Patrick O. Zalupski - 05 Jun 2025 Form 4 Insider Report for Dream Finders Homes, Inc. (DFH)

Signature
/s/ Robert E. Riva by Power of Attorney
Issuer symbol
DFH
Transactions as of
05 Jun 2025
Transactions value $
$0
Form type
4
Date filed
06 Jun 2025, 17:49
Previous filing
02 Apr 2025
Next filing
10 Jul 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Zalupski Patrick O. President and CEO, Director, 10%+ Owner 14701 PHILIPS HIGHWAY, SUITE 300, JACKSONVILLE /s/ Robert E. Riva by Power of Attorney 2025-06-06 0001841163

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DFH Prepaid Variable Forward Sale Contract Other +1M 1M 05 Jun 2025 Class A Common Stock 1M Direct F1, F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person entered into a prepaid variable forward sale contract with an unaffiliated third party buyer whereby the reporting person pledged an aggregate of 1,000,000 shares (the "Pledged Shares") of Dream Finders Homes, Inc. Class B common stock to secure its obligations under the contract, and retained dividend and voting rights in the Pledged Shares during the term of the pledge.
F2 The contract obligates the reporting person to deliver to the buyer, on the applicable settlement date for each of the 10 components, up to one hundred percent (100%) of the number of Pledged Shares for such component or, at the reporting person's option, an equivalent amount of cash. The number of shares of Common Stock to be delivered to the buyer on the settlement date (or on which to base the amount of cash to be delivered to the buyer on the settlement date) is to be determined as follows: (a) if the closing price of the Common Stock on the designated valuation date for the applicable component within the period from 03/20/2029 to 04/03/2029 (each, a "Settlement Price") is less than or equal to $17.27 (the "Floor Price"), the reporting person will deliver to the buyer all of the Pledged Shares for the applicable component;
F3 (Continued from Footnote 2) (b) if such Settlement Price is greater than the Floor Price but less than or equal to $37.78 (the "Cap Price"), the reporting person will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and
F4 (Continued from Footnote 3) (c) if such Settlement Price is greater than the Cap Price, the reporting person will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.
F5 In connection with the entry into the forward contract described in Footnote (1), the reporting person is entitled to receive an upfront cash payment of $13,213,080.00.