| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 5
)*
|
D.R. Horton, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
23331A109 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule
13d-1(b) |
 Rule
13d-1(c) |
| Rule
13d-1(d) |
SCHEDULE 13G |
| CUSIP No. | 23331A109 |
| 1 | Names of Reporting Persons Horton Family Limited Partnership | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization TEXAS | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 16,649,319.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 5.24 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) PN |
Comment for Type of Reporting Person:
The calculation of the percentage in row (11) is based on 317,652,200 shares of Common Stock outstanding as of December 31, 2024, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2024 filed with the Securities and Exchange Commission on January 23, 2025.
SCHEDULE 13G |
| CUSIP No. | 23331A109 |
| 1 | Names of Reporting Persons Horton Family GP, L.L.C. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization TEXAS | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 16,649,319.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 5.24 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) OO |
Comment for Type of Reporting Person:
The aggregate amount in row (9) consists of 16,649,319 shares held of record by Horton Family Limited Partnership.
The calculation of the percentage in row (11) is based on 317,652,200 shares of Common Stock outstanding as of December 31, 2024, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2024 filed with the Securities and Exchange Commission on January 23, 2025.
SCHEDULE 13G |
| CUSIP No. | 23331A109 |
| 1 | Names of Reporting Persons Horton Family Limited Partnership II | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization TEXAS | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 3,456,970.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 1.09 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) PN |
Comment for Type of Reporting Person:
The calculation of the percentage in row (11) is based on 317,652,200 shares of Common Stock outstanding as of December 31, 2024, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2024 filed with the Securities and Exchange Commission on January 23, 2025.
SCHEDULE 13G |
| CUSIP No. | 23331A109 |
| 1 | Names of Reporting Persons Double R GP, L.L.C. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization TEXAS | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 3,456,970.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 1.09 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) OO |
Comment for Type of Reporting Person:
The aggregate acmount in row (9) consists of 3,456,970 shares held of record by Horton Family Limited Partnership II.
The calculation of the percentage in row (11) is based on 317,652,200 shares of Common Stock outstanding as of December 31, 2024, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2024 filed with the Securities and Exchange Commission on January 23, 2025.
SCHEDULE 13G |
| CUSIP No. | 23331A109 |
| 1 | Names of Reporting Persons Donald Ryan Horton | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization UNITED STATES | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 26,093,637.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 8.21 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
Comment for Type of Reporting Person:
The aggregate amount in row (9) consists of (i) 16,649,319 shares held of record by Horton Family Limited Partnership, (ii) 3,456,970 shares held of record by Horton Family Limited Partnership II, (iii) 3,185,240 shares held of record by Sea Mint Pond, L.P., (iv) 684,111 shares held in trusts for the benefit of his children and the children of Douglas Reagan Horton, for which Mr. Horton serves as trustee, (v) 749,992 shares held in trust for his benefit, for which he serves as trustee, and (vi) 1,368,005 shares held in trust for the benefit of Martha Elizabeth Horton, for which Mr. Horton serves as co-trustee. Mr. Horton disclaims beneficial ownership with respect to any shares of Common Stock not owned of record by him.
The calculation of the percentage in row (11) is based on 317,652,200 shares of Common Stock outstanding as of December 31, 2024, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2024 filed with the Securities and Exchange Commission on January 23, 2025.
SCHEDULE 13G |
| CUSIP No. | 23331A109 |
| 1 | Names of Reporting Persons Douglas Reagan Horton | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization UNITED STATES | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 26,061,670.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 8.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
Comment for Type of Reporting Person:
The aggregate amount in row (9) consists of (i) 16,649,319 shares held of record by Horton Family Limited Partnership, (ii) 3,456,970 shares held of record by Horton Family Limited Partnership II, (iii) 412,500 shares held of record by RM Horton, Ltd, (iv) 2,743,666 shares held of record by Alta Drive, Ltd., (v) 683,210 shares held in trusts for the benefit of his children and the children of Donald Ryan Horton, for which Mr. Horton serves as trustee, (vi) 748,000 shares held in trusts for his benefit, for which he serves as trustee, and (vii) 1,368,005 shares held in trust for the benefit of Martha Elizabeth Horton, for which Mr. Horton serves as co-trustee. Mr. Horton disclaims beneficial ownership with respect to any shares of Common Stock not owned of record by him.
The calculation of the percentage in row (11) is based on 317,652,200 shares of Common Stock outstanding as of December 31, 2024, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2024 filed with the Securities and Exchange Commission on January 23, 2025.
SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of issuer: D.R. Horton, Inc. | |
| (b) | Address of issuer's principal executive
offices: 1341 Horton Circle Arlington, TX 76011 | |
| Item 2. | ||
| (a) | Name of person filing: Each of the following is hereinafter individually referred to as a "Reporting Person" and collectively as the "Reporting Persons." This statement is filed on behalf of:
(i) Horton Family Limited Partnership
(ii) Horton Family GP, L.L.C.
(iii) Horton Family Limited Partnership II
(iv) Double R GP, L.L.C.
(v) Donald Ryan Horton
(vi) Douglas Reagan Horton
The Reporting Persons have entered into a Joint Filing Agreement, dated February 16, 2021, a copy of which is filed herewith as Exhibit 1. | |
| (b) | Address or principal business office or, if
none, residence: 1501 Alta Drive
Fort Worth, TX 76107
| |
| (c) | Citizenship: Each of Horton Family Limited Partnership, Horton Family GP, L.L.C., Horton Family Limited Partnership II and Double R GP, L.L.C. is organized under the laws of the State of Texas. Donald Ryan Horton and Douglas Reagan Horton are each U.S. citizens. | |
| (d) | Title of class of securities: Common Stock | |
| (e) | CUSIP No.: 23331A109 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); | |
| (i) | A
church plan that is excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned: As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of the shares of Common Stock listed on such Reporting Person's cover page. Horton Family Limited Partnership directly holds 16,649,319 shares of Common Stock. Horton Family GP, L.L.C., as the general partner of Horton Family Limited Partnership, may be deemed to beneficially own the shares held directly by Horton Family Limited Partnership. Horton Family GP, L.L.C. is a manager-managed limited liability company. Each of Donald Ryan Horton and Douglas Reagan Horton are managers of Horton Family GP, L.L.C. and may be deemed to beneficially own, and to share voting and dispositive power over, the shares held directly by Horton Family Limited Partnership.
Horton Family Limited Partnership II directly holds 3,456,970 shares of Common Stock. Double R GP, L.L.C., as the general partner of Horton Family Limited Partnership II, may be deemed to beneficially own the shares held directly by Horton Family Limited Partnership II. Double R GP, L.L.C. is a manager-managed limited liability company. Each of Donald Ryan Horton and Douglas Reagan Horton are managers of Double R GP, L.L.C. and may be deemed to beneficially own, and to share voting and dispositive power over, the shares held directly by Horton Family Limited Partnership II.
Donald Ryan Horton serves as trustee of the Ryan Horton Revocable Trust, which is the sole member of Sea Mint GP, L.L.C., which is the general partner of Sea Mint Pond, L.P., the holder of record of 3,185,240 shares of Common Stock. As a result, Mr. Horton may be deemed to beneficially own, and to possess sole voting and dispositive power over, the shares of Common Stock held directly by Sea Mint Pond, L.P. Mr. Horton also serves as trustee for a total of 684,111 shares of Common Stock held in trusts for the benefit of his children and the children of Douglas Reagan Horton and for 749,992 shares of Common Stock held in trust for his benefit, and therefore may be deemed to beneficially own, and to possess sole voting and dispositive power over, such shares. In addition, Mr. Horton serves as co-trustee for 1,368,005 shares of Common Stock held in trust for the benefit of Martha Elizabeth Horton and therefore may be deemed to beneficially own, and to share voting and dispositive power over, such shares.
Douglas Reagan Horton serves as trustee of the Reagan Horton Revocable Trust, which is the sole member of RayRay LLC, which is the general partner of Alta Drive, Ltd., the holder of record of 2,743,666 shares of Common Stock. As a result, Mr. Horton may be deemed to beneficially own, and to possess sole voting and dispositive power over, the shares of Common Stock held directly by Alta Drive, Ltd. Mr. Horton and his spouse are the managers of RMDM Management, L.L.C., which is the general partner of RM Horton, Ltd., the holder of record of 412,500 shares of Common Stock. As a result, Mr. Horton may be deemed to beneficially own, and to possess shared voting and dispositive power over, the shares of Common Stock held directly by RM Horton, Ltd. Mr. Horton also serves as trustee for a total of 683,210 shares of Common Stock held in trusts for the benefit of his children and the children of Donald Ryan Horton, and for 748,000 shares of Common Stock held in trust for his benefit, and therefore may be deemed to beneficially own, and to possess sole voting and dispositive power over, such shares. In addition, Mr. Horton serves as co-trustee for 1,368,005 shares of Common Stock held in trust for the benefit of Martha Elizabeth Horton and therefore may be deemed to beneficially own, and to share voting and dispositive power over, such shares.
Each of Donald Ryan Horton and Douglas Reagan Horton disclaim beneficial ownership with respect to any shares of Common Stock not owned of record by such reporting person.
| |
| (b) | Percent of class: Each of the Reporting Persons may be deemed to be the beneficial owner of the percentage of Common Stock listed on such Reporting Person's cover page. % | |
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: See each cover page hereof. | ||
| (ii) Shared power to vote or to direct the
vote: See each cover page hereof. | ||
| (iii) Sole power to dispose or to direct the
disposition of: See each cover page hereof. | ||
| (iv) Shared power to dispose or to direct the
disposition of: See each cover page hereof. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
| ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
Each of the Reporting Persons hereby makes the following certification:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is
true, complete and correct. |
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Exhibit
Information |
Exhibit 1 Joint Filing Agreement, dated February 16, 2021, among the Reporting Persons (incorporated by reference to Exhibit 99.1 to the Schedule 13G/A filed by the Reporting Persons on February
16, 2021). |