KBH 10-K Annual Report Nov. 30, 2017 | Alphaminr
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KBH 10-K Fiscal year ended Nov. 30, 2017

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KB HOME
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1. Summary Of Significant Accounting PoliciesNote 2. Segment InformationNote 3. Financial ServicesNote 4. Earnings Per ShareNote 5. ReceivablesNote 6. InventoriesNote 7. Inventory Impairments and Land Option Contract AbandonmentsNote 8. Variable Interest EntitiesNote 9. Investments in Unconsolidated Joint VenturesNote 10. Other AssetsNote 11. Accrued Expenses and Other LiabilitiesNote 12. Income TaxesNote 13. Notes PayableNote 14. Fair Value DisclosuresNote 15. Commitments and ContingenciesNote 16. Legal MattersNote 17. Stockholders EquityNote 18. Accumulated Other Comprehensive LossNote 19. Employee Benefit and Stock PlansNote 20. Postretirement BenefitsNote 21. Supplemental Disclosure To Consolidated Statements Of Cash FlowsNote 22. Supplemental Guarantor InformationNote 23. Quarterly Results (unaudited)Note 24. Subsequent EventItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Restated Certificate of Incorporation, as amended, filed as an exhibit to our Current Report on Form8-K dated April7, 2009 (File No. 001-09195), is incorporated by reference herein. 3.2 Amended and Restated By-Laws of KB Home, filed as an exhibit to our Current Report on Form 8-K dated July 18, 2014 (File No. 001-09195), is incorporated by reference herein. 4.1 Rights Agreement between us and Mellon Investor Services LLC, as rights agent, dated January22, 2009, filed as an exhibit to our Current Report on Form 8-K/A dated January28, 2009 (File No. 001-09195), is incorporated by reference herein. 4.3 Fifth Supplemental Indenture, dated August17, 2007, relating to our Senior Notes by and between us, the Guarantors named therein, and the Trustee, filed as an exhibit to our Current Report on Form8-K dated August22, 2007 (File No. 001-09195), is incorporated by reference herein. 4.4 Sixth Supplemental Indenture, dated as of January 30, 2012, relating to our Senior Notes by and between us, the Guarantors named therein, and the Trustee, filed as an exhibit to our Current Report on Form 8-K dated February 2, 2012 (File No. 001-09195), is incorporated by reference herein. 4.5 Seventh Supplemental Indenture, dated as of January 11, 2013, relating to our Senior Notes by and among us, the Guarantors named therein, and the Trustee, filed as an exhibit to our Current Report on Form 8-K dated January 11, 2013 (File No. 001-09195), is incorporated by reference herein. 4.6 Specimen of 7 1/4%Senior Notes due 2018, filed as an exhibit to our Current Report on Form8-K dated April3, 2006 (File No. 001-09195), is incorporated by reference herein. 4.7 Form of officers certificates and guarantors certificates establishing the terms of the 7 1/4%Senior Notes due 2018, filed as an exhibit to our Current Report on Form8-K dated April 3, 2006 (File No. 001-09195), is incorporated by reference herein. 4.8 Specimen of 8.00% Senior Notes due 2020, filed as an exhibit to our Current Report on Form8-K dated February 7, 2012 (File No. 001-09195), is incorporated by reference herein. 4.9 Form of officers certificates and guarantors certificates establishing the terms of the 8.00% Senior Notes due 2020, filed as an exhibit to our Current Report on Form8-K dated February 7, 2012 (File No. 001-09195), is incorporated by reference herein. 4.10 Specimen of 7.50% Senior Notes due 2022, filed as an exhibit to our Current Report on Form8-K dated July 31, 2012 (File No. 001-09195), is incorporated by reference herein. 4.11 Form of officers certificates and guarantors certificates establishing the terms of the 7.50% Senior Notes due 2022, filed as an exhibit to our Current Report on Form8-K dated July 31, 2012 (File No. 001-09195), is incorporated by reference herein. 4.12 Form of officers certificate and guarantors officers certificates establishing the form and terms of the 1.375% Convertible Senior Notes due 2019, filed as an exhibit to our Current Report on Form 8-K dated January 29, 2013 (File No. 001-09195), is incorporated by reference herein. 4.13 Form of 1.375% Convertible Senior Notes due 2019, filed as an exhibit to our Current Report on Form 8-K dated January 29, 2013 (File No. 001-09195), is incorporated by reference herein. 4.14 Form of supplemental officers certificate and guarantors officers certificates establishing the form and terms of the 1.375% Convertible Senior Notes due 2019, filed as an exhibit to our Quarterly Report on Form10-Q for the quarter ended February 28, 2013 (File No. 001-09195), is incorporated by reference herein. 4.15 Eighth Supplemental Indenture, dated as of March 12, 2013, by and among us, the Guarantors party thereto, the Additional Guarantors named therein and U.S. Bank National Association, as Trustee, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended May 31, 2013 (File No. 001-09195), is incorporated by reference herein. 4.16 Specimen of 7.00% Senior Notes due 2021, filed as an exhibit to our Current Report on Form8-K dated October 29, 2013 (File No. 001-09195), is incorporated by reference herein. 4.17 Form of officers certificates and guarantors certificates establishing the terms of the 7.00% Senior Notes due 2021, filed as an exhibit to our Current Report on Form8-K dated October 29, 2013 (File No. 001-09195), is incorporated by reference herein. 4.18 Ninth Supplemental Indenture, dated as of February 28, 2014, by and among us, the Guarantors party thereto, the Additional Guarantors named therein and U.S. Bank National Association, as Trustee, filed as an exhibit to our Post-Effective Amendment No. 4 to Form S-3 Registration Statement (No.333-176930), is incorporated by reference herein. 4.19 Specimen of 4.75% Senior Notes due 2019, filed as an exhibit to our Current Report on Form 8-K dated March 25, 2014 (File No. 001-09195), is incorporated by reference herein. 4.20 Form of officers certificates and guarantors certificates establishing the terms of the 4.75% Senior Notes due 2019, filed as an exhibit to our Current Report on Form8-K dated March 25, 2014 (File No. 001-09195), is incorporated by reference herein. 4.21 Form of 7.625% Senior Notes due 2023, filed as an exhibit to our Current Report on Form 8-K dated February 17, 2015 (File No. 001-09195), is incorporated by reference herein. 4.22 Form of officers certificates and guarantors certificates establishing the terms of the 7.625% Senior Notes due 2023, filed as an exhibit to our Current Report on Form 8-K dated February 17, 2015 (File No. 001-09195), is incorporated by reference herein. 10.1* Kaufman and Broad, Inc. Executive Deferred Compensation Plan, effective as of July11, 1985, filed as an exhibit to our 2007 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.2* Amendment to Kaufman and Broad, Inc. Executive Deferred Compensation Plan for amounts earned or vested on or after January1, 2005, effective January1, 2009, filed as an exhibit to our 2008 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.3* KB Home Performance-Based Incentive Plan for Senior Management, as amended and restated on October2, 2008, filed as an exhibit to our 2008 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.7* Amended and Restated KB Home 1999 Incentive Plan, as amended and restated on October2, 2008, filed as an exhibit to our 2008 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.8* Form of Non-Qualified Stock Option Agreement under our Amended and Restated 1999 Incentive Plan, filed as an exhibit to our 2011 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.9* KB Home 2001 Stock Incentive Plan, as amended and restated on October2, 2008, filed as an exhibit to our 2008 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.10* Form of Stock Option Agreement under our 2001 Stock Incentive Plan, filed as an exhibit to our 2011 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.12* KB Home Nonqualified Deferred Compensation Plan with respect to deferrals on and after January1, 2005, effective January1, 2009 (File No. 001-09195), filed as an exhibit to our 2008 Annual Report on Form10-K, is incorporated by reference herein. 10.13* KB Home Change in Control Severance Plan, as amended and restated effective January1, 2009, filed as an exhibit to our 2008 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.15* Amendment No.1 to the KB Home Death Benefit Only Plan, effective as of January1, 2009, filed as an exhibit to our 2008 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.16* KBHome Retirement Plan, as amended and restated effective January1, 2009, filed as an exhibit to our 2008 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.17* Employment Agreement of Jeffrey T.Mezger, dated February28, 2007, filed as an exhibit to our Current Report on Form8-K dated March6, 2007 (File No. 001-09195), is incorporated by reference herein. 10.18* Amendment to the Employment Agreement of Jeffrey T. Mezger, dated December24, 2008, filed as an exhibit to our 2008 Annual Report on Form10-K (File No. 001-09195), is incorporated by reference herein. 10.19* Form of Stock Option Agreement under the Employment Agreement between us and JeffreyT. Mezger dated as of February28, 2007, filed as an exhibit to our Current Report on Form8-K dated July18, 2007 (File No. 001-09195), is incorporated by reference herein. 10.20* Form of Stock Option Agreement under the Amended and Restated 1999 Incentive Plan for stock option grant to JeffreyT. Mezger, filed as an exhibit to our Quarterly Report on Form10-Q for the quarter ended August31, 2007 (File No. 001-09195), is incorporated by reference herein. 10.21* Policy Regarding Stockholder Approval of Certain Severance Payments, adopted July10, 2008, filed as an exhibit to our Current Report on Form8-K dated July15, 2008 (File No. 001-09195), is incorporated by reference herein. 10.22* KB Home Executive Severance Plan, filed as an exhibit to our Quarterly Report on Form10-Q for the quarter ended August31, 2008 (File No. 001-09195), is incorporated by reference herein. 10.23 Amendment to Trust Agreement by and between KB Home and Wachovia Bank, N.A., dated August24, 2009, filed as an exhibit to our Quarterly Report on Form10-Q for the quarter ended August31, 2009 (File No. 001-09195), is incorporated by reference herein. 10.24 Form of Indemnification Agreement, filed as an exhibit to our Current Report on Form 8-K dated April 2, 2010 (File No. 001-09195), is incorporated by reference herein. 10.25* KB Home 2010 Equity Incentive Plan, filed as an exhibit to our Quarterly Report on Form10-Q for the quarter ended February 28, 2010 (File No. 001-09195), is incorporated by reference herein. 10.26* Form of Stock Option Award Agreement under the KB Home 2010 Equity Incentive Plan, filed as an exhibit to our Current Report on Form 8-K dated July 20, 2010 (File No. 001-09195), is incorporated by reference herein. 10.27* Form of Restricted Stock Award Agreement under the KB Home 2010 Equity Incentive Plan, filed as an exhibit to our Current Report on Form 8-K dated July 20, 2010 (File No. 001-09195), is incorporated by reference herein. 10.28* KB Home 2010 Equity Incentive Plan Stock Option Agreement for performance stock option grant to Jeffrey T. Mezger, filed as an exhibit to our 2010 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.29* Amendment to the KB Home 2010 Equity Incentive Plan, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended February 28, 2011 (File No. 001-09195), is incorporated by reference herein. 10.30* Executive Severance Benefit Decisions, filed as an exhibit to our Quarterly Report on Form10-Q for the quarter ended February 28, 2011 (File No. 001-09195), is incorporated by reference herein. 10.31 Consensual agreement effective June 10, 2011, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended August 31, 2011 (File No. 001-09195), is incorporated by reference herein. 10.32* KB Home 2010 Equity Incentive Plan Stock Option Agreement for performance stock option grant to Jeffrey T. Mezger, filed as an exhibit to our 2011 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.33* Form of KB Home 2010 Equity Incentive Plan Performance-Based Restricted Stock Unit Award Agreement, filed as an exhibit to our 2012 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.34* KB Home 2010 Equity Incentive Plan Performance-Based Restricted Stock Unit Award Agreement for performance-based restricted stock unit award to Jeffrey T. Mezger, filed as an exhibit to our 2012 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.35* Form of KB Home 2010 Equity Incentive Plan Restricted Stock Unit Award Agreement, filed as an exhibit to our 2012 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.36* KB Home 2014 Equity Incentive Plan, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended February 28, 2014 (File No. 001-09195), is incorporated by reference herein. 10.37* Amendment to Amended and Restated KB Home 1999 Incentive Plan Non-Qualified Stock Option Agreement, effective July 17, 2014, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended August 31, 2014 (File No. 001-09195), is incorporated by reference herein. 10.38* Amendment to KB Home 2001 Stock Incentive Plan Stock Option Agreement, effective July 17, 2014, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended August 31, 2014 (File No. 001-09195), is incorporated by reference herein. 10.39* Amendment to KB Home Performance Based Incentive Plan for Senior Management Stock Option Agreement, effective July 17, 2014, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended August 31, 2014 (File No. 001-09195), is incorporated by reference herein. 10.40* Form of Stock Option Agreement under the KB Home 2014 Equity Incentive Plan, filed as an exhibit to our Current Report on Form 8-K dated October 14, 2014 (File No. 001-09195), is incorporated by reference herein. 10.41* Form of Performance Cash Award Agreement under the KB Home 2014 Equity Incentive Plan, filed as an exhibit to our Current Report on Form 8-K dated October 14, 2014 (File No. 001-09195), is incorporated by reference herein. 10.42* Form of Restricted Cash Award Agreement under the KB Home 2014 Equity Incentive Plan, filed as an exhibit to our Current Report on Form 8-K dated October 14, 2014 (File No. 001-09195), is incorporated by reference herein. 10.43 Fourth Amended and Restated KB Home Non-Employee Directors Compensation Plan, effective as of October9, 2014, filed as an exhibit to our 2014 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.44* Amended KB Home 2014 Equity Incentive Plan, effective April 7, 2016, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended May 31, 2016 (File No. 001-09195), is incorporated by reference herein. 10.45* Amended and Restated KB Home Performance-Based Incentive Plan for Senior Management, as amended on April 13, 2017, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended May 31, 2017 (File No. 001-09195), is incorporated by reference herein. 10.46* Amended and Restated KB Home 1999 Incentive Plan, as amended on April 13, 2017, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended May 31, 2017 (File No. 001-09195), is incorporated by reference herein. 10.47* Amended and Restated KB Home 2001 Stock Incentive Plan, as amended on April 13, 2017, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended May 31, 2017 (File No. 001-09195), is incorporated by reference herein.. 10.48* Amended KB Home 2010 Equity Incentive Plan, as amended on April 13, 2017, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended May 31, 2017 (File No. 001-09195), is incorporated by reference herein. 10.49 Second Amended and Restated Revolving Loan Agreement, dated as of July 27, 2017, among us, the banks party thereto, and Citibank, N.A., as Administrative Agent, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended August 31, 2017 (File No. 001-09195), is incorporated by reference herein. 10.50* Form of Performance-Based Restricted Stock Unit Award Agreement under the Amended KB Home 2014 Equity Incentive Plan, filed as an exhibit to our Current Report on Form 8-K dated October 6, 2017 (File No. 001-09195), is incorporated by reference herein. 10.51* Form of Restricted Stock Agreement under the Amended KB Home 2014 Equity Incentive Plan. 12.1 Computation of Ratio of Earnings to Fixed Charges. 21 Subsidiaries of the Registrant. 23 Consent of Independent Registered Public Accounting Firm. 31.1 Certification of Jeffrey T. Mezger, Chairman, President and Chief Executive Officer of KBHome Pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Jeff J. Kaminski, Executive Vice President and Chief Financial Officer of KB Home Pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Jeffrey T. Mezger, Chairman, President and Chief Executive Officer of KBHome Pursuant to 18U.S.C. Section1350, as Adopted Pursuant to Section906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Jeff J. Kaminski, Executive Vice President and Chief Financial Officer of KBHome Pursuant to 18U.S.C. Section1350, as Adopted Pursuant to Section906 of the Sarbanes-Oxley Act of 2002.