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Century Communities, Inc.

For the period ended Dec 31, 2025. Filed Jan 29, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Jan 29, 2026

CCS$56.94+3.1%Stored close · as of Nov 9, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-K

Period ended 2024-12-31; filed 2025-01-30.

0001576940-25-000006

Item 1A. Risk Factors

Current report: 10-K

Period ended 2025-12-31; filed 2026-01-29.

0001576940-26-000005

Item 1A. Risk Factors

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 386 previous paragraphs and 206 current paragraphs.

40 unchanged; 89 reworded; 76 added; 249 removed; 8 previous and 1 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (76)

Current report

Risks Related to our Homebuilding Business and Industry

Current report

Fluctuations in the demand for our homes may continue to materially affect our business, operating results, and financial condition.

Current report

Adverse changes ingeneral economic conditions, including in particular inflation, interest rates, and employment rates, may continue to reduce the demand for our homes and, as a result, continue to have a material adverse effect on our business, operating results, and financial condition.

Current report

Since many of our homebuyers require mortgage financing, the sale of our homes is dependent upon the availability of affordable mortgage financing.

Current report

Our geographic concentration exposes us to localized economic, regulatory, and environmental risks.

Current report

Our homebuilding operations expose us to product liability, warranty, personal injury, environmental, and other liability risks, which may not be covered by or may exceed our insurance or contractual protections, and harm our reputation.

Current report

Poor relations with our communities or other negative publicity could harm our business and reputation.

Current report

A significant portion of our historical growth is due to acquisitions, which may not continue.

Current report

Our multi-family rental business, which is relatively new for us, is subject to many of the same risks associated with our core homebuilding business, as well as other additional risks, and may not be successful.

Current report

Our home sales depend on our Financial Services business and our ability to originate loans and resell them into the secondary market. This business subjects us to additional risks and is competitive.

Current report

We rely heavily on contractors, which exposes us to additional risks, and labor shortages, costs, or disruptions could cause project delays or increased costs.

Current report

We are subject to various laws and regulations, which may increase our costs and potential liability.

Current report

Our business is capital-intensive and any difficulty in obtaining capital or refinancing our indebtedness, or the cost thereof, could impair our business and operating results.

Current report

We have substantial indebtedness, which restricts our operations and could adversely affect our business.

Current report

Tax policies and regulation, including with respect to tax benefits associated with homeownership or increases in property, sales, and other taxes, may adversely affect our operating results.

Current report

Our stock price can be volatile especially if we miss our guidance or fail to meet analyst expectations.

Current report

We cannot assure you we will continue to pay quarterly cash dividends at the current rate.

Current report

We have anti-takeover mechanisms that may discourage acquisition proposals.

Current report

Insider ownership and family relationships amongst our management may raise conflicts of interest.

Current report

We are subject to several other general risks, including without limitation, IT failures or data security breaches; the rise of artificial intelligence; and the possibility of becoming a target of activist investors.

Current report

Risks Related to our Homebuilding Business and Industry

Current report

Fluctuations in the demand for our homes may continue to materially affect our business, operating results, and financial condition.

Current report

Demand for our homes fluctuates, often due to factors beyond our control, including interest rates and Federal Reserve policy; inflation; consumer confidence and spending; employment levels; economic conditions; conditions in the financial, credit and mortgage markets; availability, cost and terms of mortgage financing; lending standards and regulatory requirements; availability and prices of new and existing homes; competition; demographic trends; changing consumer preferences; tariffs and geopolitical uncertainty; and other factors described in this Form 10-K and our other SEC filings. A decline in consumer confidence, economic uncertainty, and continued elevated interest rates contributed to reduced demand for our homes in 2025 compared to the prior year, adversely affecting our 2025 operating results, and this trend could continue in 2026 and beyond. Since demand for our homes is highly sensitive to factors beyond our control, any of these factors could materially and adversely affect our business, operating results, and financial condition. In a housing market downturn, reduced demand typically adversely affects our revenues and operating results and may result in inventory impairments and other write-offs, significant gross margin compression, and reduced profitability. At any particular time, we cannot accurately predict whether housing market conditions will improve, deteriorate, or continue as they exist at that time.

Current report

These factors and others have in the past, and may in the future, reduce demand for and pricing of our homes, increase cancellations and our use of selling incentives, and put downward pressure on our margins and the value of our inventory, potentially leading to inventory impairments and otherwise materially adversely affecting our business, operating results, financial condition, and prospects. In 2025, reduced consumer confidence, tariff-related economic uncertainty, inflation, and recessionary concerns reduced demand for our homes compared to the prior year and negatively impacted our operating results. If these conditions persist, the homebuilding market could experience a prolonged downturn, adversely affecting our business and operating results for multiple years. We cannot predict whether market or economic conditions will improve, deteriorate or remain unchanged at any given time.

Current report

Additionally, many homebuyers must sell existing homes to purchase new ones. Difficulties in doing so, due to weak economic conditions, elevated interest rates, oversupply of homes, restrictive lending standards, or other factors may reduce our home sales, increase cancellations, or force us to lower our prices or offer additional incentives thereby harming our operating results. Because we carry a significant number of spec homes, adverse conditions could require rapid price reductions and use of incentives to avoid excess inventory, further adversely affecting our operating results and financial condition.

Current report

Since many of our homebuyers require mortgage financing, the sale of our homes is dependent upon the availability of affordable mortgage financing.

Current report

Our home sales depend on homebuyers’ ability to obtain affordable mortgage financing. Reduced mortgage availability, tighter lending standards, or higher interest rates or other costs, particularly for first-time homebuyers, which is an important customer segment for us, could significantly reduce demand for our homes and negatively impact our business and operating results. Since the federal government plays a significant role in the mortgage market through Fannie Mae, Freddie Mac, the FHA and the VA, changes to these programs, such as stricter underwriting standards, higher insurance premiums, lower loan limits, or potential restructuring, privatization or elimination of Fannie Mae or Freddie Mac, could reduce liquidity in the mortgage market and limit the availability or increase the cost of long-term, fixed-rate loans. Any such changes could adversely affect interest rates, mortgage availability, and our home sales. Past periods of mortgage-market instability have shown that tightened credit standards, reduced investor appetite for mortgage-backed securities, and the elimination of certain loan products can materially reduce the pool of qualified buyers, especially first-time and move-up purchasers. Similar conditions in the future, including changes to federal programs or tax policies, could again depress demand for our homes. Additionally, since many homebuyers must sell existing homes to purchase new ones, limited mortgage financing or higher costs for could delay or prevent closings, adversely affecting our business and operating results.

Current report

Interest rate increases have adversely affected and could continue to adversely affect our revenues and other operating results.

Current report

Inflation increases our costs for land, materials, labor, and capital. If we cannot raise home prices enough to offset these higher costs, due to affordability constraints, competitive market conditions, sales prices being set months before delivery, or otherwise, our margins and other operating results could be adversely affected. Inflation is also often accompanied by higher interest rates, which can reduce housing demand. In addition, the announcements and implementation of widespread tariffs by the current U.S. Presidential Administration and retaliatory tariffs imposed in response thereto have resulted in and could continue to result in an inflationary environment having similar adverse effects. Future actions by the government to stimulate the economy may further increase the risk of inflation, which may have an adverse impact on our business and operating results. Inflation also reduces the purchasing power of our cash and increases our financing costs.

Current report

Employment rates affect home demand and loan delinquencies potentially adversely affecting our operating results.

Current report

Home cancellation rates have adversely affected and could continue to adversely affect our operating results.

Current report

We face substantial inherent and other risks with respect to our land and lot inventory, which could adversely affect our operating results, as could our failure to manage our land acquisition, inventories, and development and construction processes.

Current report

We own a significant amount of undeveloped land, buildable lots, and housing inventories, the value of which can fluctuate significantly due to, among other factors, changes in market conditions, economic trends, regulatory requirements, and interest or inflation rates. If housing demand falls below our expectations, we may be unable to recover our costs, resulting in lower margins or impairment losses. Our inventory carrying costs can be significant, especially if we must hold on to our land and lots longer than we planned. In declining markets, we may forgo deposits and pre-acquisition costs on option agreements or sell land or homes at a loss. While we regularly review and manage our inventory, adverse market conditions could require us to write down our land and lot values, reduce asset values on our consolidated balance sheet, and otherwise materially impact our operating results and financial condition.

Current report

Our geographic concentration exposes us to localized economic, regulatory, and environmental risks.

Current report

Because we operate in selected markets across 16 states, our operating results are heavily influenced by regional economic conditions, industry-specific downturns, and local events. Prolonged weakness in any of these markets, or in industries important to them, could weaken housing demand in that market and adversely affect our business, operating results, and financial condition. For example, if the oil and gas industry is negatively impacted by declining commodity prices, climate change, legislation, or other factors, it could result in reduced demand for our homes in Texas. Our West Coast communities face restrictive regulations and environmental laws, and in states like Arizona, California, Colorado, Florida, North Carolina, and Texas, insurers have limited coverage or raised premiums due to natural disasters, making homeowners’ insurance less available or affordable. Because mortgage financing requires adequate insurance, this can reduce qualified homebuyers and home sales. In addition, local infrastructure constraints, such as limited school, road, or utility capacity, may restrict our ability to obtain permits for new development. Although our operations are geographically diversified, a sustained downturn or adverse event in one of our key markets could materially affect our business, operating results, and financial condition, and impact us more significantly than larger homebuilders with broader national footprints.

Current report

Some of our markets, particularly in the Western United States, have experienced shortages of electricity, water, and other resources. Resource constraints may limit regulatory approvals for new developments, increase permit costs, impose stricter efficiency or landscaping requirements, or result in fines and higher utility rates, all of which can raise the cost of homebuilding and home ownership. Utility and resource cost fluctuations, which can be exacerbated by inflation, weather, or supply chain disruptions, also can delay construction, increase development costs, and negatively impact regional economies, potentially reducing demand for our homes and adversely affecting our operating results.

Current report

Our homebuilding operations expose us to significant product liability, warranty, personal injury, environmental, and other liability risks, that may not be fully covered by or exceed our insurance or contractual protections, and also could harm our reputation.

Current report

As a homebuilder, we routinely face warranty and construction defect claims, some of which could be significant and arise long after completion. Defects in our homes or developments could lead to substantial liabilities. While we maintain insurance, seek subcontractor indemnities, and establish warranty and other reserves, these protections may not fully cover future claims. Indemnities can be hard to enforce, insurance may have exclusions or limits, and coverage for construction defects has become more costly and restricted. If we cannot recover from subcontractors or insurers, our losses may increase. Unexpected costs related to construction defects or sub-surface conditions arising on a development project could materially affect our business, operating results, and reputation.

Current report

We also may incur property damage, personal liability, environmental, and other liabilities that are uninsured, underinsured, or uninsurable. Such losses could result in the loss of invested capital, lost income, repair or remediation obligations, and continued liability for debt or other obligations related to the affected property. For example, we have faced, and in the future may face, claims related to indoor exposure to toxic mold, which can cause health effects, including allergic reactions. Mold can grow on many common building materials when moisture is present, and it is impossible to eliminate all mold or mold spores indoors. If mold or other airborne contaminants are found in our homes, we need to undertake costly remediation, and impaired indoor air quality could result in liability for property damage or personal injury and harm our reputation. Additionally, homebuilding sites are inherently hazardous, exposing us to health and safety risks. Failures in health and safety performance could lead to regulatory penalties, costly incidents, and negative publicity, which could adversely affect our reputation, home sales, regulatory relationships, and ability to secure new business, potentially impacting our operating results and financial condition. Insurance covering these risks may be unavailable, or we may be unable to obtain, in sufficient amounts or at acceptable costs.

Showing the first 40 of 76 passages. Open the source sections for the rest.

Removed paragraphs (249)

Previous report

Our business routinely encounters and attempts to address risks, some of which will cause our future results to differ, sometimes materially, from those originally anticipated. Below, we have described our present view of the material risks facing the Company. The risk factors set forth below are not the only risks that we may face or that could adversely affect us. If any of the circumstances described in the risk factors discussed in this Form 10-K actually occur, our business, prospects, liquidity, financial condition and results of operations could be materially and adversely affected. If this were to occur, the trading price of our securities could decline significantly and stockholders may lose all or part of their investment.

Previous report

The following discussion of risk factors contains“forward-looking statements,” which may be important to understanding any statement in this Form 10-K or in our other filings and public disclosures. In particular, the following information should be read in conjunction with the sections in this Form 10-K entitled“Cautionary Note about Forward-Looking Statements,” “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and“Item 8. Financial Statements and Supplementary Data.”

Previous report

Risk Factors Summary

Previous report

We are subject to demand fluctuations in the housing market and homebuilding industry.

Previous report

Adverse changes ingeneral economic conditions, including inflation, unemployment rates, interest rates, and availability of financing, global economic and political instability and conflicts, and changing home buying patterns and trends could reduce future demand for our homes.

Previous report

Our geographic concentration and changes to the population growth rates and other demographics or conditions in our markets could adversely affect our business.

Previous report

Risks Related to the Homebuilding and Real Estate Industries

Previous report

Our operating results are dependent on our ability to develop our communities successfully and within expected timeframes and to maintain good relations with the homeowners in our communities.

Previous report

We are subject to potential liability for health and safety incidents and product liability and warranty claims, which may exceed our insured limits.

Previous report

Real estate investments are risky and dependent upon our ability to successfully manage our land acquisitions and development and construction processes.

Previous report

Our mortgage lending business requires substantial capital, which may not continue to be available to us in the amounts we require and at acceptable pricing.

Previous report

Our Financial Services segment can be adversely affected by reduced demand for our homes and our inability to sell mortgages into the secondary market or potential liability in connection with such sales.

Previous report

Governmental regulation may adversely affect our Financial Services operations.

Previous report

Our servicing portfolio, interest rate lock commitments, and loans held for sale are subject to fluctuation in values and although we attempt to hedge our exposure, our hedging activities involve risk and may not be effective.

Previous report

A cyber attack or other security breach of our Financial Services business could subject us to significant liability and harm our reputation.

Previous report

The success of our business is dependent upon highly skilled, competent and key personnel, as well as suitable contractors.

Previous report

We depend on key personnel, the loss of which could have a material adverse effect on our business.

Previous report

We may face substantial damages or be enjoined from pursuing important activities as a result of existing or future litigation, arbitration or other claims.

Previous report

We are subject to liability under various data protection laws, the non-compliance of which could subject us to significant monetary damages, regulatory enforcement actions, fines and/or criminal prosecution.

Previous report

Potential tariffs, if enacted into law, could adversely affect our business and financial results, especially since we may not be able to raise home prices sufficiently to offset increased prices caused by any such tariffs.

Previous report

Risks Related to Environmental Matters

Previous report

We are subject to environmental laws and regulations, which may increase our costs, limit the areas in which we can build homes, delay completion of our projects or result in potential liability.

Previous report

Risks Related to Weather and Climate Change

Previous report

Changes in global or regional climate conditions and governmental actions in response to such changes, including climate disclosure rules, may adversely affect us by increasing the costs of, or restricting, our planned or future growth activities.

Previous report

Risk Related to Acquisitions and Joint Venture Investments

Previous report

Acquisitions, investments and/or disposals involve risks and may result in unexpected costs and unrealized benefits.

Previous report

Difficulty in obtaining sufficient additional capital or refinancing our existing indebtedness at reasonable prices when needed could result in an inability to acquire land for our developments or increased costs and delays in the completion of our development projects.

Previous report

Interest expense on our debt limits our cash available to fund our growth strategies and we may be unable to generate sufficient cash flows to meet our debt service obligations or comply with our covenants.

Previous report

Tax policies and regulation, including in particular any limitation on, or reduction or elimination of, tax benefits associated with owning a home or increases in property and sales taxes, may affect our business and increase our costs.

Previous report

Risk Related to Possible Conflicts of Interest

Previous report

Conflicts of interest may arise as a result of relationships between each of our Executive Chairman, and Chief Executive Officer and their respective affiliates and the Company.

Previous report

The ownership of our common stock is risky as it is subordinated to our existing and future indebtedness.

Previous report

We are subject to several other risks of which other public companies are subject, including without limitation, the effect of negative publicity; increased scrutiny and evolving expectations related to our environmental, social and governance practices; information technology failures or data security breaches; the rise of artificial intelligence; our ability to change our operational policies, investment guidelines and business and growth strategies without stockholder consent; and our ability to maintain an effective system of internal controls.

Previous report

Risks Related to the Housing Market and General Economic Conditions

Previous report

We are subject to demand fluctuations in the housing market and homebuilding industry. Any decline in demand for our homes or in the homebuilding industry generally may materially and adversely affect our business, results of operations, and financial condition.

Previous report

Demand for our homes is subject to fluctuations, often due to factors outside of our control. These factors may include interest rates and Federal Reserve policy changes; inflation; consumer confidence and spending; employment levels; uncertainty in financial, credit and consumer lending markets; slow economic growth or recessionary conditions in various regions or industries around the world; availability of financing for homebuyers; tight lending standards and practices for mortgage loans that limit consumers’ ability to qualify for mortgage financing to purchase a home, including increased minimum credit score requirements, credit risk/mortgage loan insurance premiums and/or other fees and required down payment amounts, higher home prices, more conservative appraisals, changing consumer preferences, higher loan-to-value ratios and extensive buyer income and asset documentation requirements; changes to mortgage regulations; availability and prices of new homes compared to existing inventory; demographic trends, including slower rates of population growth or population decline in our markets; the effect of pandemics; and other factors, including those described elsewhere in this report. If there is limited economic growth, declines in employment and consumer income, changes in consumer behavior, and/or tightening of mortgage lending standards, practices and regulation in the geographic areas in which we operate, or if interest rates for mortgage loans or home prices rise, there could likely be a corresponding adverse effect on our business, prospects, liquidity, financial condition and results of operations, including, but not limited to, the number of homes we sell, our average sales price per home closed, cancellations of home purchase contracts, and the amount of revenues or profits we generate, and such effect may be material. In a housing market downturn when demand for our homes decreases, our revenues and results of operations are typically adversely affected; we may have significant inventory impairments and other write-offs; our gross margins may decline significantly from historical levels; and we may incur substantial losses from operations. At any particular time, we cannot accurately predict whether housing market conditions will improve, deteriorate or continue as they exist at that time.

Previous report

These factors have resulted in the past and in the future could result in a decline in the demand for our homes, as well as a decline in the pricing for our homes, an increase in customer cancellations, an increase in selling concessions, and downward pressure on the market value of our inventory, which could have a material adverse effect on our business, prospects, liquidity, financial condition and results of operations and increase the risk for asset impairments. A significant or sustained downturn in the homebuilding market would likely have an adverse effect on our business and results of operations for multiple years.

Previous report

In addition, the portion of our customer base that consists of first- and second-time move-up buyers often purchase homes subject to contingencies related to the sale and/or closing of their existing homes. If these potential buyers face difficulties in selling or closing their homes, whether due to rising interest rates for mortgage loans, periods of weak or uncertain economic conditions, oversupply, restrictive mortgage standards or otherwise, our sales may be adversely affected. Moreover, we may need to reduce our sales prices, possibly in instances where appraised values of our homes are lower than our sales price, and offer greater incentives to buyers to compete for sales that may result in reduced margins. Also, because we have increased our supply of quick move-in (or “spec”) homes relative to our built-to-order homes, adverse changes in economic conditions could cause us to reduce prices more rapidly to avoid carrying large amounts of finished inventory. This, in turn, could adversely affect our results of operations and financial condition

Previous report

Global economic and political instability and conflicts could adversely affect our business, financial condition or results of operations.

Previous report

A global economic slowdown, inflation, rising interest rates and the possibility of a future recession, as well disruptions in access to bank deposits or lending commitments due to bank failure, could materially and adversely affect our liquidity, our business, financial condition and results of operations. The failure of any bank with which we do business could reduce the amount of cash we have available for our operations or delay our ability to access such funds. Any such failure may increase the possibility of a sustained deterioration of financial market liquidity, or illiquidity at clearing, cash management and/or custodial financial institutions. In the event we have a commercial relationship with a bank that has failed or is otherwise distressed, we may experience delays or other issues in meeting our financial obligations. If other banks and financial institutions enter receivership or become insolvent in the future in response to financial conditions affecting the banking system and financial markets, our ability to access our cash and cash equivalents and investments may be threatened and could have a material adverse effect on our business and financial condition.

Showing the first 40 of 249 passages. Open the source sections for the rest.

Reworded paragraphs (89)

Previous wording

This summary is not complete and should be read in conjunction with the risk factors that follow.

Current wording

Our business, operating results, financial condition, stock price, and future prospects are subject to risks and uncertainties. The risks described below are not the only ones we face. Additional risks, including those not currently known or considered immaterial, could materially and adversely affect our business, operating results, and financial condition. This section contains“forward-looking statements” and should be read together with the“Cautionary Note about Forward-Looking Statements” section and the rest of this Form 10-K. The summary below is not complete and should be read together with the risk factors that follow.

Previous wording

Our long-term growth depends upon our ability to successfully identify and acquire desirable land parcels at reasonable prices and to successfully manage our land and lot inventory.

Current wording

Our success depends upon our ability to successfully identify and acquire desirable land and lots at reasonable prices, manage our land and lot inventory, develop our communities within expected timeframes and budgets, and adapt to changing home buying patterns and trends, population growth rates, and other demographics.

Previous wording

We face risks regarding utility, resource, raw material, building supply and labor shortages and prices, which have been exacerbated by persistent inflation and supply chain disruptions.

Current wording

We face risks regarding utility, resource, raw material, and building supply shortages and price fluctuations.

Previous wording

Adverse weather and geological conditions may increase our costs, cause project delays and reduce consumer demand for housing.

Current wording

Adverse weather and geological conditions could increase costs, delay projects, and reduce housing demand.

Previous wording

Risk Related to Our Financial Services Business

Current wording

Risk Related to Our Multi-Family Rental Business

Previous wording

Failure to recruit, retain and develop highly skilled, and competent personnel may have a material adverse effect on our standards of service and adversely affect our business.

Current wording

Our failure to identify, recruit, retain, and develop highly skilled and competent personnel and contractors may adversely affect our standards of service and business.

Previous wording

Government regulations and legal challenges may delay the start or completion of our communities, increase our costs and expenses, or limit our homebuilding or other activities.

Current wording

Government regulations and legal challenges may delay the start or completion of our communities, increase our expenses, or limit our homebuilding or other activities.

Previous wording

Adverse changes in general economic conditions could reduce the demand for our homes and, as a result, could have a material adverse effect on our business, results of operations and financial condition.

Current wording

Adverse changes in general economic conditions may continue to reduce the demand for our homes and, as a result, continue to have a material adverse effect on our business, operating results, and financial condition.

Previous wording

The residential homebuilding industry is cyclical and is highly sensitive to changes in local and general economic conditions that are outside our control, including:

Current wording

The residential homebuilding industry is cyclical and highly sensitive to local, national and global economic conditions, including:

Previous wording

the availability and cost of financing for homebuyers or restrictive mortgage standards, including private and federal mortgage financing programs and federal, state, and provincial regulation of lending practices;

Current wording

the availability, terms and cost of financing for homebuyers or restrictive mortgage standards, including private and federal mortgage financing programs, and governmental regulation of lending practices;

Previous wording

U.S. and global financial system and credit markets, including short- and long-term interest rates and inflation, and any effects from a potential U.S. government shutdown or sovereign default;

Current wording

U.S. and global financial system and credit markets, including short- and long-term interest rates and inflation, bank failures, and any effects from potential U.S. government shutdowns or defaults;

Previous wording

competition from other real estate investors with significant capital, including other real estate operating companies and developers, institutional investment funds, and companies solely focused on single-family rentals; and

Current wording

competition from other real estate investors with capital, including other real estate operating companies and developers, institutional investment funds, and companies focused on single-family rentals;

Previous wording

the supply of new orexisting homes, including foreclosures, and other housing alternatives, such as apartments and other residential rental property, and the aging of existing housing inventory.

Current wording

the supply of new or existing homes, including foreclosures, and other housing alternatives, such as apartments and other residential rental property, and the aging of existing housing inventory; and

Previous wording

Most of the purchasers of our homes finance their acquisitions with mortgage financing and in many cases obtain their mortgage financing through our Financial Services business. Mortgage rates had been historically low from 2020 to 2022, which made the homes we sell more affordable. However, mortgage rates have more than doubled since early 2022 as a result of the Federal Reserve raising interest rates beginning in 2022 in an effort to curtail inflation. Relatively high mortgage rates persisted throughout 2024 despite the Federal Reserve’s subsequent interest rate decreases in the second half of 2024. Increases in interest rates increase the costs of owning a home and adversely affect the purchasing power of consumers, thereby adversely impacting demand for the homes we sell. Increased interest rates can also decrease homebuyer confidence and hinder our ability to realize our backlog because our home purchase contracts typically provide customers with a financing contingency. Financing contingencies allow customers to cancel their home purchase contracts in the event that they cannot arrange for adequate financing. As a result, rising interest rates typically adversely affect our home sales and mortgage originations. In addition, monetary policy actions affecting interest rates or fiscal policy actions and new legislation related to taxation, spending levels or borrowing limits, along with the related political debates, conflicts and compromises associated with such actions, may negatively impact the financial markets and consumer confidence. Such events in the past have and in the future could hurt the U.S. economy and the housing market and in turn, adversely affect our operating results.

Current wording

Many of our homebuyers rely on mortgage financing, often through our Financial Services business. Historically low mortgage rates from 2020–2022 made the homes we sold more affordable, but rates have risen sharply since 2022 and remained high through 2025, reducing homeowner purchasing power and demand for our homes. Higher interest rates also typically decrease homebuyer confidence and hinder our ability to realize our backlog since our home purchase contracts typically provide customers with a financing contingency. Financing contingencies allow customers to cancel their home purchase contracts if they cannot obtain adequate financing. As a result, rising interest rates typically adversely affect our home sales and mortgage originations. In addition, monetary policy actions affecting interest rates or fiscal policy actions and new legislation related to taxation, spending levels, or borrowing limits, along with the related political debates, conflicts and compromises associated with such actions, may negatively impact the financial markets and consumer confidence. Such events in the past have and in the future could hurt the U.S. economy and the housing market, and in turn, adversely affect our operating results. In response to interest rate volatility and to maintain sales momentum, we have offered and may continue to offer increased incentives across our communities, such as discounts and financing promotions, which negatively impact our homebuilding margins.

Previous wording

Inflation has adversely affected and could continue to adversely affect our business and financial results, especially since we may not be able to raise home prices sufficiently to offset increased prices..

Current wording

Inflation has adversely affected and could continue to adversely affect our operating results.

Previous wording

In the United States, the unemployment rate was 4.1% as of the end of December 2024, according to the U.S. Bureau of Labor Statistics. People who are not employed, are underemployed, or are concerned about the loss of their jobs are less likely to purchase new homes, may be forced to try to sell the homes they own, and may face difficulties in making required mortgage payments. Therefore, an increase in unemployment or underemployment may lead to an increase in the number of loan delinquencies and property repossessions and have an adverse impact on our business by both reducing the demand for the homes we build and increasing the supply of homes for sale, which would also likely adversely affect our Financial Services business, which is dependent upon the sale of our homes. In addition, an increase in unemployment or underemployment may result in increased default rates on mortgage loans we originated, which could expose us to repurchase obligations or other liabilities, reduce our ability to sell or finance the loans we originate or require us to sell or finance the loans we originate on less favorable terms, lead us to impose stricter loan qualification standards, or result in us no longer being able to offer financing terms that are attractive to potential buyers, all of which would adversely affect our Financial Services business.

Current wording

People who are not employed, are underemployed, or are concerned about the loss of their jobs are less likely to purchase new homes, may be forced to try to sell their existing homes, or may face difficulties in making required mortgage payments. Therefore, an increase in unemployment or underemployment may lead to an increase in loan delinquencies and have an adverse impact on our business by both reducing the demand for our homes and increasing the supply of homes for sale, which also would adversely affect our Financial Services business, since it is dependent upon sales of our homes. In addition, an increase in unemployment or underemployment may result in increased default rates on mortgage loans we originated, which could expose us to repurchase obligations or other liabilities, reduce our ability to sell or finance the loans we originate or on less favorable terms, lead us to impose stricter loan qualification standards, or result in us no longer being able to offer financing terms that are attractive to potential buyers, all of which would adversely affect our business and operating results.

Previous wording

Our backlog reflects sales contracts with homebuyers for homes that have not yet been delivered. We have received a deposit from a homebuyer for most homes reflected in our backlog, and generally we have the right to retain the deposit if the homebuyer fails to comply with the homebuyer’s obligations under the sales contract, subject to certain exceptions, including as a result of state and local law and in certain circumstances, the homebuyer’s inability to sell the homebuyer’s current home or, the homebuyer’s inability to obtain suitable financing. Home order cancellations negatively impact the number of closed homes, net new home orders, home sales revenue and results of operations, as well as the number of homes in backlog. Home order cancellations can result from a number of factors, including declines or slow appreciation in the market value of homes, increases in the supply of homes available to be purchased, increased competition, higher mortgage interest rates, homebuyers’ inability to sell their existing homes, homebuyers’ inability to obtain suitable financing, including providing sufficient down payments, and adverse changes in economic conditions.

Current wording

Our backlog reflects the number and value of homes for which we have entered into a sales contract with a customer but have not yet delivered the home. The cancellation of these contracts by homebuyers negatively impacts the number of closed homes, net new home orders, home sales revenue, and our other operating results. An increase in cancellation rates will negatively impact our operating results and could lead to imprecise estimates related to our home deliveries and potentially inventory impairments. While cancellation rates during 2025 were below our historical range, significant cancellations in the past have had and in the future could again have a material adverse effect on our operating results as a result of lost revenue and the accumulation of unsold housing inventory. Home order cancellations can result from a number of factors, including declines or slow appreciation in the market value of homes, increases in the supply of homes available to be purchased, increased competition, higher mortgage interest rates, the inability of homebuilders to sell their existing homes or obtain suitable financing, including providing sufficient down payments, and adverse changes in economic conditions.

Previous wording

Our long-term growth depends upon our ability to successfully identify and acquire desirable land parcels at reasonable prices for residential build-out.

Current wording

Our long-term growth depends upon our ability to successfully identify and acquire desirable land lots at reasonable prices for residential build-out.

Previous wording

Our future growth depends upon our ability to successfully identify and acquire attractive land parcels for development of our homes at reasonable prices and with terms that meet our underwriting criteria. Our ability to acquire land parcels for new homes may be adversely affected by changes in the general availability of land parcels; the willingness of land sellers to sell land parcels at reasonable prices; competition for available land parcels; availability of financing to acquire land parcels; zoning, governmental and municipal restrictions, including environment restrictions; and other market conditions. There can be no assurance that an adequate supply of homebuilding lots will continue to be available to us on terms similar to those available in the past. If the supply of land parcels appropriate for development of homes is limited because of these factors, or for any other reason, our ability to grow could be significantly limited, and the number of homes that we build and sell could decline. Additionally, our ability to begin new projects could be impacted if we elect not to purchase land parcels under option contracts. To the extent we are unable to purchase land parcels on a timely basis or enter into new contracts for the purchase of land parcels at reasonable prices, our home sales revenue and results of operations could be negatively impacted.

Current wording

Our future growth depends upon our ability to successfully identify and acquire attractive land lots for development of our homes at reasonable prices and with terms that meet our underwriting criteria. Availability of new lots may be limited by, among other factors, market conditions, competition, financing constraints, zoning and environmental restrictions, or sellers refusing to sell lots at reasonable prices or honor option contracts. There can be no assurance that an adequate supply of homebuilding lots will continue to be available to us on terms similar to those available in the past. We strategically balance our land inventory between owned and controlled lots. Our use of controlled as opposed to owned lots substantially reduces our investment in land. However, if landowners who are parties to the options or contracts, possibly including land banks, were to refuse to honor them, we could lose access to land at the time we want to use it in our homebuilding activities. A shortage of suitable land or an inability to secure lots on favorable terms could restrict our ability to start new projects, reduce our home sales revenue, and otherwise negatively impact our operating results.

Previous wording

We own and purchase a large number of sites each year and are therefore dependent on our ability to process a very large number of transactions (which include, among other things, evaluating the site purchase, designing the layout of the development, sourcing materials and subcontractors and managing contractual commitments) efficiently and accurately. Errors by employees, failure to comply with regulatory requirements and conduct of business rules, failings or inadequacies in internal control processes, inabilities to obtain desired approvals and entitlements, cost overruns, equipment failures, natural disasters or the failure of external systems, including those of our suppliers or counterparties, could result in operational losses that could adversely affect our business, operating results and financial condition and our relationships with our customers.

Current wording

In addition, we purchase a significant amount of land, lots, and inventories each year and therefore are dependent on our ability to process a large number of transactions (which include, among other things, evaluating the lot purchase, designing the layout of the development, sourcing materials and subcontractors, and managing contractual commitments) efficiently and accurately. Employee errors, failure to comply with regulatory requirements and conduct of business rules, failings or inadequacies in internal control processes, inabilities to obtain desired approvals and entitlements, cost overruns, equipment failures, natural disasters, or the failure of external systems, including those of our suppliers or counterparties, could result in operational losses that could adversely affect our business, operating results, and financial condition, as well as harm our relationships with customers.

Previous wording

If we are unable to develop our communities successfully or within expected timeframes and budgets, our results of operations could be adversely affected.

Current wording

Our inability to develop our communities successfully and within expected timeframes and budgets could harm our operating results.

Previous wording

Before a community generates any revenues, significant time and material expenditures are required to acquire land, obtain development approvals and construct significant portions of project infrastructure, amenities, model homes and sales facilities. In addition, our land bank option contracts often include interest provisions under which delays in land development and/or longer land takedown periods cause us to incur additional cost. It can take several years from the time we acquire control of an undeveloped property to the time we make our first home sale on the site. Costs increases and delays in the development of communities, including increased costs and delays associated with subcontractors performing the development activities or entitlements, expose us to the risk of changes in market conditions for homes. A decline in our ability to develop and market our communities successfully, especially in our more recent or new markets where it may be more difficult to do so, and to generate positive cash flow from these operations in a timely manner, could have a material adverse effect on our business and results of operations and on our ability to service our debt and to meet our working capital requirements. In addition, higher than expected absorption rates in existing communities may result in lower than expected inventory levels until the development for replacement communities is completed.

Current wording

Before a community generates any revenues, significant time and material expenditures are required to acquire land, obtain development approvals, and construct significant portions of project infrastructure, amenities, model homes, and sales facilities. Our land option contracts often include provisions under which delays in land development and/or longer land takedown periods cause us to incur additional costs. It can take several years from the time we acquire control of an undeveloped property to the time we make our first home sale on the site. Cost increases and delays in the development of communities, including increased costs and delays associated with subcontractors performing the development activities or entitlements, expose us to the risk of changes in market conditions for homes. A decline in our ability to develop and market our communities successfully, especially in our more recent or new markets where it may be more difficult to do so, and to generate positive cash flow from these operations in a timely manner, could have a material adverse effect on our business, operating results, and financial condition. In addition, higher than expected absorption rates in our communities may result in lower than expected inventory levels until the development for replacement communities is completed.

Previous wording

Our future success depends upon our ability to successfully adapt our business strategy to changing home buying patterns and trends.

Current wording

Our future success depends upon our ability to adapt our business strategy to changing home buying patterns and trends.

Previous wording

Future changing home buying patterns and trends could reduce the demand for our homes and, as a result, could have a material adverse effect on our business and results of operations. Our business strategy has historically been to offer homes that appeal to a broad range of entry-level, move-up and, lifestyle homebuyers, with an emphasis towards entry-level or affordably priced homes, based on each local market in which we operate. However, given the significant increases in average home sales prices across our markets and the increased demand for more affordable homes due to generational shifts, affordability concerns, changing demographics and other factors, we have further increased our focus on offering more affordable housing options in our markets. We believe that due to anticipated generational shifts, changing demographics and other factors, the demand for more entry-level and affordable homes will continue to increase. This is particularly true in light of future homebuyers being motivated to move out of their apartments or confined living areas, often in urban areas, and into more spacious homes, often in nearby suburbs, as they spend more time at home as a result of part- and full-time remote-working arrangements. Part of our strategy with our Century Complete brand is to target first time homebuyers with an asset light business model. Our Century Complete brand targets entry-level homebuyers, primarily sells homes through retail studios and the internet, and generally provides no option or upgrade opportunities. We have also pivoted our Century Communities brand to target more affordable price points as well. No assurance can be provided that our current business strategy to focus on more affordable homes will be effective or that we will successfully anticipate and react to future changing home buying patterns and trends, which may include higher levels of single-family rental demand. In addition, if the level of new home demand increases in future periods as a result of changing home buying patterns or trends or otherwise, the risk of shortages and cost increases in residential lots, labor and materials available to the homebuilding industry will likely increase.

Current wording

Changing home buying patterns and trends could materially affect demand for our homes and our operating results. Our strategy focuses on offering more affordable housing options in our markets. We believe that due to anticipated generational shifts, changing demographics, and other factors, the demand for more entry-level and affordable homes will continue to increase. Our Century Complete brand targets first-time homebuyers through an asset-light model with limited customization. We also have shifted our Century Communities brand toward more affordable price points. No assurance can be provided that our current business strategy to focus on more affordable homes will be effective or that we will successfully anticipate and react to future changing home buying patterns and trends, which may include higher levels of single-family rental demand. In addition, if demand for new homes increases as a result of changing home buying patterns and trends or otherwise, the risk of shortages and cost increases in residential lots, labor, and materials available to the homebuilding industry also will likely increase.

Previous wording

Utility and resource shortages or rate fluctuations could have an adverse effect on our operations.

Current wording

Utility and resource shortages or rate fluctuations could adversely affect our business and operating results.

Previous wording

Raw materials and building supply shortages and price fluctuations could delay or increase the cost of home construction and adversely affect our operating results.

Current wording

Raw material and building supply shortages or price fluctuations could increase construction costs and delay home deliveries, adversely affecting our operating results.

Previous wording

Shortages or increases in the price of raw materials could cause delays in and increase our costs of home construction. We generally are unable to pass on increases in construction costs to customers who have already entered into home purchase contracts and may not be able to sufficiently increase the price of homes remaining to be sold due to affordability concerns or otherwise. Sustained increases in construction costs may continue to adversely affect our gross margins, which in turn could materially and adversely affect our business, liquidity, financial condition and results of operations.

Current wording

The homebuilding industry is subject to shortages and price volatility for key materials, such as lumber, steel, concrete, and drywall, as well as petroleum products used in transportation and construction. Shortages can be amplified during periods of strong housing demand, after natural disasters, or due to trade regulations, tariffs, inflation, or geopolitical events. These conditions can delay community development and increase construction costs. We generally are unable to pass on increases in construction costs to customers who have already entered into home purchase contracts and may not be able to sufficiently increase the price of our homes remaining to be sold due to affordability concerns or otherwise. Sustained cost increases may negatively affect our margins and other operating results, and also could impact the regional economies in which we operate and reduce demand for our homes.

Previous wording

Adverse weather and geological conditions may increase costs, cause project delays and reduce consumer demand for housing, all of which could materially and adversely affect our business and results of operations.

Current wording

Adverse weather and geological conditions could increase costs, delay projects, and reduce housing demand, which could adversely affect our business and operating results.

Previous wording

Poor relations with the residents of our communities could negatively impact sales, which could adversely affect our revenues or results of operations.

Current wording

Poor relations with the residents of our communities or other negative publicity could negatively impact our operating results and stock price.

Previous wording

Residents of communities we develop rely on us to resolve issues or disputes that may arise in connection with the operation or development of their communities. Efforts made by us to resolve these issues or disputes could be deemed unsatisfactory by the affected residents and subsequent actions by these residents could adversely affect our sales or reputation. In addition, we could be required to make material expenditures related to the settlement of such issues or disputes or to modify our community development plans, which could adversely affect our results of operations.

Current wording

Residents of communities we develop rely on us to resolve issues or disputes that may arise in connection with the operation or development of their communities and any unsatisfactory efforts by us to resolve these issues or disputes could adversely affect our sales or reputation or cause us to incur material expenditures, which could adversely affect our operating results. In addition, other unfavorable publicity or analyst or other reports related to us, our industry, or Company brands, marketing, personnel, operations, business performance, or prospects may adversely affect our business, operating results, and financial condition, as well as our stock price, despite their accuracy or inaccuracy.

Previous wording

Our quarterly operating results may fluctuate because of the seasonal nature of our business and other factors.

Current wording

Our quarterly operating results may fluctuate because of the seasonal nature of our business and other factors; and, accordingly, our historical performance may not predict our future results.

Previous wording

Our quarterly operating results generally fluctuate by season. Historically, we have entered into a larger percentage of contracts for the sale of our homes during the spring and summer months. Weather-related problems, typically in the fall, late winter and early spring, may delay starts or closings and increase costs and thus reduce our profitability. Seasonal natural disasters such as hurricanes, floods and fires could cause delays in the completion of, or increase the cost of, developing one or more of our communities, causing an adverse effect on our sales and revenues. In many cases, we may not be able to recapture increased costs by raising prices. In addition, deliveries may be staggered over different periods of the year and may be concentrated in particular quarters. Our quarterly operating results may fluctuate because of these and other factors, including without limitation:

Current wording

Our quarterly home sales, earnings and other operating results may fluctuate due to seasonality and other factors. For example, more home sale contracts are signed during the spring and summer months. Weather-related problems, typically in the fall, late winter, and early spring, may delay housing starts or closings, thereby increasing our costs and reducing our profitability. Natural disasters such as hurricanes, floods, and fires also may disrupt development and increase our costs, which we may not be able to recover through higher home sale prices. In addition, home deliveries may be staggered over different periods of the year and concentrated in particular quarters. Other factors that may lead to fluctuations in our quarterly operating results include, without limitation:

Previous wording

our ability tocontinue to acquire additional land or secure option contracts to acquire land on acceptable terms;

Current wording

our ability to continue to acquire land or secure option contracts to acquire land on acceptable terms;

Previous wording

the number of active selling communities and timing of new community openings;

Current wording

the number of active selling communities and timing of new community openings and close-outs;

Previous wording

conditions of the real estate market in areas where we operate, the homebuilding industry and the general economy;

Current wording

conditions in the real estate markets where we operate, the homebuilding industry, and general economy;

Previous wording

inventory impairments or other material write-downs;

Current wording

inventory impairments or other material write-downs or charges;

Previous wording

 other changes inoperating expenses, including the cost of labor and raw materials, personnel and general economic conditions.

Current wording

other changes in operating expenses, including the cost of personnel, labor and raw materials, and general economic conditions.

Previous wording

A significant portion of our historical growth has been due to our prior acquisitions and we may not be able to continue to grow through acquisitions.

Current wording

A significant portion of our historical growth has been due to our prior acquisitions, and we may not be able to continue to grow through acquisitions. In addition, acquisitions, as well as other investments, involve risk.

Previous wording

As a part of our business strategy, we have made nine acquisitions since 2013. In January 2024, we acquired Landmark Homes of Tennessee, Inc., and in July 2024, we acquired Anglia Homes, LP. We intend to continue to explore future acquisitions, or significant investments in, and/or disposals of businesses. Acquisitions, investments and/or disposals involve risks, such as:

Current wording

A significant portion of our historical growth has been due in part to our prior acquisitions and we intend to continue to explore future acquisitions of, or significant investments in, land and businesses that support our growth objectives. Since 2013, we have made nine acquisitions, including two in 2024. We cannot assure you that we will continue to identify attractive acquisition targets and consummate acquisitions. Acquisitions and investments involve risks, such as:

Previous wording

difficulties in assimilating the operations and personnel of acquired companies or businesses;

Current wording

difficulties in assimilating the acquired operations, land and personnel;

Showing the first 40 of 89 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Our failure to identify, recruit, retain, and develop highly skilled and competent personnel and contractors may adversely affect our standards of service and business.
Rearranged previous paragraphs (8)

Previous report — wording carried elsewhere

The financial services market is competitive.

Previous report — wording carried elsewhere

We have substantial indebtedness and expect to continue to use leverage in executing our business strategy.

Previous report — wording carried elsewhere

competition from other real estate investors with significant capital, including other real estate operating companies and developers and institutional investment funds;

Previous report — wording carried elsewhere

We retain mortgage servicing rights on some of our loan sales. As servicer for these loans, we may have to advance payments to the mortgage-backed securities bondholders to the extent there are insufficient collections to satisfy the required principal and interest remittances of the underlying mortgage-backed securities. Further, the value of the mortgage servicing rights may fluctuate significantly due to fluctuations in interest rates, among other factors, which may adversely impact our reported results of operations.

Previous report — wording carried elsewhere

A significant portion of our historical growth has been due to our prior acquisitions and we may not be able to continue to grow through acquisitions.

Previous report — wording carried elsewhere

Non-U.S. holders should consult their tax advisors concerning the consequences of disposing of shares of our common stock.

Previous report — wording carried elsewhere

We are periodically audited by various federal, state, and local authorities regarding tax matters. As each audit is concluded, adjustments, if any, are recorded in our financial statements in the period determined. To provide for potential tax exposures, we consider a variety of factors, including relevant facts and circumstances, applicable tax law, correspondence with taxing authorities, and effective settlement of audit issues. If these reserves are insufficient upon completion of an audit, there could be an adverse impact on our financial position, cash flows, and results of operations. We are subject to U.S. federal income tax examinations and various state income tax examinationsfor calendar tax years for which the applicable statute of limitations remains open, ranging from calendar tax years ending 2019 through 2024. As of December 31, 2024, we are not currently under an income tax audit by any federal, state, or local authorities.

Previous report — wording carried elsewhere

The interests of Dale Francescon and Robert Francescon may not be fully aligned with our other stockholders, and this could lead to a strategy that is not in the best interests of our other stockholders. In addition, their significant ownership in us and resulting ability to effectively control us will limit the ability of our other stockholders to influence corporate matters and may discourage someone from making a significant equity investment in our Company, or could discourage transactions involving a change in control.