United Homes Group Inc-A 2024年度报告

FORM10-K xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember31, 2024 OR oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission file number001-39936 UNITED HOMES GROUP, INC.(Exact name of registrant as specified in its charter) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesoNox Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YesoNox Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports);and (2) has been subject to such filing requirements for the past 90 days.YesxNoo Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, everyInteractive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).YesxNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2of the Exchange Act. (Check one): If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment ofthe effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report.o If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNox The aggregate market value of voting stock held by non-affiliates of the Registrant on June30, 2024, based on the closing price of$5.69 for shares of the Registrant’s Class A common stock as reported by The Nasdaq Global Market, was approximately $41,220,573.Shares of common stock beneficially owned by each executive officer, director, and holder of more than 10% of our common stockhave been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily aconclusive determination for other purposes. As of March10, 2025,21,628,512Class A Common Shares, par value $0.0001 per share, and36,973,876Class B CommonShares, par value $0.0001 per share, were issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE Specific portions of the Registrant’s proxy statement for the 2025 annual meeting of stockholders are incorporated by reference in PartIII of this Annual Report on Form 10-K. Table of Contents PagePART IItem 1. Business5Item 1A. Risk Factors12Item 1B. Unresolved Staff Comments35Item 1C. Cybersecurity35Item 2. Properties37Item 3. Legal Proceedings37Item 4. Mine Safety Disclosures37 PART IIItem 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities38Item 6. Reserved38Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations38Item 7A. Quantitative and Qualitative Disclosures About Market Risk49Item 8. Financial Statements and Supplementary Data51Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure94Item 9A. Controls and Procedures94Item 9B. Other Information95Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections95PART IIIItem 10. Directors, Executive Officers and Corporate Governance96Item 11 Executive Compensation96Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters96Item 13. Certain Relationships and Related Transactions, and Director Independence96It