Terms

Series

5.75% Series A Cumulative Perpetual Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

5.75%

Rate Type

Fixed

Annual Dividend

$1.44

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

Yes

Callable

Yes

First Call Date

December 23, 2026

First Call Price

$25.00

Redemption Notice Period

45 days

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness, All Liabilities And Indebtedness Of Subsidiaries, Any Future Senior Preferred Stock; Pari Passu With: Any Future Preferred Stock Issued On Parity Terms; Senior To: Common Stock, All Other Junior Preferred Stock And Junior Capital Stock

Regulatory (Basel III) Call

No

Tax Classification

Ordinary

Depositary Share Fraction

0.001

Shares Offered

2,000,000

Prospectus Summary

Green Brick Partners, Inc. is issuing 2,000,000 depositary shares, each representing a 1/1000th fractional interest in a share of its 5.75% Series A Cumulative Perpetual Preferred Stock. The liquidation preference is $25.00 per depositary share ($25,000 per underlying share). Shareholders will receive quarterly dividends of $0.3594 per depositary share annually ($1.4375 per year), payable on March 15, June 15, September 15, and December 15. Dividends are cumulative, meaning any unpaid or undeclared dividends accumulate and remain owing regardless of the company's earnings, cash availability, or whether the board declares them. The Series A Preferred Stock ranks senior to all common stock and any junior preferred stock, but is effectively junior to all existing and future indebtedness (currently ~$361.5 million) and all liabilities and indebtedness of Green Brick's subsidiaries. The company is an operating subsidiary of a homebuilder, so holders face structural subordination to subsidiary debt. There is no regulatory capital call provision; the only redemption rights are the issuer's voluntary optional redemption beginning December 23, 2026 (the fifth anniversary) at $25.00 per share, and a special optional redemption right if a Change of Control occurs (delisting from major exchanges following a >50% voting power acquisition). At the $25.00 offering price, the preferred yielding 5.75% annually ($1.4375 per depositary share) offers an effective yield of 5.75%. The tax treatment of dividends is not fully specified in the available excerpt, but preferred dividends from a homebuilder are typically treated as ordinary income and do not qualify for the 15%/20% preferential qualified dividend income (QDI) rate applicable to individual investors, nor are they eligible for the corporate dividend-received deduction (DRD). Dividends are payable quarterly with a record date 10 to 30 days before each payment date. A dividend stopper is in effect: the company cannot pay dividends on its common stock or other junior/parity preferred stock unless all cumulative dividends on the Series A Preferred Stock for all prior periods have been paid or declared and set aside for payment.

Summarized from the SEC prospectus filing.

Distribution History

Conversion Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

Payment of dividends on common stock and junior/parity preferred stock is blocked unless full cumulative dividends on the Series A Preferred Stock for all past periods have been paid or declared and set aside.

Other Preferreds from Green Brick Partners Inc

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 55 (Average)