Forestar Group (FOR) Proxy Filing summary

Executive summary

• Fiscal 2024 saw consolidated revenues of $1.5 billion on 15,068 lots sold, with a 22% increase in net income to $203.4 million and a 17.9% pre-tax profit margin compared to the prior year.

• Book value per share rose 15% to $31.47, and return on equity improved to 13.8%.

• The company expanded operations to 59 markets in 24 states and invested $1.6 billion in land acquisition and development, a 65% increase over the previous year.

• D.R. Horton remains the majority shareholder with 62% ownership as of September 30, 2024.

Voting matters and shareholder proposals

• Stockholders will vote on: (1) election of six directors, (2) advisory approval of executive compensation, (3) amendment to the certificate of incorporation to raise transaction approval thresholds, and (4) ratification of Ernst & Young LLP as auditor for 2025.

• The board recommends voting in favor of all proposals.

Board of directors and corporate governance

• The board consists of six directors, five of whom are independent; three are women, and two new independent directors joined in October 2024.

• Board committees (Audit, Compensation, Nominating and Governance) are fully independent.

• The company maintains a one-year term for directors, a majority voting standard, and a director resignation policy for those not receiving majority support.

• D.R. Horton has board and committee appointment rights under the Stockholder's Agreement.