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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

___________________

FORM 8-K
___________________

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 2, 2023
Green Brick Partners, Inc.
 
_________________________________________________

(Exact name of registrant as specified in its charter)
Delaware001-3353020-5952523
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer Identification Number)
2805 Dallas Pkwy,Ste 400
Plano,TX75093(469)573-6755
(Address of principal executive offices, including Zip Code)(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report) Not Applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per share
GRBK
The New York Stock Exchange
Depositary Shares (each representing a 1/1000th interest in a share of 5.75% Series A Cumulative Perpetual Preferred Stock, par value $0.01 per share)
GRBK PRA
The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨



Item 2.02 Results of Operations and Financial Condition.

On August 2, 2023, Green Brick Partners, Inc. (the “Company”) issued a press release announcing its financial and operational results for the second quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99 to this report.

Item 8.01 Other Events

The Company announced today that on September 15, 2023 holders of record as of September 1, 2023 (the “Record Date”) of its depositary shares (the “Series A Depositary Shares” (NYSE:GRBK.PRA)), each representing a 1/1,000th interest in a share of its 5.75% Series A Cumulative Perpetual Preferred Stock (the “Series A Preferred Stock”) will receive a quarterly dividend in the amount of $359.38 per share of Series A Preferred Stock (equivalent to $0.35938 per Series A Depositary Share), which will cover the period from, and including, June 15, 2023 through, but not including September 15, 2023. The dividend represents dividends at the rate of 5.75% of the $25,000.00 liquidation preference per share (equivalent to $25.00 per depositary share) per year (equivalent to $1,437.50 per share per year or $1.4375 per Series A Depositary Share per year).

Item 9.01 Financial Statements and Exhibits.

(d)     Exhibits
Exhibit No.
Description of Exhibit
99
104Cover Page Interactive Data File (embedded within the Inline XBRL document).







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
                
GREEN BRICK PARTNERS, INC.
By:/s/ Richard A. Costello
Name:Richard A. Costello
Title:Chief Financial Officer

Date:    August 2, 2023



Exhibit 99
greenbrickpartnerslogocopy.jpg
GREEN BRICK PARTNERS, INC. REPORTS SECOND QUARTER 2023 RESULTS

NEW HOME ORDERS UP 50.8% FOR THE QUARTER AND 64.8% YEAR-TO-DATE
RESIDENTIAL UNITS REVENUE OF $454.4 MILLION, SECOND HIGHEST IN COMPANY HISTORY
HOMEBUILDING GROSS MARGIN 31.3%, UP 370 BPS SEQUENTIALLY
DILUTED EPS OF $1.63, SECOND HIGHEST IN COMPANY HISTORY
DEBT TO TOTAL CAPITAL OF 22.9%; RECORD LOW NET DEBT TO TOTAL CAPITAL OF 10.6%

PLANO, Texas, August 2, 2023 — Green Brick Partners, Inc. (NYSE: GRBK) (“we,” “Green Brick” or the “Company”) today reported results for its second quarter ended June 30, 2023.

“We are pleased to report that Green Brick delivered another strong quarter with exceptional execution by our team. During the second quarter, we delivered 783 homes, generating $454 million in home closings revenue, which was our second highest in company history. Homebuilding gross margin was up 370 bps sequentially to 31.3%. These higher margins drove second quarter earnings up to $1.63 per diluted share, which were up 19% sequentially and second best in company history,” said Jim Brickman, CEO and Co-Founder. “We continue to lead the industry with the highest homebuilding gross margins amongst our public peers, a result of our infill locations, self-development land strategy, and focus on operational efficiency.”

“We have continued to see demand for homes, particularly in infill and infill-adjacent locations where we have a strong presence and where there is limited resale inventory competition because existing homeowners are reluctant to sell their homes and forfeit their low interest rate loans. Sales momentum in 2Q23 was above normal seasonality and remained strong throughout the spring selling season. Net orders increased 51% year-over-year to 822 homes, the highest of any second quarter in company history. Our quarterly absorption rate in 2Q23 remained robust at 9.9 homes per active selling community, while our cancellation rate remained the lowest in the homebuilding industry at 7.4%. As a result, backlog at the end of Q2 is now up 59% from the beginning of the year. During the quarter, we increased ending community count to its highest level in two years, up 10% year over year. We also ramped up our starts during the second quarter by 25% over 1Q23 to 833 units, which has allowed us to better align starts with our improved sales pace. Additionally, we are pleased to have seen further normalization of the supply chain and labor availability in our markets and improved cycle times that we expect will continue to result in higher returns on capital. We believe our scale as the third largest builder in DFW and ongoing operational improvements will continue to decrease our cycle times,” continued Mr. Brickman.

“We were able to generate these results while lowering our leverage. As of June 30, 2023, our debt to total capital ratio decreased 600 bps year-over-year to 22.9%, while net debt to total capital ratio was down 1450 basis points to a record low of 10.6%. With a strong balance sheet and ample lots in infill locations, we believe we are well positioned to take advantage of continuing strong demand and increase our market share in our core markets.”

Results for the Quarter Ended June 30, 2023:
(Dollars in thousands, except per share data)Three Months Ended June 30,
20232022Change
New homes delivered783 881 (11.1)%
Total revenues$456,289 $525,144 (13.1)%
Total cost of revenues313,354 356,248 (12.0)%
Total gross profit$142,935 $168,896 (15.4)%
Income before income taxes$104,212 $138,282 (24.6)%
Net income attributable to Green Brick Partners, Inc.$75,270 $101,256 (25.7)%
Diluted net income attributable to Green Brick Partners, Inc. per common share$1.63 $2.08 (21.6)%
Residential units revenue$454,445 $512,515 (11.3)%
1

Average sales price of homes delivered$580.0 $579.5 0.1 %
Homebuilding gross margin percentage31.3 %32.3 %-100 bps
Backlog$585,951 $710,199 $(124,248)
Homes under construction1,809 2,436 (25.7)%

Results for the Six Months Ended June 30, 2023:
(Dollars in thousands, except per share data)Six Months Ended June 30,
20232022Change
New homes delivered1,544 1,539 0.3 %
Total revenues$908,350 $918,760 (1.1)%
Total cost of revenues640,809 641,508 (0.1)%
Total gross profit$267,541 $277,252 (3.5)%
Income before income taxes$191,384 $220,915 (13.4)%
Net income attributable to Green Brick Partners, Inc.$139,450 $162,833 (14.4)%
Diluted net income attributable to Green Brick Partners, Inc. per common share$3.00 $3.25 (7.7)%
Residential units revenue$904,807 $877,176 3.1 %
Average sales price of homes delivered$585.2 $567.6 3.1 %
Homebuilding gross margin percentage29.5 %30.5 %-100 bps
Selling, general and administrative expenses as a percentage of residential units revenue10.5 %8.7 %180 bps

Earnings Conference Call:
We will host our earnings conference call to discuss our second quarter ended June 30, 2023 at 12:00 p.m. Eastern Time on Thursday, August 3, 2023. The call can be accessed by dialing 1-888-660-6353 for domestic participants or 1-929-203-2106 for international participants and should reference meeting number 3162560. Participants may also join the call via webcast at: https://events.q4inc.com/attendee/763375419

A telephone replay of the call will be available through September 2, 2023. To access the telephone replay, the domestic dial-in number is 1-800-770-2030, the international dial-in number is 1-647-362-9199 and the access code is 3162560, or by using the link at investors.greenbrickpartners.com.

2

GREEN BRICK PARTNERS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)

Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
Residential units revenue$454,445 $512,515 $904,807 $877,176 
Land and lots revenue1,844 12,629 3,543 41,584 
Total revenues456,289 525,144 908,350 918,760 
Cost of residential units312,030 347,142 638,154 610,572 
Cost of land and lots1,324 9,106 2,655 30,936 
Total cost of revenues313,354 356,248 640,809 641,508 
Total gross profit142,935 168,896 267,541 277,252 
Selling, general and administrative expenses(49,229)(41,798)(95,174)(76,063)
Equity in income of unconsolidated entities5,699 8,523 9,920 14,210 
Other income, net4,807 2,661 9,097 5,516 
Income before income taxes104,212 138,282 191,384 220,915 
Income tax expense23,148 30,278 42,179 48,715 
Net income81,064 108,004 149,205 172,200 
Less: Net income attributable to noncontrolling interests5,794 6,748 9,755 9,367 
Net income attributable to Green Brick Partners, Inc.$75,270 $101,256 $139,450 $162,833 
Net income attributable to Green Brick Partners, Inc. per common share:
Basic$1.64 $2.09 $3.02 $3.27 
Diluted$1.63 $2.08 $3.00 $3.25 
Weighted average common shares used in the calculation of net income attributable to Green Brick Partners, Inc. per common share:
Basic45,371 48,046 45,656 49,309 
Diluted45,755 48,384 46,051 49,639 

3

GREEN BRICK PARTNERS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)

June 30, 2023December 31, 2022
ASSETS
Cash and cash equivalents$209,595 $76,588 
Restricted cash21,607 16,682 
Receivables7,057 5,288 
Inventory1,404,398 1,422,680 
Investments in unconsolidated entities81,800 74,224 
Right-of-use assets - operating leases2,689 3,458 
Property and equipment, net4,375 2,919 
Earnest money deposits16,136 23,910 
Deferred income tax assets, net16,448 16,448 
Intangible assets, net409 452 
Goodwill680 680 
Other assets11,379 12,346 
Total assets$1,776,573 $1,655,675 
LIABILITIES AND EQUITY
Liabilities:
Accounts payable$57,464 $51,804 
Accrued expenses101,464 91,281 
Customer and builder deposits43,252 29,112 
Lease liabilities - operating leases2,780 3,582 
Borrowings on lines of credit, net(2,214)17,395 
Senior unsecured notes, net336,016 335,825 
Notes payable14,591 14,622 
Total liabilities553,353 543,621 
Commitments and contingencies
Redeemable noncontrolling interest in equity of consolidated subsidiary32,995 29,239 
Equity:
Green Brick Partners, Inc. stockholders’ equity
Preferred stock, $0.01 par value: 5,000,000 shares authorized; 2,000 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively47,696 47,696 
Common stock, $0.01 par value: 100,000,000 shares authorized; 45,378,678 issued and outstanding as of June 30, 2023 and 46,032,930 issued and outstanding as of December 31, 2022, respectively454 460 
Additional paid-in capital256,965 259,410 
Retained earnings868,962 754,341 
Total Green Brick Partners, Inc. stockholders’ equity1,174,077 1,061,907 
Noncontrolling interests16,148 20,908 
Total equity1,190,225 1,082,815 
Total liabilities and equity$1,776,573 $1,655,675 

4

GREEN BRICK PARTNERS, INC.
SUPPLEMENTAL INFORMATION
(Unaudited)

Residential Units Revenue and New Homes Delivered (dollars in thousands)Three Months Ended June 30,Six Months Ended June 30,
20232022Change%20232022Change%
Home closings revenue$454,136 $510,535 $(56,399)(11.0)%$903,566 $873,598 $29,968 3.4 %
Mechanic’s lien contracts revenue309 1,980 (1,671)(84.4)%1,241 3,578 (2,337)(65.3)%
Residential units revenue$454,445 $512,515 $(58,070)(11.3)%$904,807 $877,176 $27,631 3.1 %
New homes delivered783 881 (98)(11.1)%1,544 1,539 5 0.3 %
Average sales price of homes delivered$580.0 $579.5 $0.5 0.1%$585.2 $567.6 $17.6 3.1 %

Land and Lots Revenue
(dollars in thousands)		Three Months Ended June 30,Six Months Ended June 30,
20232022Change%20232022Change%
Lots revenue$1,844 $12,081 $(10,237)(84.7)%$3,543 $14,036 $(10,493)(74.8)%
Land revenue— 548 (548)(100.0)%— 27,548 (27,548)(100.0)%
Land and lots revenue$1,844 $12,629 $(10,785)(85.4)%$3,543 $41,584 $(38,041)(91.5)%
Lots closed18184(166)(90.2)%36 217 (181)(83.4)%
Average sales price of lots closed$102.4 $65.7 $36.7 55.9%$98.4 $64.7 $33.7 52.1 %

New Home Orders and Backlog
(dollars in thousands)		Three Months Ended June 30,Six Months Ended June 30,
20232022Change%20232022Change%
Net new home orders822 545 277 50.8%1,889 1,146 743 64.8 %
Revenue from net new home orders$489,495 $354,111 $135,384 38.2%$1,120,423 $713,940 $406,483 56.9%
Average selling price of net new home orders$595.5 $649.7 $(54.2)(8.3)%$593.1 $623.0 $(29.9)(4.8)%
Cancellation rate7.4 %11.4 %(4.0)%(35.1)%6.7 %9.6 %(2.9)%(30.2)%
Absorption rate per average active selling community per quarter9.9 7.1 2.8 39.4%11.5 7.5 4.0 53.3 %
Average active selling communities83 77 6 7.8%82 76 6 7.9 %
Active selling communities at end of period86 78 8 10.3%
Backlog$585,951 $710,199 $(124,248)(17.5)%
Backlog units882 1,087 (205)(18.9)%
Average sales price of backlog$664.3 $653.4 $10.9 1.7%
5

GREEN BRICK PARTNERS, INC.
SUPPLEMENTAL INFORMATION
(Unaudited)
June 30, 2023December 31, 2022
CentralSoutheastTotalCentralSoutheastTotal
Lots owned
Finished lots2,651 1,246 3,897 1,901 998 2,899 
Lots in communities under development9,798 1,119 10,917 10,309 1,698 12,007 
Land held for future development(1)
6,575 — 6,575 6,575 — 6,575 
Total lots owned19,024 2,365 21,389 18,785 2,696 21,481 
Lots controlled
Lots under third party option contracts1,515 3 1,518 2,212 6 2,218 
Land under option for future acquisition and development1,731 129 1,860 110 18 128 
Lots under option through unconsolidated development joint ventures1,289 378 1,667 1,289 411 1,700 
Total lots controlled4,535 510 5,045 3,611 435 4,046 
Total lots owned and controlled (2)
23,559 2,875 26,434 22,396 3,131 25,527 
Percentage of lots owned80.8 %82.3 %80.9 %83.9 %86.1 %84.2 %
(1) Land held for future development consists of raw land parcels where development activities have been postponed due to market conditions or other factors.
(2) Total lots excludes lots with homes under construction.

The following table presents additional information on the lots we owned as of June 30, 2023 and December 31, 2022.
June 30, 2023December 31, 2022
Total lots owned21,389 21,481 
Add certain lots included in Total Lots Controlled
Land under option for future acquisition and development1,860 128 
Lots under option through unconsolidated development joint ventures1,667 1,700 
Total lots self-developed24,916 23,309 
Self-developed lots as a percentage of total lots owned and controlled94.3 %91.3 %

Non-GAAP Financial Measures
In this press release, we utilize certain financial measures that are non-GAAP financial measures as defined by the Securities and Exchange Commission. We present these measures because we believe they and similar measures are useful to management and investors in evaluating our operating performance and financing structure. We also believe these measures facilitate the comparison of our operating performance and financing structure with other companies in our industry. Because these measures are not calculated in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), they may not be comparable to other similarly titled measures of other companies and should not be considered in isolation or as a substitute for, or superior to, financial measures prepared in accordance with GAAP.

6

The following table represents the non-GAAP measure of adjusted homebuilding gross margin for the three and six months ended June 30, 2023 and 2022 and reconciles these amounts to homebuilding gross margin, the most directly comparable GAAP measure.
(Unaudited, in thousands):Three Months Ended June 30,Six Months Ended June 30,
2023202220232022
Residential units revenue$454,445 $512,515 $904,807 $877,176 
Less: Mechanic’s lien contracts revenue(309)(1,980)(1,241)(3,578)
Home closings revenue$454,136 $510,535 $903,566 $873,598 
Homebuilding gross margin$142,302 $165,106 $266,217 $266,079 
Homebuilding gross margin percentage31.3 %32.3 %29.5 %30.5 %
Homebuilding gross margin142,302 165,106 266,217 266,079 
Add back: Capitalized interest charged to cost of revenues3,862 4,337 7,488 7,198 
Adjusted homebuilding gross margin$146,164 $169,443 $273,705 $273,277 
Adjusted homebuilding gross margin percentage32.2 %33.2 %30.3 %31.3 %

About Green Brick Partners, Inc.
Green Brick Partners, Inc. is a diversified homebuilding and land development company that operates in Texas, Georgia, and Florida and has a non-controlling interest in a Colorado homebuilder. Green Brick owns five subsidiary homebuilders in Texas (CB JENI Homes, Normandy Homes, Southgate Homes, Trophy Signature Homes, and a 90% interest in Centre Living Homes), as well as a controlling interest in a homebuilder in Atlanta, Georgia (The Providence Group) and an 80% interest in a homebuilder in Port St. Lucie, Florida (GHO Homes). Green Brick also owns a noncontrolling interest in Challenger Homes in Colorado Springs, Colorado, and retains interests in related financial services platforms, including Green Brick Title and BHome Mortgage. The Company is engaged in all aspects of the homebuilding process, including land acquisition and development, entitlements, design, construction, marketing, and sales for its residential neighborhoods and master-planned communities. For more information about Green Brick Partners Inc.’s subsidiary homebuilders, please visit greenbrickpartners.com/homebuilders.

Forward-Looking and Cautionary Statements:
This press release and our earnings call contain “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995. These statements concern expectations, beliefs, projections, plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts and typically include the words “anticipate,” “believe,” “consider,” “estimate,” “expect,” “feel,” “intend,” “plan,” “predict,” “seek,” “strategy,” “target,” “will” or other words of similar meaning. Forward-looking statements in this press release and in our earnings call include statements regarding (i) our position to adapt and succeed in a rapidly changing environment, including our ability to maintain industry-leading performance and gross margins; (ii) our expectations regarding trends in our markets, such as demand for single-family homes and levels of resale inventory; (iii) our ability to mitigate inventory buildup and manage pace of sales and starts; (iv) our ability to increase our market share; (v) our priorities and strategies for growth, the drivers of that growth, and the impact on our future results, including in the Austin market and expansion of our Trophy brand; (vi) our capital resources and flexibility to capitalize on market opportunities and the impact on our financial and operational performance; (vii) the advantages of our lot and land strategies and locations, including the benefits to our margins and adaptability; (viii) our beliefs that we operate in the most advantageous markets in the U.S. and the resilience of our core markets; (ix) our intention to continue strengthening our financial position and reducing leverage; (x) our beliefs regarding our position and scale, including our ability to manage costs and cycle times; and (xi) our expectations regarding returns on capital, including the impact of improvements in cycle times, supply chain and labor availability. These forward-looking statements reflect our current views about future events and involve estimates and assumptions which may be affected by risks and uncertainties in our business, as well as other external factors, which could cause future results to materially differ from those expressed or implied in any forward-looking statement. These risks include, but are not limited to: (1) changes in macroeconomic conditions, including increasing interest rate and inflation that could adversely impact demand for new homes or the ability of potential buyers to qualify; (2) general economic conditions, seasonality, cyclicality and competition in the homebuilding industry; (3) shortages, delays or increased costs of raw materials and increased demand for materials, or increases in other operating costs, including costs related to labor, real estate taxes and insurance, which in each case exceed our ability to increase prices; (4) a shortage of qualified labor; (5) an inability to acquire land in our current and new markets at anticipated prices or difficulty in obtaining land-use entitlements; (6) our inability to successfully execute our strategies, including an inability to grow our operations or expand our Trophy brand; (7) our inability to implement new strategic investments; (8) a failure to recruit, retain or develop highly skilled and competent employees; (9) government regulation risks; (10) a lack of availability or volatility of mortgage financing for homebuyers; (11) severe weather events or natural disasters;
7

(12) difficulty in obtaining sufficient capital to fund our growth; (13) our ability to meet our debt service obligations; (14) a decline in the value of our inventories and resulting write-downs of the carrying value of our real estate assets; (15) changes in accounting standards that adversely affect our reported earnings or financial condition. For a more detailed discussion of these and other risks and uncertainties applicable to Green Brick please see our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission.

Contact:
Benting Hu
Vice President of Finance
469-573-6755
IR@greenbrickpartners.com

8
v3.23.2
Document and Entity Information Document And Entity Information
Aug. 02, 2023
Entity Information [Line Items]  
Document Period End Date Aug. 02, 2023
Written Communications false
Written Communications false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Registrant Name Green Brick Partners, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-33530
Entity Tax Identification Number 20-5952523
Entity Address, Address Line One 2805 Dallas Pkwy
Entity Address, Address Line Two Ste 400
Entity Address, City or Town Plano
Entity Address, State or Province TX
Entity Address, Postal Zip Code 75093
City Area Code (469)
Entity Central Index Key 0001373670
Amendment Flag false
Document Type 8-K
Local Phone Number 573-6755
Entity Emerging Growth Company false
Series A Preferred Stock  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares (each representing a 1/1000th interest in a share of 5.75% Series A Cumulative Perpetual Preferred Stock, par value $0.01 per share)
Trading Symbol GRBK PRA
Security Exchange Name NYSE
Common Stock  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol GRBK
Security Exchange Name NYSE
Green Brick Partners (NYSE:GRBK)
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