KBH 10-K Annual Report Nov. 30, 2020 | Alphaminr

KBH 10-K Fiscal year ended Nov. 30, 2020

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. Property and Equipment, NetNote 11. Other AssetsNote 12. Accrued Expenses and Other LiabilitiesNote 13. LeasesNote 14. Income TaxesNote 15. Notes PayableNote 16. Fair Value DisclosuresNote 17. Commitments and ContingenciesNote 18. Legal MattersNote 19. Stockholders EquityNote 20. Accumulated Other Comprehensive LossNote 21. Employee Benefit and Stock PlansNote 22. Postretirement BenefitsNote 23. Supplemental Disclosure To Consolidated Statements Of Cash FlowsNote 24. Quarterly Results (unaudited)Item 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, as amended. 4.2 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. 4.3 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. 4.4 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. 4.5 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. 4.6 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. 4.7 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. 4.8 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. 4.9 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. 4.10 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. 4.11 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. 4.12 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. 4.13 Amended and Restated Rights Agreement, dated effective as of April 12, 2018, by and between KB Home and Computershare, Inc., as Rights Agent, filed as Exhibit 4.1 to our Amended Registration Statement on Form 8-A/A dated April 13, 2018 (File No. 001-09195), is incorporated by reference herein. 4.14 Tenth Supplemental Indenture, dated as of January 22, 2019, 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 2018 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 4.15 Form of 6.875% Senior Notes due 2027, filed as an exhibit to our Current Report on Form 8-K dated February 20, 2019 (File No. 001-09195), is incorporated by reference herein. 4.16 Form of officers certificates and guarantors certificates establishing the form and terms of the 6.875% Senior Notes due 2027, filed as an exhibit to our Current Report on Form 8-K dated February 20, 2019 (File No. 001-09195), is incorporated by reference herein. 4.17 Form of 7.625% Senior Notes due 2023, filed as an exhibit to our Current Report on Form 8-K dated February 20, 2019 (File No. 001-09195), is incorporated by reference herein. 4.18 Form of officers certificates and guarantors certificates establishing the form and terms of the 7.625% Senior Notes due 2023, filed as an exhibit to our Current Report on Form 8-K dated February 20, 2019 (File No. 001-09195), is incorporated by reference herein. 4.19 Form of 4.800% Senior Notes due 2029, filed as an exhibit to our Current Report on Form 8-K dated November 4, 2019 (File No. 001-09195), is incorporated by reference herein. 4.20 Form of officers certificates and guarantors certificates establishing the form and terms of the 4.800% Senior Notes due 2029, filed as an exhibit to our Current Report on Form 8-K dated November 4, 2019 (File No. 001-09195), is incorporated by reference herein. 4.21 Description of KB Home Common Stock Registered Under Section 12 of the Securities Exchange Act of 1934, filed as an exhibit to our 2019 Annual Report onForm 10-K (File No. 001-09195), is incorporated by reference herein.. 10.4* 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. 10.5* 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. 10.7* 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. 10.8* 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. 10.9* 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. 10.10* 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. 10.11* 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. 10.12* 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. 10.13 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. 10.14 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. 10.15* 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. 10.16* 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. 10.17* 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. 10.18* 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. 10.19* 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. 10.20* 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. 10.21* 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. 10.22* 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. 10.23* 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. 10.24* 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. 10.25* 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. 10.26* Form of Restricted Stock Agreement under the Amended KB Home 2014 Equity Incentive Plan, filed as an exhibit to our 2018 Annual Report on Form 10-K (File No. 001-09195), is incorporated by reference herein. 10.27 Fifth Amended and Restated KB Home Non-Employee Directors Compensation Plan, effective as of July 11, 2019, filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended August 31, 2019 (File No. 001-09195), is incorporated by reference herein. 10.28 Third Amended and Restated Revolving Loan Agreement, dated as of October 7, 2019, among us, the banks party thereto, and Citibank, N.A., as Administrative Agent. 10.29* 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 13, 2020 (File No. 001-09195), is incorporated by reference herein. 10.30 Second Amendment to the KB Home Nonqualified Deferred Compensation Plan, effective December 1, 2020. 10.31 Third Amendment to Trust Agreement by and between KB Home andWells Fargo Bank, N.A., as Trustee, dated January 1, 2021. 21 Subsidiaries of the Registrant. 22 List of Guarantor Subsidiaries. 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.