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- Delisting (new) — Company shares will be delisted from NYSE and deregistered following the merger closing.
Berkshire Hathaway to acquire Taylor Morrison for $72.50/share in all-cash deal
Filed June 1, 2026 · Period ending May 31, 2026 · ~1 min read
Key Changes
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Berkshire Hathaway agreed to acquire Taylor Morrison for $72.50 per share in cash. The Board unanimously approved the deal and recommends stockholder approval.
Item 1.01 verify on EDGAR → -
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Shares will be delisted from NYSE and deregistered following merger closing, expected within nine months (approximately $0.00001 February 2027).
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If Taylor Morrison terminates to accept a superior offer or if the Board changes its recommendation, the company must pay Berkshire a $221.6 million breakup fee.
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Stock options will vest and cash out at closing. RSUs convert to cash with 50% paid at closing and 50% on January 31, 2027, subject to continued employment.
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Stock price may fluctuate during the pending transaction and could decline if the deal fails to close. Proxy materials will be filed for shareholder vote.
Item 8.01 verify on EDGAR →
Summary
Taylor Morrison Home Corporation announced a definitive agreement to be acquired by Berkshire Hathaway for $72.50 per share in cash, representing a premium acquisition by Warren Buffett's conglomerate. The all-cash transaction values each share at a fixed price with no stock consideration, providing certainty for shareholders.
The Board has unanimously approved the deal and will recommend stockholder adoption when proxy materials are filed. For retail investors, this means a clear exit at $72.50 per share if the deal closes, expected within nine months. However, the stock may trade below the offer price due to deal risk, and could decline significantly if the merger fails.
The $221.6 million termination fee creates a meaningful barrier to competing offers, though Taylor Morrison can still pursue superior proposals. Watch for the proxy filing with full deal terms and fairness opinion, regulatory approval progress under Hart-Scott-Rodino antitrust review, and any competing bidders. The stock will likely trade near but slightly below $72.50 until closing, reflecting time value and deal completion risk.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
On May 31, 2026, Taylor Morrison Home Corporation, a Delaware corporation (the “Company”), Berkshire Hathaway Inc., a Delaware corporation (“Parent”), and WXYZ Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which, on the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”), with the Company continuing as the surviving corporation in the Merger as a wholly owned subsidiary of Parent.
Taylor Morrison entered into a definitive merger agreement with Berkshire Hathaway. Under the agreement, a Berkshire subsidiary will merge with Taylor Morrison, with Taylor Morrison surviving as a wholly owned subsidiary of Berkshire. The Board unanimously approved the transaction and will recommend stockholder adoption.
Added in current filing · verify on EDGAR →
each share of common stock, $0.00001 par value, of the Company (each, a “Share”) that is issued and outstanding immediately prior to the Effective Time (other than the Cancelled Shares, shares owned by any wholly owned Subsidiary of the Company immediately prior to the Effective Time and Dissenting Shares) will be converted into the right to receive $72.50 per share in cash (the “Merger Consideration”).
Stockholders will receive $72.50 per share in cash for each share of Taylor Morrison common stock they own at the merger closing. This is an all-cash transaction with no stock consideration.
Added in current filing · verify on EDGAR →
each outstanding RSU under the Company Stock Plans will automatically be cancelled and converted into the right of the holder of such RSU to receive an amount in cash equal to (x) the number of Shares underlying such RSU, multiplied by (y) the Per Share Merger Consideration, of which amount (i) fifty percent (50%) will be paid at or promptly after the Effective Time and (ii) the remaining fifty percent (50%) will become payable on January 31, 2027, generally subject to the holder’s continued employment through such date
Outstanding stock options will vest and be cashed out at closing. RSUs will be converted to cash (50% at closing, 50% on January 31, 2027 subject to continued employment). DSUs will vest and be cashed out at closing. PSUs will convert to cash awards at target performance level and pay out on their original time vesting schedule.
Added in current filing · verify on EDGAR →
Subject to certain limitations, each of the Company or Parent may terminate the Merger Agreement if the Merger is not consummated by the date that is nine (9) months following the date of entry into the Merger Agreement (such date, as it may be extended, the “End Date”).
The merger must close within nine months (by approximately $0.00001 February 2027) or either party can terminate. Closing requires stockholder approval, regulatory clearance under Hart-Scott-Rodino, no prohibitive laws or orders, and customary closing conditions including compliance with covenants and accuracy of representations.
Event · Item 8.01 — Other Events
Taylor Morrison announced execution of a merger agreement via joint press release with parent company.
Added in current filing · verify on EDGAR →
On May 31, 2026, the Company and Parent issued a joint press release announcing the execution of the Merger Agreement.
Taylor Morrison Home Corp and its parent company executed a merger agreement on May 31, 2026. The announcement was made through a joint press release. The 8-K does not provide details about the merger terms, parties involved, or transaction structure, as those details are contained in the referenced press release exhibit.
Event · Item 9.01 — Financial Statements and Exhibits
Taylor Morrison Home Corp announced a definitive merger agreement with Berkshire Hathaway Inc. dated May 31, 2026.
Added in current filing · verify on EDGAR →
Agreement and Plan of Merger, dated as of May 31, 2026, by and among Taylor Morrison Home Corporation, Berkshire Hathaway Inc. and WXYZ Merger Sub, Inc.
Taylor Morrison Home Corporation has entered into a definitive merger agreement with Berkshire Hathaway Inc. and its merger subsidiary WXYZ Merger Sub, Inc. This represents a proposed acquisition of Taylor Morrison by Berkshire Hathaway. The transaction requires shareholder and regulatory approvals and is subject to customary closing conditions.
Added in current filing · verify on EDGAR →
In connection with this proposed acquisition, the Company plans to file one or more proxy statements or other documents with the SEC.
Taylor Morrison will file proxy materials with the SEC seeking shareholder approval for the proposed merger. Shareholders will receive detailed information about the transaction terms and will vote on whether to approve the acquisition by Berkshire Hathaway.
Added in current filing · verify on EDGAR →
the risk that the Company’s stock price may fluctuate during the pendency of the proposed transaction and may decline if the proposed transaction is not completed
The company disclosed that its stock price may experience volatility while the merger is pending and could decline if the deal fails to close. Other disclosed risks include potential litigation, business disruption, the possibility of paying a termination fee if the deal is terminated under certain circumstances, and restrictions on pursuing other business opportunities during the pendency period.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 1, 2026 · How we verify