Beazer Homes USA (BZH) Proxy Filing summary

Executive summary

• Achieved $2.30B in homebuilding revenue, a 0.4% increase year-over-year, with net income of $45.6M, down from $140.2M in 2024.

• Average active community count rose 14.2% to 164, while controlled lots decreased 10.1% to 25,660.

• Focused on balanced growth, profitability, and capital efficiency, including a brand refresh and achieving the Zero Energy Ready goal for all homes started by end of 2025.

• Share repurchases totaled $33.1M, up from $12.9M in 2024.

Voting matters and shareholder proposals

• Election of nine directors, all recommended for approval.

• Advisory vote on executive compensation (Say-on-Pay), recommended for approval.

• Ratification of Deloitte & Touche LLP as independent auditors for fiscal 2026.

• Adoption of Charter Amendment and ratification of Rights Agreement to protect NOLs and energy-efficiency tax credits, both recommended for approval.

Board of directors and corporate governance

• Significant board refreshment: four new independent directors appointed in the last two years, including Howard Heckes in December 2025.

• Board skills include homebuilding, finance, governance, risk management, sustainability, and marketing.

• All non-employee directors are independent; annual election of all directors with a majority vote standard and director resignation policy.

• Robust evaluation, orientation, and continuing education processes for directors.

• Stockholder engagement included over 260 investor meetings in fiscal 2025.