PULTEGROUP INC (PHM)
Sector: Consumer Discretionary
2026 Annual Meeting Analysis
PULTEGROUP INC · Meeting: April 29, 2026
Directors FOR
11
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Directors
Joined in 2024 (within 24-month exemption window), brings strong CFO-level financial expertise, no overboarding or independence concerns.
PHM's 3-year TSR of +124.2% outperforms the peer median of +55.8% by +68.4pp, well above the 50pp threshold required to trigger a no vote; no other flags present.
Non-Executive Chairman with strong operational background; PHM significantly outperforms peers over 3 years, and no overboarding or independence concerns are present.
Joined in February 2026, well within the 24-month new-director exemption from the TSR trigger; brings extensive real estate investment banking expertise.
Long-tenured independent director with substantial governance and executive experience; no TSR underperformance trigger given PHM's strong peer outperformance.
Serves as Audit Committee Chair with clear financial expertise (former CFO); PHM's strong 3-year TSR performance clears the peer outperformance threshold with no negative flags.
CEO and executive director; PHM's 3-year TSR of +124.2% outperforms the peer median by +68.4pp, clearing the 50pp strong-positive threshold, so the TSR trigger does not apply.
Deep homebuilding and real estate industry expertise; no overboarding concerns and PHM's strong relative TSR clears all policy thresholds.
Financial services and capital markets background adds relevant oversight skills; no overboarding or independence concerns, and PHM's TSR performance is well above peer benchmarks.
New nominee standing for election for the first time; exempt from the TSR trigger as a new director, and brings strong multifamily real estate and CEO-level leadership experience.
Current CEO of a major private company with strategy, digital, and consumer expertise; no policy flags triggered and PHM's relative stock performance is strong.
All eleven nominees receive a FOR recommendation. PulteGroup's 3-year total shareholder return of +124.2% outperforms the company-disclosed peer group median of +55.8% by +68.4 percentage points, comfortably above the 50-percentage-point threshold required to trigger a no vote under the strong-positive TSR band. Two new directors (Gannon and Schall) are exempt as new nominees. No overboarding, independence, attendance, or familial relationship concerns were identified for any nominee. The board discloses a skills matrix and all audit committee members have demonstrated financial expertise.
Say on Pay
✓ FORCEO
RYAN R. MARSHALL
Total Comp
$15,393,266
Prior Support
93%%
CEO total compensation of approximately $15.4 million is substantial but reflects a pay program where roughly 94% of the CEO's target pay is variable and performance-linked — meaning the large majority is only earned if the company and its executives hit specific goals. The incentive structure uses meaningful, multi-year performance metrics (relative total shareholder return, return on invested capital, and operating margin measured against the same homebuilder peer group), and the 2023–2025 long-term awards paid out at 198% of target because PulteGroup ranked near the top of its peer group on all three measures. Prior shareholder support was 93%, the company has robust clawback policies covering both financial restatements and executive misconduct, and pay-for-performance alignment is strong given PHM's 3-year TSR of +124% versus a peer median of +56%.
Auditor Ratification
✓ FORAuditor
Ernst & Young LLP
Tenure
N/A
Audit Fees
N/A
Non-Audit Fees
N/A
Ernst & Young is a Big 4 firm appropriate for PulteGroup's size and complexity. The proxy describes 'few ancillary services and reasonable fees,' but specific fee figures were not extractable from the provided filing text; the tenure disclosure was also not captured in the provided text. Per policy, where tenure cannot be confirmed, the default is FOR. No material restatements or other negative factors were identified.
Overall Assessment
PulteGroup's 2026 annual meeting presents a clean ballot with no contested votes: all eleven director nominees earn FOR recommendations on the strength of PHM's exceptional peer-relative stock performance (+68 percentage points above the peer median over three years), and the Say on Pay program earns support due to its heavily performance-linked structure, strong multi-year metrics, and 93% prior-year shareholder approval. No stockholder proposals were identified in the filing, and the auditor ratification of Ernst & Young is supported as a Big 4 firm appropriate for the company's scale with no identified independence concerns.
Compensation Peer Group
9 companies disclosed in 2026 proxy filing