0000906163FALSE00009061632025-10-012025-10-01
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): October 1, 2025
NVR, Inc.
(Exact name of registrant as specified in its charter)
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| Virginia |
1-12378 |
54-1394360 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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11700 Plaza America Drive, Suite 500
Reston, Virginia 20190
(Address of principal executive offices) (Zip Code)
(703) 956-4000
(Registrant’s telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
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| Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Common stock, par value $0.01 per share |
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NVR |
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New York Stock Exchange |
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| 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: |
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). |
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| Emerging growth company |
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| 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 Section13(a)of the Exchange Act. ☐ |
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| Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Effective October 1, 2025, the Board of Directors of NVR, Inc. (the “Company”) appointed George R. Oliver to the Board of Directors. Mr. Oliver's term as director will continue until the 2026 Annual Meeting of Shareholders and until his successor is duly elected and qualified. The Board of Directors has determined that Mr. Oliver is “independent” under the listing standards of the New York Stock Exchange. In addition, the Board of Directors appointed Mr. Oliver to serve on the Nominating and Corporate Governance Committee of the Board, effective as of October 1, 2025.
Mr. Oliver's compensation as a non-employee director will be consistent with that provided to all Company non-employee directors. In addition, Mr. Oliver received a grant of 338 non-qualified stock options under the NVR, Inc. 2018 Equity Incentive Plan to purchase NVR, Inc. common stock, and the terms of such grant are consistent with the grants to all Company non-employee directors. The stock options were issued utilizing the form of agreement filed as Exhibit 10.2 to our Form 8-K filed on May 14, 2018. A copy of the press release announcing Mr. Oliver's appointment is attached as Exhibit 99.1 hereto and incorporated herein by reference.
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| Item 9.01 Financial Statements and Exhibits. |
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| (d) Exhibits |
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| Exhibit Number |
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Exhibit Description |
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| 99.1 |
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| 104 |
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Inline XBRL for the cover page of this Current Report on Form 8-K. |
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SIGNATURE
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.
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NVR, Inc. |
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| Date: October 1, 2025 |
By: |
/s/ Daniel D. Malzahn |
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Daniel D. Malzahn |
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Senior Vice President, Chief Financial Officer and Treasurer |
EX-99.1
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oliverexhibit991.htm
EX-99.1
Document
Exhibit 99.1
NVR, INC. APPOINTS NEW MEMBER TO BOARD OF DIRECTORS
October 1, 2025, Reston, VA—NVR, Inc. (NYSE: NVR) announced today that George R. Oliver has been appointed to its Board of Directors as an independent director effective October 1, 2025.
Mr. Oliver previously served as Chairman and Chief Executive Officer of Johnson Controls International plc from 2016 to July 2025. Mr. Oliver was the Chief Executive Officer and a Director of Tyco International Ltd. from 2012 to 2016, prior to its merger with Johnson Controls. In addition, Mr. Oliver led several business units at Tyco starting in 2006. Before joining Tyco, Mr. Oliver served in operational leadership roles of increasing responsibility at General Electric.
Mr. Oliver currently serves on the board of RTX Corporation.
About NVR
NVR, Inc. operates in two business segments: homebuilding and mortgage banking. The homebuilding segment sells and builds homes under the Ryan Homes, NVHomes, and Heartland Homes trade names, and operates in thirty-six metropolitan areas in sixteen states and Washington, D.C. For more information about NVR, Inc. and its brands, see www.nvrinc.com, www.ryanhomes.com, www.nvhomes.com and www.heartlandluxuryhomes.com.
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| Investor Relations Contact: |
| Ryan Sheplee |
| Office: (703) 956-4243 |
| ir@nvrinc.com |
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