorption rates continue to be negatively impacted by rising resale and new home inventory in several of the markets within the segment.
| | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | |
| Mid Atlantic | | | | | | $ | 1,019,462 | | | | | $ | 1,105,469 | | | | | $ | 1,023,993 | |
Demand for new homes weakened during the fourth quarter of 2024, due to rising mortgage interest rates and continued affordability issues attributable to high mortgage interest rates and home prices.
New home demand continues to be favorably impacted by a limited, but increasing, supply of homes in the resale market; however, we expect that affordability issues, inflationary pressures, interest rate volatility and economic uncertainty may continue to weigh on future demand.
We also expect to continue to face cost pressures related to building materials, labor and land costs which we expect will impact profit margins based on our ability to manage these costs while balancing sales pace and home prices.
As of December 31, 2024, we controlled approximately 162,400 lots as discussed below.
New Orders and the average sales price of New Orders increased 4% and 2%, respectively, in 2024 when compared to 2023, despite the number of active communities remaining flat year over year.
New Orders were higher year over year due to improved demand in the first three quarters of 2024 compared to the same period in 2023, attributable to a limited supply of homes in the resale market and stabilized mortgage interest rates.
However, demand began to slow in the fourth quarter, primarily in our South East segment as affordability was negatively impacted in part by rising mortgage interest rates and by an increase in the supply of homes in the resale and new home markets within certain markets in our South East segment.
Selling, general and administrative ("SG&A") expenses in 2024 increased by approximately $9,200 compared to 2023, and as a percentage of revenue decreased to 5.8% in 2024 from 6.3% in 2023.
The increase in SG&A expense was due primarily to an increase of approximately $21,000 in personnel costs attributable to an increase in headcount year over year.
Additionally, sales and marketing expenses were approximately $9,600 higher year over year due to an increase in model home related expenses.
These increases were partially offset by a $24,000 decrease in equity-based compensation year over year due primarily to the non-qualified stock options to purchase shares of NVR common stock ("Options") and restricted stock units ("RSUs") issued as part of the 2018 four-year block grant being fully vested as of December 31, 2023.
Backlog dollars were higher primarily due to a 4% increase in the average price of units in backlog year over year, primarily attributable to a relative shift to higher priced markets and communities in certain of our reportable segments.
The Mid Atlantic segment had an approximate $70,900, or 10%, increase in segment profit in 2024 compared to 2023, driven by an increase in segment revenues of approximately $233,800, or 6%, coupled with an increase in gross profit margins.
The Mid Atlantic segment’s gross profit margin percentage increased to 25.0% in 2024 from 24.4% in 2023.
Sales demand remained favorable in certain markets within the segment due to a limited supply of homes in the resale market.
The increase in the average sales price of New Orders was primarily attributable to a relative shift to higher priced communities in certain markets year over year.
Segment profits were favorably impacted by an increase in segment revenue of approximately $217,600, or 23%.
The increase in settlements was primarily attributable to a 16% higher backlog unit balance entering 2024 compared to backlog entering 2023.
The Mid East segment had an approximate $33,000, or 13%, increase in segment profit in 2024 compared to 2023.
The increase in segment profit was driven by an increase in segment revenues of approximately $138,200, or 8%, coupled with an increase in gross profit margins year over year.
Segment revenues increased due to a 4% increase in settlements year over year, coupled with a 3% increase in the average settlement price.
The increase in settlements resulted from a 7% higher backlog unit balance entering 2024 compared to backlog entering 2023, coupled with a higher backlog turnover rate year over year.
The increase in the average settlement price is attributable to a 2% higher average price of units in backlog entering 2024 compared to backlog entering 2023, coupled with a 5% higher average price of New Orders for the first six months of 2024 compared to the same period of 2023.
The segment’s gross profit margin percentage increased to 22.3% in 2024 from 21.6% in 2023.
Gross profit margin was favorably impacted by the improved leveraging of certain operating costs as settlement activity increased, offset partially by higher lot costs and closing cost assistance year over year.
The increase in the average sales price of New Orders was primarily attributable to a relative shift to higher priced communities within certain markets year over year.
Gross profit margins were negatively impacted primarily by higher lot costs and closing cost assistance.
The increase in settlements was attributable primarily to a 15% higher backlog balance entering 2024 compared to the backlog entering 2023, coupled with a higher backlog turnover rate year over year.
The decrease in the average settlement price was attributable primarily to a 7% lower average sales price of units in backlog entering 2024 compared to backlog entering 2023.
As noted in the Consolidated Homebuilding section above, sales demand remained favorable through the first three quarters of 2024 compared to the same period in 2023, due to a limited supply of homes in the resale market and stabilized mortgage interest rates.
However, demand began to slow in the fourth quarter as affordability was negatively impacted in part by rising mortgage interest rates and by an increase in the supply of homes in the resale and new home markets within certain markets in the segment.
(2)The decrease in equity-based compensation expense in 2024 was primarily attributable to the Options and RSUs issued as part of the 2018 four-year block grant being fully vested as of December 31, 2023.
The increase in 2023 from 2022 was primarily attributable to a four year block grant of Options and RSUs in May 2022.
See further discussion of equity-based compensation in Note 11 in the accompanying consolidated financial statements.
Costs related to
Loan closing volume in 2024 increased by approximately $523,900, or 9%, from 2023.
Segment profit in 2024 increased by approximately $20,900, or 15%, from 2023, which was primarily attributable to an increase in mortgage banking fees, partially offset by an increase in general and administrative expenses.
Mortgage banking fees increased by approximately $28,500, or 14%, due to higher gains on sales of loans.
General and administrative expenses increased by $11,100, or 13%, which was the result of increased personnel costs.
Those underwriting standards are typically equal to or more stringent than the underwriting standards required by FNMA, GNMA, FHLMC, VA and FHA.
An excerpt. Shown here: 40 of 191 rewritten, 40 of 65 added and 40 of 64 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 FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosure About Market Risk.
13 rewritten, 3 added, 2 removed, 26 unchanged
As of December 31, [removed: 2024,] [added: 2025,] there was no debt outstanding under our credit facility or loan repurchase facility.
See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note [removed: 8] [added: 7] to the accompanying consolidated financial statements included herein for further discussion of these debt instruments.
See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note [removed: 14] [added: 13] to the accompanying consolidated financial statements included herein for further discussion of these items.
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 as of December 31, [removed: 2024.][added: 2025.]
| | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | [removed: 2028] [added: 2029] | | | | | | [removed: 2029] [added: 2030] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |
| Average interest rate | | | | | | [removed: 6.2] [added: 6.0] | | % | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 6.2] [added: 6.0] | | % | | | | | | |
| Forward trades of mortgage-backed securities (a) | | | | | | $ | [removed: 5,700] [added: 112] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | [removed: 5,700] [added: 112] | | | | | $ | [removed: 5,700] [added: 112] | |
| Forward loan commitments (a) | | | | | | $ | [removed: 9,196] [added: 37,279] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | [removed: 9,196] [added: 37,279] | | | | | $ | [removed: 9,196] [added: 37,279] | |
| Interest-bearing deposits | | | | | | $ | [removed: 2,529,235] [added: 1,827,493] | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | [removed: 2,529,235] [added: 1,827,493] | | | | | $ | [removed: 2,529,235] [added: 1,827,493] | |
| Average interest rate | | | | | | [removed: 4.4] [added: 3.6] | | % | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: 4.4] [added: 3.6] | | % | | | | | | |
| Fixed rate obligations | | | | | | $ | — | | | | | — | | | | | | — | | | | | | — | | | | | | [removed: —] [added: $] | [added: 900,000] | | | | | [removed: $] [added: —] | [removed: 900,000] | | | | | $ | 900,000 | | | | | $ | [removed: 811,161] [added: 852,930] | |
| Average interest rate | | | | | | — | | % | | | | — | | | | | | — | | | | | | — | | | | | | [removed: —] [added: 3.0] | | [added: %] | | | | [removed: 3.0] [added: —] | | [removed: %] | | | | 3.0 | | % | | | | | | |
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
| Mortgage loans held for sale | | | | | | $ | 557,540 | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 557,540 | | | | | $ | 571,596 | |
(a)Represents the fair value recorded as of December 31, 2025.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
| Mortgage loans held for sale | | | | | | $ | 352,489 | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | $ | 352,489 | | | | | $ | 355,209 | |
(a)Represents the fair value recorded pursuant to ASC 815, *Derivatives and Hedging*.
Item 1. Business.
23 rewritten, 3 added, 0 removed, 104 unchanged
We operate in [removed: thirty-six] [added: thirty-seven] metropolitan areas in sixteen 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-six] [added: thirty-seven] metropolitan areas located in Maryland, Virginia, Washington, D.C., Delaware, West Virginia, Pennsylvania, Ohio, New York, New Jersey, Indiana, Illinois, North Carolina, South Carolina, Georgia, Florida, Tennessee and Kentucky.
Instead, we typically acquire finished building lots from various [removed: third party] [added: third-party] land developers pursuant to fixed price [removed: finished] lot purchase agreements (“LPAs”) that require deposits that may be forfeited if we fail to perform under the LPAs.
Once we acquire control of raw ground, we [removed: determine whether to] [added: generally] sell the raw parcel to a developer and enter into an LPA with the developer to purchase the finished lots [removed: or] [added: or, on a limited basis,] hire a developer to develop the land on our behalf.
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
Our homes combine traditional, transitional, cottage or urban exterior designs with contemporary interior designs and amenities, generally include two to [removed: four] [added: five] bedrooms and range from approximately [removed: 1,000] [added: 900] to [removed: 9,000] [added: 7,000] finished square feet.
During [removed: 2024,] [added: 2025,] the prices at which we settled homes ranged from approximately [removed: $190,000] [added: $170,000] to $2.3 million.
The average price of homes settled was [added: $460,600 and] $450,700 in [removed: both 2024] [added: 2025] and [removed: 2023.][added: 2024, respectively.]
Backlog, which represents homes sold but not yet settled with the customer, totaled [removed: 9,953] [added: 8,448] units and approximately [removed: $4.8] [added: $4.0] billion as of December 31, [removed: 2024] [added: 2025] compared to [removed: 10,229] [added: 9,953] units and approximately $4.8 billion as of December 31, [removed: 2023.][added: 2024.]
The average price of homes in backlog [removed: increased] [added: decreased] to [removed: $481,400] [added: $474,400] as of December 31, [removed: 2024] [added: 2025] from [removed: $465,000] [added: $481,400] as of December 31, [removed: 2023.][added: 2024.]
Expressed as the total of all cancellations during the period as a percentage of gross sales during the period, our cancellation rate was approximately [removed: 14%, 13% and] [added: 17%,] 14% [added: and 13%] in [added: 2025,] 2024, [removed: 2023,] and [removed: 2022,] [added: 2023,] respectively.
During the four quarters of each of [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] approximately [added: 6%,] 5% [removed: in 2024, 4% in 2023] and 4% [removed: in 2022] of a reporting quarter’s opening [removed: backlog] [added: backlog, respectively,] cancelled during the quarter.
Other than those units that are cancelled, we expect to settle substantially all of our December 31, [removed: 2024] [added: 2025] backlog during [removed: 2025.][added: 2026.]
The garages of these model homes are usually converted into temporary sales [removed: centers where alternative facades and floor plans are displayed and designs for other models are available for review.][added: centers.]
[removed: We and] [added: We, in addition to] our [removed: subcontractors] [added: subcontractors, developers and vendors] must comply with various federal, state and local zoning, building, environmental, advertising and consumer credit statutes, rules and regulations, as well as other regulations and requirements in connection with our construction and sales activities.
In addition, our homebuilding operations are regulated in certain areas by restrictive zoning and density requirements that limit the [removed: number] [added: number, design and size] of homes that can be built within the boundaries of a particular area.
We also [removed: face competition from] [added: compete with] the home resale market.
[removed: Our] homebuilding operations compete primarily on the basis of price, location, design, quality, service and reputation.
In [removed: 2024,] [added: 2025,] NVRM closed approximately [removed: 17,300] [added: 16,400] loans with an aggregate principal amount of approximately [removed: $6.3] [added: $6.0] billion as compared to approximately [removed: 15,900] [added: 17,300] loans with an aggregate principal amount of approximately [removed: $5.7] [added: $6.3] billion in [removed: 2023.][added: 2024.]
NVRM’s mortgage loans in process that had not closed had an aggregate principal balance of approximately [removed: $2.9] [added: $2.1] billion as of [removed: both] December 31, [removed: 2024 and] [added: 2025 compared to approximately $2.9 billion as of] December 31, [removed: 2023.][added: 2024.]
As of December 31, [removed: 2024,] [added: 2025,] we had approximately [removed: 7,000] [added: 6,300] full time employees, of whom approximately [removed: 5,930] [added: 5,320] worked in our homebuilding operations, and approximately [removed: 1,070] [added: 980] worked in our mortgage banking operations, compared to December 31, [removed: 2023,] [added: 2024,] when we had approximately [removed: 6,300] [added: 7,000] full time employees, of whom approximately [removed: 5,300] [added: 5,930] worked in our homebuilding operations, and approximately [removed: 1,000] [added: 1,070] worked in our mortgage banking operations.
Our compensation philosophy has been consistent for [added: over] 30 years and is designed to motivate and retain highly qualified and experienced employees.
Forward-looking statements contained in this document include those regarding market trends, our financial position and financial results, business strategy, the outcome of pending litigation, investigations or similar contingencies, [added: and] projected plans and objectives of management for future operations.
Our
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
Cover and table of contents
27 rewritten, 2 added, 0 removed, 72 unchanged
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
For the fiscal year ended December 31, [removed: 2024][added: 2025]
The aggregate market value of the voting stock held by non-affiliates of NVR, Inc. on June 30, [removed: 2024,] [added: 2025,] the last business day of NVR, Inc.’s most recently completed second fiscal quarter, was approximately [removed: $22,402,443,000.][added: $20,284,815,000.]
As of February [removed: 10, 2025] [added: 9, 2026] there were [removed: 2,990,451] [added: 2,793,760] 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: 2025] [added: 2026] are incorporated by reference into Part III of this report.
| Item 1. | | | [removed: [Business](#iff8104af41734575839e372ecd73d852_13)] [added: [Business](#ic21181d2425040bbbd3930ed19b77c38_13)] | | | [removed: [1](#iff8104af41734575839e372ecd73d852_13)] [added: [1](#ic21181d2425040bbbd3930ed19b77c38_13)] | | |
| Item 1A. | | | [Risk [removed: Factors](#iff8104af41734575839e372ecd73d852_16)] [added: Factors](#ic21181d2425040bbbd3930ed19b77c38_16)] | | | [removed: [4](#iff8104af41734575839e372ecd73d852_16)] [added: [4](#ic21181d2425040bbbd3930ed19b77c38_16)] | | |
| Item 1B. | | | [Unresolved Staff [removed: Comments](#iff8104af41734575839e372ecd73d852_19)] [added: Comments](#ic21181d2425040bbbd3930ed19b77c38_19)] | | | [removed: [9](#iff8104af41734575839e372ecd73d852_19)] [added: [9](#ic21181d2425040bbbd3930ed19b77c38_19)] | | |
| Item 1C. | | | [removed: [Cybersecurity](#iff8104af41734575839e372ecd73d852_22)] [added: [Cybersecurity](#ic21181d2425040bbbd3930ed19b77c38_22)] | | | [removed: [9](#iff8104af41734575839e372ecd73d852_22)] [added: [9](#ic21181d2425040bbbd3930ed19b77c38_22)] | | |
| Item 2. | | | [removed: [Properties](#iff8104af41734575839e372ecd73d852_25)] [added: [Properties](#ic21181d2425040bbbd3930ed19b77c38_25)] | | | [removed: [10](#iff8104af41734575839e372ecd73d852_25)] [added: [10](#ic21181d2425040bbbd3930ed19b77c38_25)] | | |
| Item 3. | | | [Legal [removed: Proceedings](#iff8104af41734575839e372ecd73d852_28)] [added: Proceedings](#ic21181d2425040bbbd3930ed19b77c38_28)] | | | [removed: [10](#iff8104af41734575839e372ecd73d852_28)] [added: [10](#ic21181d2425040bbbd3930ed19b77c38_28)] | | |
| Item 4. | | | [Mine Safety [removed: Disclosures](#iff8104af41734575839e372ecd73d852_31)] [added: Disclosures](#ic21181d2425040bbbd3930ed19b77c38_31)] | | | [removed: [10](#iff8104af41734575839e372ecd73d852_31)] [added: [10](#ic21181d2425040bbbd3930ed19b77c38_31)] | | |
| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#iff8104af41734575839e372ecd73d852_37)] [added: Securities](#ic21181d2425040bbbd3930ed19b77c38_37)] | | | [removed: [11](#iff8104af41734575839e372ecd73d852_37)] [added: [11](#ic21181d2425040bbbd3930ed19b77c38_37)] | | |
| Item 6. | | | [removed: [Reserved](#iff8104af41734575839e372ecd73d852_40)] [added: [Reserved](#ic21181d2425040bbbd3930ed19b77c38_40)] | | | [removed: [12](#iff8104af41734575839e372ecd73d852_40)] [added: [12](#ic21181d2425040bbbd3930ed19b77c38_40)] | | |
| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#iff8104af41734575839e372ecd73d852_43)] [added: Operations](#ic21181d2425040bbbd3930ed19b77c38_43)] | | | [removed: [13](#iff8104af41734575839e372ecd73d852_43)] [added: [13](#ic21181d2425040bbbd3930ed19b77c38_43)] | | |
| Item 7A. | | | [Quantitative and Qualitative Disclosure About Market [removed: Risk](#iff8104af41734575839e372ecd73d852_67)] [added: Risk](#ic21181d2425040bbbd3930ed19b77c38_67)] | | | [removed: [26](#iff8104af41734575839e372ecd73d852_67)] [added: [25](#ic21181d2425040bbbd3930ed19b77c38_67)] | | |
| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#iff8104af41734575839e372ecd73d852_70)] [added: Data](#ic21181d2425040bbbd3930ed19b77c38_70)] | | | [removed: [27](#iff8104af41734575839e372ecd73d852_70)] [added: [27](#ic21181d2425040bbbd3930ed19b77c38_70)] | | |
| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#iff8104af41734575839e372ecd73d852_73)] [added: Disclosure](#ic21181d2425040bbbd3930ed19b77c38_73)] | | | [removed: [27](#iff8104af41734575839e372ecd73d852_73)] [added: [27](#ic21181d2425040bbbd3930ed19b77c38_73)] | | |
| Item 9A. | | | [Controls and [removed: Procedures](#iff8104af41734575839e372ecd73d852_76)] [added: Procedures](#ic21181d2425040bbbd3930ed19b77c38_76)] | | | [removed: [27](#iff8104af41734575839e372ecd73d852_76)] [added: [27](#ic21181d2425040bbbd3930ed19b77c38_76)] | | |
| Item 9B. | | | [Other [removed: Information](#iff8104af41734575839e372ecd73d852_79)] [added: Information](#ic21181d2425040bbbd3930ed19b77c38_79)] | | | [removed: [27](#iff8104af41734575839e372ecd73d852_79)] [added: [27](#ic21181d2425040bbbd3930ed19b77c38_79)] | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#iff8104af41734575839e372ecd73d852_82)] [added: Inspections](#ic21181d2425040bbbd3930ed19b77c38_82)] | | | [removed: [27](#iff8104af41734575839e372ecd73d852_79)] [added: [27](#ic21181d2425040bbbd3930ed19b77c38_79)] | | |
| Item 10. | | | [Directors, Executive Officers, and Corporate [removed: Governance](#iff8104af41734575839e372ecd73d852_88)] [added: Governance](#ic21181d2425040bbbd3930ed19b77c38_88)] | | | [removed: [28](#iff8104af41734575839e372ecd73d852_88)] [added: [28](#ic21181d2425040bbbd3930ed19b77c38_88)] | | |
| Item 11. | | | [Executive [removed: Compensation](#iff8104af41734575839e372ecd73d852_91)] [added: Compensation](#ic21181d2425040bbbd3930ed19b77c38_91)] | | | [removed: [28](#iff8104af41734575839e372ecd73d852_91)] [added: [28](#ic21181d2425040bbbd3930ed19b77c38_91)] | | |
| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#iff8104af41734575839e372ecd73d852_94)] [added: Matters](#ic21181d2425040bbbd3930ed19b77c38_94)] | | | [removed: [28](#iff8104af41734575839e372ecd73d852_94)] [added: [28](#ic21181d2425040bbbd3930ed19b77c38_94)] | | |
| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#iff8104af41734575839e372ecd73d852_97)] [added: Independence](#ic21181d2425040bbbd3930ed19b77c38_97)] | | | [removed: [29](#iff8104af41734575839e372ecd73d852_97)] [added: [29](#ic21181d2425040bbbd3930ed19b77c38_97)] | | |
| Item 14. | | | [Principal Accountant Fees and [removed: Services](#iff8104af41734575839e372ecd73d852_100)] [added: Services](#ic21181d2425040bbbd3930ed19b77c38_100)] | | | [removed: [29](#iff8104af41734575839e372ecd73d852_100)] [added: [29](#ic21181d2425040bbbd3930ed19b77c38_100)] | | |
| Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#iff8104af41734575839e372ecd73d852_106)] [added: Schedules](#ic21181d2425040bbbd3930ed19b77c38_106)] | | | [removed: [30](#iff8104af41734575839e372ecd73d852_106)] [added: [30](#ic21181d2425040bbbd3930ed19b77c38_106)] | | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
Item 1C. Cybersecurity.
8 rewritten, 0 added, 0 removed, 16 unchanged
Our CIO has over 35 years of experience and in his [removed: 20] [added: 21] years at NVR has been responsible for the implementation and modernization of many of our key technologies across the enterprise.
Our CISO has over 25 years of experience in information technology architecture, including over [removed: 18] [added: 20] years with NVR in progressively more senior information security roles.
\- enhanced monitoring capabilities for early detection and rapid response to potential security [removed: anomalies,][added: incidents,]
\- completion of [added: annual] tabletop exercises on potential cybersecurity breaches with the assistance of a third-party cybersecurity consultant, and
\- [removed: regular] [added: annual] review of information technology disaster recovery and business continuity processes to help ensure the ability to resume work after an incident.
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
[removed: We currently do] [added: As of the date of this Form 10-K, we have] not [removed: believe that] [added: had] any [removed: current] [added: known instances of material] cybersecurity [removed: threats] [added: incidents, including third-party incidents, during any of the prior three fiscal years that] have materially [removed: affected,] [added: affected] or are reasonably likely to materially [removed: affect, our] [added: affect the Company, including its] business strategy, results of [removed: operations] [added: operations,] or financial condition.
In [removed: 2024,] [added: 2025,] our CIO and CISO presented updates on our cybersecurity initiatives quarterly; twice to our Audit Committee and twice to our full Board.
Item 2. Properties.
3 rewritten, 2 added, 6 removed, 7 unchanged
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: 2030,] [added: 2033,] none of which are individually material to our business.
In connection with the operation of the homebuilding business, we lease production facilities in the following [removed: nine] [added: ten] locations: Thurmont, Maryland; Burlington County, New Jersey; Farmington, New York; Kings Mountain, North Carolina; Darlington, Pennsylvania; Portland, Tennessee; Richmond, Virginia; Fayetteville, North [removed: Carolina and] [added: Carolina,] Lavonia, [removed: Georgia.][added: Georgia and Haines City, Florida.]
Our plant utilization was [removed: 49%] [added: 45%] and [removed: 56%] [added: 49%] of total capacity in [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively.
In 2025, we entered into a lease agreement for office space in Reston, Virginia to replace our current corporate office lease which expires in October 2026.
The lease is expected to commence September 2026 and is for approximately 68,000 square feet of office space with a lease term of 11 years.
The current corporate office lease expires in April 2026.
The leases on the production facilities in Fayetteville, North Carolina and Lavonia, Georgia commenced in 2024.
The Fayetteville facility is approximately 145,000 square feet with a lease term of 10 years, contains an option for three, five-year extensions.
The Lavonia facility is approximately 170,000 square feet with a lease term of 15 years, and contains an option for four, five-year extensions.
In 2024 we entered into an agreement to lease a new facility in Haines City, FL which is expected to commence at the end of 2025.
The Haines City facility will be approximately 174,000 square feet with a lease term of 15 years from the commencement date and contains an option for five, five-year extensions.
Item 4. Mine Safety Disclosures.
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
8 rewritten, 11 added, 7 removed, 12 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: 10, 2025,] [added: 9, 2026,] there were [removed: 151] [added: 142] shareholders of record of our common stock.
During the quarter ended December 31, [removed: 2024,] [added: 2025,] we had two share repurchase authorizations outstanding.
On May [removed: 7, 2024] [added: 6, 2025] and [removed: December 11, 2024,] [added: August 8, 2025,] we publicly announced that our Board of Directors had approved new repurchase authorizations in the amount of up to $750 million per authorization.
The following table provides information regarding common stock repurchases during the quarter ended December 31, [removed: 2024:][added: 2025:]
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
The following graph compares the cumulative total return to holders of our common stock since December 31, [removed: 2019] [added: 2020] 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: 2019.][added: 2020.]
[removed: ][added: ]
| Comparison of 5 Year Cumulative Total Return | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | |
| October 1 - 31, 2025 | | | | | | 22,507 | | | | | | $ | 7,781.09 | | | | | 22,507 | | | | | | $ | 861,851 | |
| November 1 - 30, 2025 (1) | | | | | | 17,634 | | | | | | $ | 7,226.98 | | | | | 17,634 | | | | | | $ | 734,411 | |
| December 1 - 31, 2025 | | | | | | 24,763 | | | | | | $ | 7,463.30 | | | | | 24,763 | | | | | | $ | 549,597 | |
| Total | | | | | | 64,904 | | | | | | $ | 7,509.29 | | | | | 64,904 | | | | | | | | |
(1) Of the shares repurchased in November 2025, 15,484 shares were repurchased under the May 6, 2025 share repurchase authorization, which fully utilized the May authorization.
The remaining 2,150 shares were repurchased under the August 8, 2025 share repurchase authorization.
On February 11, 2026, the Board of Directors approved an additional repurchase authorization of up to an aggregate $750 million with terms and conditions consistent with our prior authorizations.
The repurchase authorization does not have an expiration date.
| NVR, Inc. | | | | | | $ | 100 | | | | | $ | 145 | | | | | $ | 113 | | | | | $ | 172 | | | | | $ | 200 | | | | | $ | 179 | |
| S&P 500 | | | | | | $ | 100 | | | | | $ | 129 | | | | | $ | 105 | | | | | $ | 133 | | | | | $ | 166 | | | | | $ | 196 | |
| Dow Jones US Home Construction | | | | | | $ | 100 | | | | | $ | 152 | | | | | $ | 119 | | | | | $ | 214 | | | | | $ | 213 | | | | | $ | 215 | |
| October 1 - 31, 2024 | | | | | | 3,275 | | | | | | $ | 9,471.88 | | | | | 3,275 | | | | | | $ | 651,486 | |
| November 1 - 30, 2024 | | | | | | 18,731 | | | | | | $ | 9,067.83 | | | | | 18,731 | | | | | | $ | 481,637 | |
| December 1 - 31, 2024 | | | | | | 42,210 | | | | | | $ | 8,610.39 | | | | | 42,210 | | | | | | $ | 868,192 | |
| Total | | | | | | 64,216 | | | | | | $ | 8,787.75 | | | | | 64,216 | | | | | | | | |
| NVR, Inc. | | | | | | $ | 100 | | | | | $ | 107 | | | | | $ | 155 | | | | | $ | 121 | | | | | $ | 184 | | | | | $ | 215 | |
| S&P 500 | | | | | | $ | 100 | | | | | $ | 118 | | | | | $ | 152 | | | | | $ | 125 | | | | | $ | 158 | | | | | $ | 197 | |
| Dow Jones US Home Construction | | | | | | $ | 100 | | | | | $ | 124 | | | | | $ | 188 | | | | | $ | 147 | | | | | $ | 264 | | | | | $ | 264 | |
Item 6. Reserved.
1 rewritten, 0 added, 0 removed, 0 unchanged
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_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: 2024] [added: 2025] were effective to provide reasonable assurance that information required to be disclosed in our reports under the Exchange Act, is 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: 2024.][added: 2025.]
Our internal control over financial reporting as of December 31, [removed: 2024] [added: 2025] 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.
1 rewritten, 0 added, 0 removed, 0 unchanged
During the three months ended December 31, [removed: 2024,] [added: 2025,] none of our directors or officers adopted, modified or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" as such terms are defined under Item 408 of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
Item 10. Directors, Executive Officers, and Corporate Governance.
6 rewritten, 0 added, 0 removed, 4 unchanged
| Paul C. Saville | | | | | | [removed: 69] [added: 70] | | | | | | Executive Chairman of the Board | | |
| Eugene J. Bredow | | | | | | [removed: 55] [added: 56] | | | | | | President and Chief Executive Officer | | |
| Daniel D. Malzahn | | | | | | [removed: 55] [added: 56] | | | | | | Senior Vice President, Chief Financial Officer and Treasurer | | |
| Matthew B. Kelpy | | | | | | [removed: 51] [added: 52] | | | | | | 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 Analysis" and "Corporate Governance Principles and Board Matters" in our definitive Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Shareholders [removed: ("2025] [added: ("2026] Proxy Statement") and is incorporated herein by reference.
Our [removed: 2025] [added: 2026] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2025.][added: 2026.]
Item 11. Executive Compensation.
3 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: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.
In addition, the information from a portion of the [removed: 2025] [added: 2026] Proxy Statement under "Report of the Compensation Committee" is incorporated herein by reference and furnished in this Form 10-K and shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Our [removed: 2025] [added: 2026] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2025.][added: 2026.]
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
9 rewritten, 1 added, 1 removed, 5 unchanged
The following table summarizes our equity compensation plans as of December 31, [removed: 2024:][added: 2025:]
| Equity compensation plans approved by security holders (1) | | | | | | [removed: 388,729] [added: 350,205] | | | | | | $ | [removed: 3,589.06] [added: 3,693.11] | | | | | [removed: 89,724] [added: 91,607] | | |
(1)This category includes the restricted share units (“RSUs”) authorized to be issued under the [removed: 2010 and] 2018 Equity Incentive [removed: Plans.][added: Plan.]
As of December 31, [removed: 2024,] [added: 2025,] there were [removed: 23,047] [added: 16,913] RSUs outstanding.
Of the shares remaining available for future issuance under the [removed: shareholder approved plans,] [added: 2018 Equity Incentive plan,] up to a total of [removed: 16,782] [added: 16,778] may be issued as RSUs.
The weighted-average exercise price of outstanding options under security holder approved plans was [removed: $3,815.26.][added: $3,880.52.]
The remaining information required by this item will be included under the caption "Security Ownership of Certain Beneficial Owners and Management" in our [removed: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.
Our [removed: 2025] [added: 2026] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2025.][added: 2026.]
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
| Total | | | | | | 350,205 | | | | | | $ | 3,693.11 | | | | | 91,607 | | |
| Total | | | | | | 388,729 | | | | | | $ | 3,589.06 | | | | | 89,724 | | |
Item 13. Certain Relationships and Related Transactions, and Director Independence.
2 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: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.
Our [removed: 2025] [added: 2026] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2025.][added: 2026.]
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: 2025] [added: 2026] Proxy Statement and is incorporated herein by reference.
Our [removed: 2025] [added: 2026] Proxy Statement is expected to be filed with the Securities and Exchange Commission on or prior to April 30, [removed: 2025.][added: 2026.]
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
Item 15. Exhibits and Financial Statement Schedules.
384 rewritten, 139 added, 107 removed, 708 unchanged
[Table of [removed: Contents](#iff8104af41734575839e372ecd73d852_7)][added: Contents](#ic21181d2425040bbbd3930ed19b77c38_7)]
| [removed: 10.12*] [added: 10.15*] | | | | | | [Profit Sharing Plan of NVR, Inc. and Affiliated Companies.](https://www.sec.gov/Archives/edgar/data/906163/0000928385-97-001029.txt) | | | | | | S-8 | | | | | | 333-29241 | | | | | | 4.1 | | | | | | 6/13/1997 | | |
| [removed: 10.13*] [added: 10.16*] | | | | | | Employee Stock Ownership Plan of NVR, Inc. | | | | | | 10-K/A | | | | | | | | | | | | | | | | | | 12/31/1994 | | |
| [removed: 10.14*] [added: 10.17*] | | | | | | [Amended and Restated NVR, Inc. Nonqualified Deferred Compensation Plan.](https://www.sec.gov/Archives/edgar/data/906163/000156459015009895/nvr-ex105_283.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.5 | | | | | | 11/6/2015 | | |
| [removed: 10.15*] [added: 10.18*] | | | | | | [First Amendment to NVR, Inc. Nonqualified Deferred Compensation Plan.](https://www.sec.gov/Archives/edgar/data/906163/000156459017001623/nvr-ex1036_559.htm) | | | | | | 10-K | | | | | | | | | | | | 10.36 | | | | | | 2/15/2017 | | |
| [removed: 10.16*] [added: 10.19*] | | | | | | [Description of the Board of Directors’ compensation arrangement.](https://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex_1015.htm) | | | | | | 10-K | | | | | | | | | | | | 10.15 | | | | | | 2/13/2019 | | |
| [removed: 10.17*] [added: 10.20*] | | | | | | [NVR, Inc. 2018 Equity Incentive Plan](https://www.sec.gov/Archives/edgar/data/906163/000119312518149765/d578284dex101.htm) | | | | | | S-8 | | | | | | 333-224629 | | | | | | 10.1 | | | | | | 5/3/2018 | | |
| [removed: 10.18*] [added: 10.21*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Management time-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_1.htm) | | | | | | 8-K | | | | | | | | | | | | 10.1 | | | | | | 5/14/2018 | | |
| [removed: 10.19*] [added: 10.22*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Director time-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_2.htm) | | | | | | 8-K | | | | | | | | | | | | 10.2 | | | | | | 5/14/2018 | | |
| [removed: 10.20*] [added: 10.23*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Management performance-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_3.htm) | | | | | | 8-K | | | | | | | | | | | | 10.3 | | | | | | 5/14/2018 | | |
| [removed: 10.21*] [added: 10.24*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Director performance-based grants) under the NVR, Inc. 2018 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_4.htm) | | | | | | 8-K | | | | | | | | | | | | 10.4 | | | | | | 5/14/2018 | | |
| [removed: 10.22*] [added: 10.25*] | | | | | | [The Form of Restricted Share Units Agreement (Management grants) under the NVR, Inc. 2018 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_5.htm) | | | | | | 8-K | | | | | | | | | | | | 10.5 | | | | | | 5/14/2018 | | |
| [removed: 10.23*] [added: 10.26*] | | | | | | [The Form of Restricted Share Units Agreement (Director grants) under the NVR, Inc. 2018 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616318000065/exhibit10_6.htm) | | | | | | 8-K | | | | | | | | | | | | 10.6 | | | | | | 5/14/2018 | | |
| [removed: 10.24*] [added: 10.27*] | | | | | | [NVR, Inc. 2014 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000119312514186839/d722339dex101.htm) | | | | | | S-8 | | | | | | 333-195756 | | | | | | 10.1 | | | | | | 5/7/2014 | | |
| [removed: 10.25*] [added: 10.28*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Management time-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000041/exhibit104form8-k.htm) | | | | | | 8-K | | | | | | | | | | | | 10.4 | | | | | | 5/6/2022 | | |
| [removed: 10.26*] [added: 10.29*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Director time-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex102.htm) | | | | | | 8-K | | | | | | | | | | | | 10.2 | | | | | | 5/7/2014 | | |
| [removed: 10.27*] [added: 10.30*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Management performance-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000041/exhibit105form8-k.htm) | | | | | | 8-K | | | | | | | | | | | | 10.5 | | | | | | 5/6/2022 | | |
| [removed: 10.28*] [added: 10.31*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Director performance-based grants) under the NVR, Inc. 2014 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000119312514187250/d722365dex104.htm) | | | | | | 8-K | | | | | | | | | | | | 10.4 | | | | | | 5/7/2014 | | |
| [removed: 10.29*] [added: 10.32*] | | | | | | [NVR, Inc. 2010 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000095012310043500/w78342exv10w1.htm) | | | | | | S-8 | | | | | | 333-166512 | | | | | | 10.1 | | | | | | 5/4/2010 | | |
| [removed: 10.30*] [added: 10.33*] | | | | | | [The Amended Form of Non-Qualified Stock Option Agreement (Management grants) under the NVR, Inc. 2010 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex1029.htm) | | | | | | 10-K | | | | | | | | | | | | 10.29 | | | | | | 2/13/2019 | | |
| [removed: 10.31*] [added: 10.34*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Management performance-based grants) under the NVR, Inc. 2010 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000090616319000029/ex1030.htm) | | | | | | 10-K | | | | | | | | | | | | 10.30 | | | | | | 2/13/2019 | | |
| [removed: 10.32*] [added: 10.35*] | | | | | | [The Form of Non-Qualified Stock Option Agreement (Director grants) under the NVR, Inc. 2010 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w2.htm) | | | | | | 8-K | | | | | | | | | | | | 10.2 | | | | | | 5/6/2010 | | |
| [removed: 10.33*] [added: 10.36*] | | | | | | [The Form of Restricted Share Units Agreement (Management grants) under the NVR, Inc. 2010 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000119312513310039/d540338dex102.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.2 | | | | | | 7/30/2013 | | |
| [removed: 10.34*] [added: 10.37*] | | | | | | [The Form of Restricted Share Units Agreement (Director grants) under the NVR, Inc. 2010 Equity Incentive Plan.](https://www.sec.gov/Archives/edgar/data/906163/000095012310045375/w78392exv10w4.htm) | | | | | | 8-K | | | | | | | | | | | | 10.4 | | | | | | 5/6/2010 | | |
| [removed: 10.35] [added: 10.38] | | | | | | [Second Amended and Restated Master Repurchase Agreement dated July 20, 2022 between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](https://www.sec.gov/Archives/edgar/data/906163/000090616322000074/exhibit104q22022.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.4 | | | | | | 8/3/2022 | | |
| [removed: 10.36] [added: 10.39] | | | | | | [First Amendment to Second Amended and Restated Master Repurchase Agreement dated July 19, 2023 between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000108/exhibit101.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 8/2/2023 | | |
| [removed: 10.37] [added: 10.40] | | | | | | [Second Amendment to the Second Amended and Restated Master Repurchase Agreement dated July 16, 2024 between NVR Mortgage Finance, Inc. and U.S. Bank National Association.](https://www.sec.gov/Archives/edgar/data/906163/000090616324000109/exhibit101q22024.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 8/6/2024 | | |
| [removed: 10.38] [added: 10.43] | | | | | | [removed: [Amended] [added: [S](https://www.sec.gov/Archives/edgar/data/906163/000090616325000031/nvr-secondarcreditagreement.htm)[econd Amended] and Restated Credit Agreement dated [removed: February 12, 2021] [added: as of March 11, 2](https://www.sec.gov/Archives/edgar/data/906163/000090616325000031/nvr-secondarcreditagreement.htm)[025] among NVR, [removed: Inc.] [added: Inc](https://www.sec.gov/Archives/edgar/data/906163/000090616325000031/nvr-secondarcreditagreement.htm)[.] and the lenders [removed: party hereto, Bank] [added: party](https://www.sec.gov/Archives/edgar/data/906163/000090616325000031/nvr-secondarcreditagreement.htm) [hereto, Ban](https://www.sec.gov/Archives/edgar/data/906163/000090616325000031/nvr-secondarcreditagreement.htm)[k] of [removed: America,] [added: America] N.A., as [removed: Administrative] [added: A](https://www.sec.gov/Archives/edgar/data/906163/000090616325000031/nvr-secondarcreditagreement.htm)[dministrative] Agent and BofA [removed: Securities,] [added: Securities] Inc. as Sole Lead Arranger and Sole Book [removed: Runner.](https://www.sec.gov/Archives/edgar/data/906163/000090616321000017/a2020ex1048.htm)] [added: Runner.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000031/nvr-secondarcreditagreement.htm)] | | | | | | [removed: 10-K] [added: 8-K] | | | | | | | | | | | | [removed: 10.48] [added: 10.1] | | | | | | [removed: 2/12/2021] [added: 3/12/2025] | | |
| [removed: 10.40*] [added: 10.44*] | | | | | | [Summary of [removed: 2025 Executive] [added: 202](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1044.htm)[6](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1044.htm) [Executive] Officer Incentive Compensation Plan. Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000011/a2024ex1040.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1044.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 19 | | | | | | [Insider Trading Compliance [removed: Policy. Filed herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000011/a2024ex19.htm)] [added: Policy](https://www.sec.gov/Archives/edgar/data/906163/000090616325000011/a2024ex19.htm)] | | | | | | [added: 10-K] | | | | | | | | | | | | [added: 19] | | | | | | [added: 2/12/2025] | | |
| 21 | | | | | | [NVR, Inc. Subsidiaries. Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000011/a2024ex21.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex21.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 23 | | | | | | [Consent of KPMG LLP (Independent Registered Public Accounting Firm). Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000011/a2024ex23.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex23.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/906163/000090616325000011/a2024ex311.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex311.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/906163/000090616325000011/a2024ex312.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex312.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/906163/000090616325000011/a2024ex32.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex32.htm)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 97* | | | | | | [Compensation Recovery [removed: Policy. Filed herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000011/a2024ex97.htm)] [added: Policy.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000011/a2024ex97.htm)] | | | | | | [added: 10-K] | | | | | | | | | | | | [added: 97] | | | | | | [added: 2/12/2025] | | |
| February [removed: 12, 2025] [added: 11, 2026] | | | By: | | | /s/ Eugene J. Bredow | | | | | | | | |
| /s/ Paul C. Saville | | | | | | Executive Chairman | | | | | | February [removed: 12, 2025] [added: 11, 2026] | | |
| /s/ C. E. Andrews | | | | | | Director | | | | | | February [removed: 12, 2025] [added: 11, 2026] | | |
| /s/ Sallie B. Bailey | | | | | | Director | | | | | | February [removed: 12, 2025] [added: 11, 2026] | | |
| 10.12* | | | | | | [E](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex101-extensionofemploymen.htm)[xtension of Employment Agreement between NVR, Inc. and Paul C. Saville dated November](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex101-extensionofemploymen.htm) [5, 2025.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex101-extensionofemploymen.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 11/5/2025 | | |
| 10.13* | | | | | | [E](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex102-extensionofemploymen.htm)[xtension of Employment Agreement between NVR, Inc. and Eugene J. Bredow dated November 5, 2025.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex102-extensionofemploymen.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.2 | | | | | | 11/5/2025 | | |
| 10.14* | | | | | | [E](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex103-extensionofemploymen.htm)[xtension of Employment Agreement between NV](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex103-extensionofemploymen.htm)[R, Inc. and Dan](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex103-extensionofemploymen.htm)[iel D. Malzahn dated November 5, 2025.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000121/ex103-extensionofemploymen.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.3 | | | | | | 11/5/2025 | | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
| 10.41 | | | | | | [T](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm)[hird Amendment to the Second Am](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm)[ended and Restated Master Repurchase Agreeme](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm)[nt dated](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm) [September 24, 2024](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm) [](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm)[between NVR Mortgage Finance, Inc. and U.S.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm) [Bank](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm) [Nation](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm)[al Ass](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm)[ociation. Filed herewith.](https://www.sec.gov/Archives/edgar/data/906163/000090616326000018/a2025ex1041.htm) | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 10.42 | | | | | | [F](https://www.sec.gov/Archives/edgar/data/906163/000090616325000089/exhibit101q22025.htm)[ourth Amend](https://www.sec.gov/Archives/edgar/data/906163/000090616325000089/exhibit101q22025.htm)[ment to Second Amended and Restated Master Repurchase Agreement dated](https://www.sec.gov/Archives/edgar/data/906163/000090616325000089/exhibit101q22025.htm) [July 10,](https://www.sec.gov/Archives/edgar/data/906163/000090616325000089/exhibit101q22025.htm) [2025 between NVR Mortgage Finance](https://www.sec.gov/Archives/edgar/data/906163/000090616325000089/exhibit101q22025.htm)[, Inc. and U.S. Bank National Association.](https://www.sec.gov/Archives/edgar/data/906163/000090616325000089/exhibit101q22025.htm) | | | | | | 10-Q | | | | | | | | | | | | 10.1 | | | | | | 8/6/2025 | | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
| /s/ Michael J. DeVito | | | | | | Director | | | | | | February 11, 2026 | | |
| Michael J. DeVito | | | | | | | | | | | | | | |
| /s/ George R. Oliver | | | | | | Director | | | | | | February 11, 2026 | | |
| George R. Oliver | | | | | | | | | | | | | | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
February 11, 2026
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
February 11, 2026
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
| | | | 1,723,560 | | | | | | 2,058,707 | | |
| Other assets | | | 205,640 | | | | | | 150,566 | | |
| | | | 5,089,563 | | | | | | 5,888,232 | | |
| Other assets | | | 125,402 | | | | | | 45,536 | | |
| | | | 767,367 | | | | | | 492,756 | | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
| | | | December 31, 2025 | | | | | | December 31, 2024 | | |
| | | | 1,912,179 | | | | | | 2,092,055 | | |
| | | | 79,882 | | | | | | 78,861 | | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
| Net income | | | — | | | | | | — | | | | | | 1,339,816 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,339,816 | | |
| Balance, December 31, 2025 | | | $ | 206 | | | | | $ | 3,155,367 | | | | | $ | 16,386,769 | | | | | $ | (15,677,473) | | | | | $ | (16,710) | | | | | $ | 16,710 | | | | | $ | 3,864,869 | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
| | | | | | | | | | | | | | | | | | |
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
For the years ended December 31, 2025, 2024 and 2023, our capitalized interests costs have been inconsequential.
[Table of Contents](#ic21181d2425040bbbd3930ed19b77c38_7)
to the standards and specifications of the ultimate investor.
As of December 31, 2025, and 2024, our mortgage repurchase reserve was approximately $18,900 and $18,700, respectively.
Mortgage loans held for sale are recorded at fair value using observable market information including pricing from actual market transactions and investor commitment prices.
Notes to Consolidated Financial Statements
| 10.39 | | | | | | [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.](https://www.sec.gov/Archives/edgar/data/906163/000090616323000023/firstamendmenttoarcredit.htm) | | | | | | 10-K | | | | | | | | | | | | 10.37 | | | | | | 2/16/2022 | | |
| /s/ Thomas D. Eckert | | | | | | Director | | | | | | February 12, 2025 | | |
| Thomas D. Eckert | | | | | | | | | | | | | | |
Specifically, we assessed the consistency of data used in the process with its source, evaluated the reliability of data sources, and considered if all relevant data points were used in the analysis.
February 12, 2025
NVR, Inc.
| | | | 2,058,707 | | | | | | 1,950,150 | | |
| Reorganization value in excess of amounts allocable to identifiable assets, net | | | 41,580 | | | | | | 41,580 | | |
| Other assets | | | 108,986 | | | | | | 94,746 | | |
| | | | 5,888,232 | | | | | | 6,142,087 | | |
| Reorganization value in excess of amounts allocable to identifiable assets, net | | | 7,347 | | | | | | 7,347 | | |
| Other assets | | | 38,189 | | | | | | 152,385 | | |
| | | | 492,756 | | | | | | 459,670 | | |
| | | | 2,092,055 | | | | | | 2,084,046 | | |
| | | | 78,861 | | | | | | 152,986 | | |
| Operating income | | | 1,987,559 | | | | | | 1,822,455 | | | | | | 2,169,184 | | |
| Balance, December 31, 2021 | | | $ | 206 | | | | | $ | 2,378,191 | | | | | $ | 10,047,839 | | | | | $ | (9,423,858) | | | | | $ | (16,710) | | | | | $ | 16,710 | | | | | $ | 3,002,378 | |
| Net income | | | — | | | | | | — | | | | | | 1,725,575 | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,725,575 | | |
| Redemption of senior notes | | | — | | | | | | — | | | | | | (600,000) | | |
(dollars in thousands, except per share data)
For the year ended December 31, 2022, we incurred a net pre-tax charge of approximately $27,500 related to the impairment of contract land deposits.
primarily on a servicing released basis, typically within 30 days from closing.
Mortgage loans held for sale are recorded at fair value when closed, and thereafter are carried at the lower of cost or fair value, net of deferred origination costs, until sold.
As of December 31, 2024, there were contractual commitments to extend credit to borrowers aggregating $2,006,907, and open forward delivery sale contracts aggregating $2,140,042, which hedge both the rate lock loan commitments and closed loans held for sale (see Note 14 herein for a description of the Company’s fair value accounting).
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Mortgage banking fees are generally recognized after the loan has been sold to an unaffiliated, third party investor.
The ASU will be effective for our fiscal year ending December 31, 2025.
The amendments in the ASU are to be applied on a prospective basis and early adoption is permitted.
We are currently evaluating the impact that the adoption of ASU 2023-09 will have on our consolidated financial statements and related disclosures.
In November 2023, the FASB issued ASU 2023-07, "Segment Reporting - Improvements to Reportable Segment Disclosures." The amendments in the ASU are intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss.
Lot Purchase Agreements
able to sell, the process of which the development entity’s equity investors bear the full risk, the entity does not earn any revenues.
taxes.
During the first quarter of 2024, we purchased a raw land parcel for approximately $20,000, which is expected to produce approximately 850 lots.
Capitalized Interest
We capitalize interest costs to land under development during the active development of finished lots.
In addition, we capitalize interest costs to our joint venture investments while the investments are considered qualified assets pursuant to ASC 835-20, *Interest*.
Capitalized interest is transferred to inventory as the development of finished lots is completed, then charged to cost of sales upon our settlement of homes and the respective lots.
An excerpt. Shown here: 40 of 384 rewritten, 40 of 139 added and 40 of 107 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules. in the FY2025 filing and the FY2024 filing.