-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CxW77kOLxDRmyqS/Fu6XrjAPoTxlmVuhaDt9avVUVE/IAx9Lp1w5grQdd42mLgpq 3tgUHOHmS8z4yLD5S95O2Q== 0001179110-07-001408.txt : 20070117 0001179110-07-001408.hdr.sgml : 20070117 20070117155456 ACCESSION NUMBER: 0001179110-07-001408 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041109 FILED AS OF DATE: 20070117 DATE AS OF CHANGE: 20070117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SARVER ROBERT GARY CENTRAL INDEX KEY: 0001187511 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-09977 FILM NUMBER: 07535042 BUSINESS ADDRESS: STREET 1: P.O. BOX 675847 CITY: RANCHO SANTA FE STATE: CA ZIP: 92067 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Meritage Homes CORP CENTRAL INDEX KEY: 0000833079 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 860611231 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8501 E. PRINCESS DRIVE STREET 2: STE 290 CITY: SCOTTSDALE STATE: AZ ZIP: 85255 BUSINESS PHONE: 4802222444 MAIL ADDRESS: STREET 1: 8501 E. PRINCESS DRIVE STREET 2: SUITE 290 CITY: SCOTTSDALE STATE: AZ ZIP: 85255 FORMER COMPANY: FORMER CONFORMED NAME: MERITAGE CORP DATE OF NAME CHANGE: 19981009 FORMER COMPANY: FORMER CONFORMED NAME: MONTEREY HOMES CORP DATE OF NAME CHANGE: 19970113 FORMER COMPANY: FORMER CONFORMED NAME: HOMEPLEX MORTGAGE INVESTMENTS CORP DATE OF NAME CHANGE: 19920703 4/A 1 edgar.xml FORM 4/A - X0202 4/A 2004-11-09 2004-11-10 0 0000833079 Meritage Homes CORP MTH 0001187511 SARVER ROBERT GARY 17851 NORTH 85TH STREET, SUITE 300 SCOTTSDALE AZ 85255 1 0 0 0 FORWARD SALE CONTRACT (OBLIGATION TO SELL) 2004-11-10 4 J 1 200000 A 2007-01-12 2007-01-12 MTH COMMON STOCK 200000 200000 D See Exhibit 99.1 to this Form 4/A On November 9, 2004, the reporting person filed a Form 4 reporting the open market or private sale of 71,800 shares of Meritage Homes Corporation Common Stock. The reporting person has subsequently determined that he inadvertently reported these transactions incorrectly. This form 4 is being filed to correctly report the transaction as stated in Exhibit 99.1 to this Form 4. This Form 4, together with a Form 4 originally filed on November 9, 2004 (relating to the sale of 128,200 shares), are being amended on the date hereof to report the transaction as a single forward sale contract. Since the filing of the Form 4 referred to above, Meritage Homes Corporation effected a two-for-one stock split in January 2005. Accordingly, the number of split-adjusted Base Amount shares subject to the Agreement described above is 400,000 and the per share prices referred to above are similarly adjusted. /s/ Robert G. Sarver 2007-01-17 EX-99 2 sarver-exhibit99_1a.txt Exhibit 99.1 On November 4, 2004, the reporting person entered into a Stock Purchase Agreement with UBS Securities LLC (the "Broker"). The Stock Purchase Agreement constitutes a preliminary agreement that becomes effective upon the execution of a pricing schedule setting forth the terms and conditions of the sale of securities by the reporting person to the Broker. Pursuant to an executed pricing schedule dated November 10, 2004, which constitutes a forward sale contract, (a) on November 12, 2004, the Broker paid the reporting person $16,021,876.25, which amount represents the product of 200,000 (the number of shares of Meritage Homes Corporation common stock sold short by the Broker during the initial hedging period, i.e., the "Base Amount") and $80.10938 (which represents 88.85% of $90.1625 (the "Initial Share Price", which is the volume weighted average of the per share prices of the shares of common stock sold short during the initial hedging period)) and (b) within three business days following January 12, 2007, the reporting person is obligated to deliver to the Broker the number of shares of common stock equal to the Base Amount times the Settlement Ratio, which shall be determined as follows: (i) if the closing price per share of the Common Stock (the "Settlement Price") on January 12, 2007 (the "Settlement Date") is less than $112.7031 (the "Threshold Appreciation Price") but greater than $90.1625 (the "Downside Protection Threshold Price"), the Settlement Ratio will be equal to the Downside Protection Threshold Price divided by the Settlement Price, (ii) if the Settlement Price is equal to or greater than the Threshold Appreciation Price, the Settlement Ratio will be equal to a fraction, the numerator of which will be the sum of (A) the Downside Protection Threshold Price and (B) the excess, if any, of the Settlement Price over the Threshold Appreciation Price, and the denominator of which will be the Settlement Price, and (iii) if the Settlement Price is equal to or less than the Downside Protection Threshold Price, the Settlement Ratio will be 1. 1939360.1 -----END PRIVACY-ENHANCED MESSAGE-----