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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): September 22, 2022

Dream Finders Homes, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-39916

85-2983036

(State or other jurisdiction of incorporation)

(Commission  File Number)

(I.R.S. Employer  Identification No.)

14701 Phillips Highway, Suite 300 Jacksonville , Florida						32256
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (904) 644-7670

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 (see General Instruction A.2):

☐			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
Class A Common Stock			DFH			Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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. ☐

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Item 3.01(d)    Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On September 22, 2022, Dream Finders Homes, Inc. (the “Company”) provided written notice to The Nasdaq Stock Market LLC that the Company expects to voluntarily cease trading on The Nasdaq Global Select Market (“NASDAQ”) and intends to transfer its listing to the New York Stock Exchange (“NYSE”) to commence trading on October 10, 2022. The last day of trading on NASDAQ is expected to be October 7, 2022. The Company’s Class A common stock has been approved for listing on the NYSE and will continue to trade under the stock symbol “DFH.”

A copy of the press release issued by the Company in connection with its move from NASDAQ to the NYSE is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01(d) Financial Statements and Exhibits.

(d) Exhibits.

Number						Description
99.1						Press Release dated September 22, 2022
104						Cover Page Interactive Data File (embedded within the inline XBRL document)

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.

			DREAM FINDERS HOMES, INC.
			By:			/s/ Robert E. Riva
						Robert E. Riva
						Vice President, General Counsel and Corporate Secretary
Date: September 22, 2022

Exhibit 99.1

Dream Finders Homes Announces Transfer of Listing of Class A Common Stock to the New York Stock Exchange

Jacksonville, Fla. – September 22, 2022 — Dream Finders Homes, Inc. (the “Company”, “Dream Finders” or “DFH”) (NASDAQ: DFH), one of the nation’s fastest-growing companies, today announced that it is transferring the listing of its Class A common stock from the Nasdaq Global Select Market of the Nasdaq Stock Market LLC (“NASDAQ”) to the New York Stock Exchange (“NYSE”). The Company anticipates its Class A common stock will begin trading on the NYSE on Monday, October 10, 2022, under its current ticker symbol of “DFH”. The Company’s Class A common stock will continue to trade under the ticker symbol “DFH” on the NASDAQ Capital Market until the transfer is complete. The transfer is expected to be seamless for the Company’s investors and shareholders.

“As we continue to evolve as a public company, and after careful consideration, we decided to list on the NYSE as the preferred exchange for our industry, marking a significant milestone in Dream Finders’ evolution. We look forward to joining the NYSE, which includes some of the world’s largest and most prestigious companies. We believe we are well positioned to leverage the advantages and unique offerings of the NYSE platform, ultimately delivering long-term value for our shareholders,” stated Patrick Zalupski, Founder and Chief Executive Officer of Dream Finders.

“We are delighted to welcome national home builder Dream Finders Homes to our NYSE community of icons and disruptors,” said John Tuttle, Vice Chairman, NYSE Group.

About Dream Finders Homes, Inc.

Dream Finders Homes (NASDAQ: DFH) is based in Jacksonville, FL, and is one of the nation’s fastest-growing companies, with industry-leading returns on shareholders’ equity. Dream Finders Homes builds single-family homes in Florida, Texas, North Carolina, South Carolina, Georgia, Colorado, Virginia, Maryland, and the DC Metro area. Through its mortgage and title joint ventures, DFH also provides mortgage financing and title services to its homebuyers. Dream Finders Homes achieves its industry-leading growth and returns by maintaining an asset-light homebuilding model. For more information, please visit www.dreamfindershomes.com

Investor Contact: [email protected]

Media Contact: [email protected]

Anabel Fernandez – Chief Financial Officer

Robert Riva – General Counsel