LSEA Landsea Homes

Filed: 5 Mar 21, 4:20pm





Washington, D.C. 20549










Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): March 3, 2021





(Exact name of registrant as specified in its charter)




Delaware 001-38545 82-2196021

(State or other jurisdiction

of incorporation)

File Number)
 (IRS Employer
Identification No.)

660 Newport Center Drive, Suite 300

Newport Beach, California

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (949) 345-8080




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 $0.0001 per share LSEA The Nasdaq Capital Market
Warrants exercisable for Common Stock LSEAW The Nasdaq Capital Market


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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


(f)       Determination of 2020 Bonuses


On March 3, 2021, the Compensation Committee of the Board of Directors of Landsea Homes Corporation (the “Company”) approved the 2020 bonus award for Franco Tenerelli, one of the Company’s named executive officers. Mr. Tenerelli’s other compensation for 2020 was previously reported by the Company in the Summary Compensation Table included in the Company’s Registration Statement on Form S-1 (File No. 333-252569), initially filed with the Securities and Exchange Commission on January 29, 2021 (the “Registration Statement”). As of the date of the most recent amendment to the Registration Statement, bonuses for fiscal year 2020 could not be determined and, therefore, were omitted from the Summary Compensation Table in the Registration Statement. In accordance with Item 5.02(f), the total bonus for 2020, which is considered non-equity incentive plan compensation, was $250,000 for Mr. Tenerelli, resulting in total compensation for 2020 of $749,556.







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.


Date: March 5, 2021By:/s/  Franco Tenerelli
  Name: Franco Tenerelli
  Title: EVP, Chief Legal Officer and Secretary