UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 2, 2018
CENTURY COMMUNITIES, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-36491 | | 68-0521411 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
| |
8390 East Crescent Parkway, Suite 650
Greenwood Village, Colorado | | 80111 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (303)770-8300
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933, as amended, or Rule12b-2 of the Securities Exchange Act of 1934, as amended.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01. | Entry Into a Material Definitive Agreement. |
On January 2, 2018, Century Communities, Inc., a Delaware corporation (the “Company”), entered into Aircraft Time Sharing Agreements (the “Aircraft Time Sharing Agreements”) with each of itsCo-Chief Executive Officers, Dale Francescon and Robert J. Francescon, and Chief Financial Officer, David Messenger. Pursuant to the Aircraft Time Sharing Agreements, the Company will lease the Company’s corporate aircraft (the “Aircraft”), with a fully qualified flight crew, to the executives from time to time on anon-exclusive basis. The lease rate payable by the executives thereunder equals the aggregate incremental per hour cost of each flight, as such cost is described in detail in the Aircraft Time Sharing Agreements. Use of the Aircraft by the executives is subject to prior approval of theCo-Chief Executive Officers of the Company, and is at all times subordinate to use by the Company. Each of the Aircraft Time Sharing Agreements has an initial term of one (1) year, and provides for automaticone-year extensions after the expiration of the initial term, unless (i) either party provides the other with at least thirty (30) days’ prior written notice ofnon-renewal, or (ii) the agreement is terminated on shorter notice as may be required to comply with applicable law, the requirements of any insurance requirements or upon the sale of the Aircraft.
The foregoing summary of the Aircraft Time Sharing Agreements does not purport to be complete and is qualified in its entirety by reference to the complete terms of the Aircraft Time Sharing Agreements, which are filed as Exhibits 10.1, 10.2, and 10.3 to this Current Report on Form8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| | |
Exhibit
Number | | Description |
| |
| 10.1 | | Aircraft Time Sharing Agreement, dated as of January 2, 2018, by and between the Company and Dale Francescon. |
| |
| 10.2 | | Aircraft Time Sharing Agreement, dated as of January 2, 2018, by and between the Company and Robert J. Francescon. |
| |
| 10.3 | | Aircraft Time Sharing Agreement, dated as of January 2, 2018, by and between the Company and David Messenger. |
2
EXHIBIT INDEX
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | |
| Date: January 2, 2018 | | | | CENTURY COMMUNITIES, INC. |
| | | |
| | | | By: | | /s/ David Messenger |
| | | | | | Name: David Messenger |
| | | | | | Title: Chief Financial Officer |
