Stockholders’ Equity | Stockholders’ Equity A summary of changes in stockholders’ equity is presented below (in thousands): Three Months Ended May 31, 2021 and 2020 Number of Shares Common Grantor Treasury Common Stock Paid-in Capital Retained Earnings Accumulated Other Comprehensive Loss Grantor Stock Treasury Stock Total Stockholders’ Equity Balance at February 28, 2021 100,042 (6,705) (1,305) $ 100,042 $ 827,456 $ 1,951,657 $ (22,276) $ (72,718) $ (35,977) $ 2,748,184 Net income — — — — — 143,364 — — — 143,364 Dividends on common stock — — — — — (13,733) — — — (13,733) Employee stock options/other 65 — — 65 903 — — — — 968 Stock awards 44 — 2 44 (88) — — — 44 — Stock-based compensation — — — — 8,082 — — — — 8,082 Balance at May 31, 2021 100,151 (6,705) (1,303) $ 100,151 $ 836,353 $ 2,081,288 $ (22,276) $ (72,718) $ (35,933) $ 2,886,865 Balance at February 29, 2020 122,291 (7,317) (24,526) $ 122,291 $ 803,420 $ 2,211,851 $ (17,149) $ (79,359) $ (597,950) $ 2,443,104 Net income — — — — — 51,989 — — — 51,989 Dividends on common stock — — — — — (8,098) — — — (8,098) Employee stock options/other 11 — — 11 167 — — — — 178 Stock awards 68 — — 68 (68) — — — — — Stock-based compensation — — — — 3,181 — — — — 3,181 Balance at May 31, 2020 122,370 (7,317) (24,526) $ 122,370 $ 806,700 $ 2,255,742 $ (17,149) $ (79,359) $ (597,950) $ 2,490,354 Six Months Ended May 31, 2021 and 2020 Number of Shares Common Grantor Treasury Common Stock Paid-in Capital Retained Earnings Accumulated Other Comprehensive Loss Grantor Stock Treasury Stock Total Stockholders’ Equity Balance at November 30, 2020 99,869 (7,124) (1,107) $ 99,869 $ 824,306 $ 1,868,896 $ (22,276) $ (77,265) $ (27,761) $ 2,665,769 Cumulative effect of adoption of ASU 2016-13 — — — — — (226) — — — (226) Net income — — — — — 240,415 — — — 240,415 Dividends on common stock — — — — — (27,797) — — — (27,797) Employee stock options/other 238 — — 238 3,268 — — — — 3,506 Stock awards 44 419 12 44 (4,875) — — 4,547 284 — Stock-based compensation — — — — 13,654 — — — — 13,654 Tax payments associated with stock-based compensation awards — — (208) — — — — — (8,456) (8,456) Balance at May 31, 2021 100,151 (6,705) (1,303) $ 100,151 $ 836,353 $ 2,081,288 $ (22,276) $ (72,718) $ (35,933) $ 2,886,865 Balance at November 30, 2019 121,593 (7,631) (24,356) $ 121,593 $ 793,954 $ 2,157,183 $ (15,506) $ (82,758) $ (591,344) $ 2,383,122 Cumulative effect of adoption of ASC 842 — — — — — 1,510 — — — 1,510 Reclassification of stranded tax effects — — — — — 1,643 (1,643) — — — Net income — — — — — 111,737 — — — 111,737 Dividends on common stock — — — — — (16,331) — — — (16,331) Employee stock options/other 709 — — 709 7,695 — — — — 8,404 Stock awards 68 314 (15) 68 (3,080) — — 3,399 (387) — Stock-based compensation — — — — 8,131 — — — — 8,131 Tax payments associated with stock-based compensation awards — — (155) — — — — — (6,219) (6,219) Balance at May 31, 2020 122,370 (7,317) (24,526) $ 122,370 $ 806,700 $ 2,255,742 $ (17,149) $ (79,359) $ (597,950) $ 2,490,354 On February 18, 2021, the management development and compensation committee of our board of directors approved the payout of 419,070 shares of our common stock in connection with the vesting of PSUs that were granted to certain employees on October 5, 2017. The shares paid out under the PSUs reflected our achievement of certain performance measures that were based on cumulative earnings per share, average return on invested capital, and revenue growth relative to a peer group of high-production public homebuilding companies over the three-year period from December 1, 2017 through November 30, 2020. Of the shares of common stock paid out, 207,775 shares, or $8.5 million, were purchased by us in the 2021 first quarter to satisfy the recipients’ withholding taxes on the vesting of the PSUs. The shares purchased were not considered repurchases under the authorizations described below. As of May 31, 2021, we were authorized to repurchase 2,193,947 shares of our common stock under a board of directors approved share repurchase program. We did not repurchase any of our common stock under this program in the six months ended May 31, 2021. Unrelated to the share repurchase program, our board of directors authorized in 2014 the repurchase of not more than 680,000 shares of our outstanding common stock, and also authorized potential future grants of up to 680,000 stock payment awards under the KB Home 2014 Equity Incentive Plan (“2014 Plan”), in each case solely as necessary for director elections in respect of outstanding stock appreciation rights awards granted under our Non-Employee Directors Compensation Plan. The 2014 Plan was amended in April 2016. As of May 31, 2021, we have not repurchased any shares and no stock payment awards have been granted under the 2014 Plan, as amended, pursuant to the respective board of directors’ authorizations. On April 8, 2021, we entered into an Amended Rights Agreement with Computershare Inc., as rights agent, following its approval by our stockholders at our 2021 Annual Meeting held on April 8, 2021. The Amended Rights Agreement amends the Amended and Restated Rights Agreement, dated as of April 12, 2018 (“Prior Rights Agreement”). As with the Prior Rights Agreement, the Amended Rights Agreement is intended to continue to help protect our net operating losses and other deferred tax assets from an ownership change under Section 382 of the Internal Revenue Code. The Amended Rights Agreement extended the latest possible expiration date of the rights issued pursuant to the Prior Rights Agreement to the close of business on April 30, 2024, and made certain other related changes. Otherwise, the Amended Rights Agreement’s terms are substantively the same as those of the Prior Rights Agreement, which were disclosed in the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended November 30, 2020. In the three-month period ended May 31, 2021, our board of directors declared, and we paid, a quarterly cash dividend on our common stock of $.15 per share. In the three-month period ended May 31, 2020, our board of directors declared, and we paid, a quarterly cash dividend on our common stock of $.09 per share. Quarterly cash dividends declared and paid on our common stock in the six-month periods ended May 31, 2021 and 2020 totaled $.30 per share and $.18 per share of common stock, respectively. |