NWHM / New Home Company Inc (The) - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36283 The New Home Company Inc. (Exact name of registrant as specified i

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 8, 2021 The New Home Company Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

The New Home Company and Apollo Announce Completion of the Acquisition of The New Home Company by Funds Managed by Affiliates of Apollo

Exhibit 99.1 FOR IMMEDIATE RELEASE The New Home Company and Apollo Announce Completion of the Acquisition of The New Home Company by Funds Managed by Affiliates of Apollo SCOTTSDALE, AZ and NEW YORK, NY ? September 8, 2021 ? The New Home Company (NYSE: NWHM) (?NWHM? or ?the Company?) and Newport Merger Sub, Inc. (the ?Purchaser?), an entity controlled by funds (the ?Apollo Funds?) managed by affil

As filed with the Securities and Exchange Commission on September 8, 2021

As filed with the Securities and Exchange Commission on September 8, 2021 Registration Statement on Form S-8 (No.

As filed with the Securities and Exchange Commission on September 8, 2021

As filed with the Securities and Exchange Commission on September 8, 2021 Registration Statement on Form S-8 (No.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on September 20, 2021, pursuant to the provisions of Rule 12d2-2 (a).

Second Amended and Restated Bylaws of The New Home Company Inc. (filed herewith)

Exhibit 3.2 SECOND AMENDED AND RESTATED BYLAWS OF THE NEW HOME COMPANY INC. Dated as of: September 8, 2021 ARTICLE I OFFICES Section 1. REGISTERED OFFICES. The registered office shall be in Wilmington, Delaware, or such other location as the Board of Directors may determine or the business of the corporation may require. Section 2. OTHER OFFICES. The corporation may also have offices at such other

Second Amended and Restated Certificate of Incorporation of The New Home Company Inc. (filed herewith)

Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE NEW HOME COMPANY INC. Article I NAME The name of this Corporation is The New Home Company Inc. (hereinafter called the ?Corporation?). Article II REGISTERED OFFICE The Corporation?s registered office in the State of Delaware is located at 251 Little Falls Drive, Wilmington, Delaware 19808, New Castle County, United States,

As filed with the Securities and Exchange Commission on September 8, 2021

As filed with the Securities and Exchange Commission on September 8, 2021 Registration Statement on Form S-8 (No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Nam

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Home Company Inc. (Name of Person Filing Statement) Common Stock, par value $0.01 per share (Title of Class of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(D)(1) or 13(E)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) THE NEW HOME COMPANY INC. (Name of Subject Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(D)(1) or 13(E)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) THE NEW HOME COMPANY INC. (Name of Subject Company (Issuer)) NEWPORT MERGER SUB, INC. (Name of Filing Person (Offeror)) A direct wholly owned subsidiary of NEWPORT HOLDINGS, LLC (Name of Filing Person

As filed with the Securities and Exchange Commission on September 8, 2021

As filed with the Securities and Exchange Commission on September 8, 2021 Registration Statement on Form S-8 (No.

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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 8, 2021 The New Home Company Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

As filed with the Securities and Exchange Commission on September 8, 2021

As filed with the Securities and Exchange Commission on September 8, 2021 Registration on Form S-3 (No.

As filed with the Securities and Exchange Commission on September 8, 2021

As filed with the Securities and Exchange Commission on September 8, 2021 Registration Statement on Form S-8 (No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Nam

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Home Company Inc. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(D)(1) or 13(E)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) THE NEW HOME COMPANY INC. (Name of Subject Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(D)(1) or 13(E)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) THE NEW HOME COMPANY INC. (Name of Subject Company (Issuer)) NEWPORT MERGER SUB, INC. (Name of Filing Person (Offeror)) A direct wholly owned subsidiary of NEWPORT HOLDINGS, LLC (Name of Filing Person

NWHM / New Home Company Inc / Beryl Capital Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* The New Home Company Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 645370107 (CUSIP Number) August 6, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

Form of Letter of Transmittal (including Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9).

Exhibit (a)(1)(B) LETTER OF TRANSMITTAL to Tender Shares of Common Stock of THE NEW HOME COMPANY INC.

Form of Notice of Guaranteed Delivery.

Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY for Tender of Shares of Common Stock of THE NEW HOME COMPANY INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company (Issuer)) Newport

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company (Issuer)) Newport Merger Sub, Inc. (Name of Filing Person (Offeror)) a direct wholly owned subsidiary of Newport Holdings, LLC (Name of Filing Person (Offeror)) Apollo

Text of Summary Advertisement, as published in The Wall Street Journal on August 10, 2021.

Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below).

Offer to Purchase, dated August 10, 2021.

Table of Contents Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH Any and All Outstanding Shares of Common Stock of THE NEW HOME COMPANY INC.

Limited Guarantee, dated as of July 23, 2021, delivered by certain funds managed by Management IX and certain funds managed by Apollo NA Management III, LLC in favor of New Home.

Exhibit (d)(3) STRICTLY CONFIDENTIAL EXECUTION VERSION LIMITED GUARANTEE This LIMITED GUARANTEE, dated as of July 23, 2021 (as may be amended, restated, supplemented or otherwise modified, this ?Limited Guarantee?), by each of the parties listed on Exhibit A hereto (each, a ?Guarantor? and collectively, the ?Guarantors?), is made in favor of The New Home Company Inc.

Equity Commitment Letter, dated as of July 23, 2021, pursuant to which certain funds managed by Management IX and certain funds managed by Apollo NA Management III, LLC have committed cash as capital to Parent.

Exhibit (d)(2) STRICTLY CONFIDENTIAL EXECUTION VERSION APOLLO INVESTMENT FUND IX, L.

Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.

Exhibit (a)(1)(D) OFFER TO PURCHASE FOR CASH Any and All Outstanding Shares of Common Stock of THE NEW HOME COMPANY INC.

Confidentiality Agreement, dated as of March 15, 2021, between Management IX and New Home.

Exhibit (d)(4) [Insert letterhead for The New Home Company Inc.] March 15, 2021 Apollo Management IX, L.P. 9 West 57th Street New York, NY 10019 Attention: General Counsel Re: Confidentiality Agreement Ladies and Gentlemen: In connection with the consideration by Apollo Management IX, L.P. (?you?) of a possible negotiated business combination between you or your affiliates and The New Home Company

Form of Letter to Clients for Use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.

Exhibit (a)(1)(E) OFFER TO PURCHASE FOR CASH Any and All Outstanding Shares of Common Stock of THE NEW HOME COMPANY INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Compa

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Home Company Inc. (Names of Persons Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securit

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

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): August 3, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissio

Newport Merger Sub, Inc. announces successful receipt of requisite consents relating to The New Home Company Inc.’s 7.250% Senior Notes due 2025

EX-99.1 Exhibit 99.1 Newport Merger Sub, Inc. announces successful receipt of requisite consents relating to The New Home Company Inc.’s 7.250% Senior Notes due 2025 New York, NY, August 4, 2021 – Newport Merger Sub, Inc. (the “Merger Sub”), an affiliate of certain investment funds managed by affiliates of Apollo Global Management, Inc. (together with its consolidated subsidiaries, “Apollo”), has

Third Supplemental Indenture, dated August 3, 2021, among the Company, the guarantors from time to time party thereto, and U.S. Bank National Association, as trustee.

Exhibit 4.1 THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this ?Third Supplemental Indenture?), dated as of August 3, 2021, among The New Home Company Inc. (or its permitted successor), a Delaware corporation (the ?Company?), the guarantors party hereto (the ?Guarantors?) and U.S. Bank National Association, as trustee under the Indenture referred to below (in such capacity, the ?Trust

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Hom

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Home Company Inc. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 645370107 (CUSIP Number of Cla

Regulation FD Disclosure, Results of Operations and Financial Condition

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) July 29, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Form of The New Home Company Inc. 2016 Incentive Award Plan Restricted Stock Unit Grant Notice

Exhibit 10.3 THE NEW HOME COMPANY INC. 2016 INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT GRANT NOTICE The New Home Company Inc. (the ?Company?) has granted to the participant listed below (?Participant?) the Restricted Stock Units (the ?RSUs?) described in this Restricted Stock Unit Grant Notice (the ?Grant Notice?), subject to the terms and conditions of the Amended and Restated 2016 Incentive Awar

THE NEW HOME COMPANY REPORTS 2021 Second QUARTER RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2021 Second QUARTER RESULTS Scottsdale, Arizona, July 29, 2021. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2021 second quarter. Second Quarter 2021 Financial Results ? Net income of $4.8 million, or $0.26 per diluted share ? Home sales revenue up 75% to $135.9 million as compared to $77.8 million for the 2020 second quarter ? Ho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Hom

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Hom

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Home Company Inc. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 645370107 (CUSIP Number of Cla

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): July 23, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Regulation FD Disclosure, Results of Operations and Financial Condition

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) July 26, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

THE NEW HOME COMPANY REPORTS SELECTED PRELIMINARY 2021 SECOND QUARTER RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS SELECTED PRELIMINARY 2021 SECOND QUARTER RESULTS Scottsdale, Arizona, July 26, 2021. The New Home Company Inc. (NYSE: NWHM) today announced selected preliminary results for the 2021 second quarter in connection with meetings with investors. These estimated results are preliminary and unaudited. Preliminary 2021 Second Quarter Financial Highlights (Estimate

TENDER AND SUPPORT AGREEMENT

Exhibit 99.1 TENDER AND SUPPORT AGREEMENT This TENDER AND SUPPORT AGREEMENT (this ?Agreement?), dated as of [ ? ], is by and among Newport Holdings, LLC, a Delaware limited liability company (?Parent?), Newport Merger Sub, Inc., a Delaware corporation (?Merger Sub?) and a wholly owned subsidiary of Parent, and each of the Persons set forth on Schedule A hereto (each, a ?Stockholder?). WHEREAS, as

Agreement and Plan of Merger, dated as of July 23, 2021, among the Company, Newport Holdings, LLC and Newport Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 on the Current Report on Form 8-K file No. 001-36283, filed on July 26, 2021)*

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among NEWPORT HOLDINGS, LLC, NEWPORT MERGER SUB, INC. and THE NEW HOME COMPANY INC. Dated as of July 23, 2021 TABLE OF CONTENTS Page ARTICLE 1 THE OFFER 3 1.1 The Offer 3 1.2 Company Actions 8 ARTICLE 2 THE MERGER 9 2.1 The Merger 9 2.2 Closing and Effective Time of the Merger 10 2.3 Governance Matters 10 ARTICLE 3 CONVERSION OF SECURITIES IN THE MER

Regulation FD Disclosure, Financial Statements and Exhibits

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): July 23, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

The New Home Company Enters Into a Definitive Agreement to Be Acquired by Funds Managed by Affiliates of Apollo Global Management Purchase Price of $9.00 per Share in All-Cash Transaction Valued at $173 Million in Equity Value Transaction to Provide

Exhibit 99.1 The New Home Company Enters Into a Definitive Agreement to Be Acquired by Funds Managed by Affiliates of Apollo Global Management Purchase Price of $9.00 per Share in All-Cash Transaction Valued at $173 Million in Equity Value Transaction to Provide Flexibility and Capital to Accelerate Growth Scottsdale, AZ and New York, NY, July 23, 2021. The New Home Company (NYSE: NWHM) (?NWHM? or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Hom

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 The New Home Company Inc. (Name of Subject Company) The New Home Company Inc. (Name of Person Filing Statement) Common Stock, $0.01 par value per share (Title of Class of Securities) 645370107 (CUSIP Number of Cla

As filed with the Securities and Exchange Commission on May 18, 2021

As filed with the Securities and Exchange Commission on May 18, 2021 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

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) May 18, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission F

The New Home Company Inc. Second Amended and Restated 2016 Incentive Award Plan.

Exhibit 10.1 THE NEW HOME COMPANY INC. SECOND AMENDED AND RESTATED 2016 INCENTIVE AWARD PLAN 1. Purpose. The Plan?s purpose is to enhance the Company?s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. The Plan amends and restates in its entirety The New Home

The New Home Company Inc. Second Amended and Restated 2016 Incentive Award Plan

Exhibit 99.1 THE NEW HOME COMPANY INC. SECOND AMENDED AND RESTATED 2016 INCENTIVE AWARD PLAN 1. Purpose. The Plan?s purpose is to enhance the Company?s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. The Plan amends and restates in its entirety The New Home

SECOND SUPPLEMENTAL INDENTURE

Exhibit 4.6 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this ?Second Supplemental Indenture?), dated as of March 9, 2021, among TNHC Colorado Inc., a Delaware corporation, EHWP LLC, a Colorado limited liability company, EHPP, LLC, a Colorado limited liability company, EHTCV, LLC, a Colorado limited liability company, Epic Homes at Anthem Highlands LLC, a Colorado limited liability

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Ho

Regulation FD Disclosure, Results of Operations and Financial Condition

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) April 30, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

FIRST SUPPLEMENTAL INDENTURE

Exhibit 4.5 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this ?First Supplemental Indenture?), dated as of February 24, 2021, by and between The New Home Company Inc., a Delaware corporation (the ?Company?), the guarantors party hereto (the ?Guarantors?) and U.S. Bank National Association, as trustee under the Indenture referred to below (in such capacity, the ?Trustee?). RECITALS WH

THE NEW HOME COMPANY REPORTS 2021 First QUARTER RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2021 First QUARTER RESULTS Scottsdale, Arizona, April 30, 2021. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2021 first quarter. First Quarter 2021 Financial Results ● Net income of $0.6 million, or $0.03 per diluted share, compared to a net loss of $8.5 million, or $(0.42) per diluted share, for the 2020 first quarter, which incl

- FORM DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-

- FORM DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under Rule 14a-12 The New Home Company Inc.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on April 12, 2021, pursuant to the provisions of Rule 12d2-2 (a).

Certificate of Elimination of Series A Junior Participating Preferred Stock of The New Home Company Inc.

Exhibit 3.1 CERTIFICATE OF ELIMINATION OF SERIES A JUNIOR PARTICIPATING PREFERRED STOCK OF THE NEW HOME COMPANY INC. March 29, 2021 Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware The New Home Company Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Company?), in accordance with the provisions of Section 151(g) of the Gener

First Amendment to Tax Benefit Preservation Plan, dated as of March 29, 2021 between The New Home Company Inc. and American Stock Transfer & Trust Company, LLC

Exhibit 4.1 AMENDMENT NO. 1 TO TAX BENEFIT PRESERVATION PLAN This AMENDMENT NO. 1 (this ?Amendment?) to that certain Tax Benefit Preservation Plan, dated as of May 8, 2020 (the ?Plan?), by and between The New Home Company Inc., a Delaware corporation (the ?Company?), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (the ?Rights Agent?),

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

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) March 29, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

- FORM 8-A12B/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 THE NEW HOME COMPANY INC. (Exact name of registrant as specified in charter) Delaware 27-0560089 (State of incorporation (IRS Employer or organization) Identification No.) 6730 N Scottsdale Rd.

Annual Report - FORM 10-K/A

-12-31 FY 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

Membership Interest Purchase Agreement dated February 26, 2021, among TNHC Colorado Inc., as buyer, and Christina D. Presley and CDP Holdings, LLC, as sellers and Christina D. Presley, as sellers’ representative*

Exhibit 10.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among TNHC COLORADO INC., as Buyer CHRISTINA D. PRESLEY and CDP HOLDINGS, LLC as Sellers and CHRISTINA D. PRESLEY, as Sellers? Representative Dated as of February 26, 2021 Table of Contents ARTICLE 1 DEFINITIONS 1.1 Definitions 2 ARTICLE 2 Membership Interest Purchase 10 2.1 Purchase and Sale 10 2.2 Purchase Price 10 2.3 Closing 10 2.4 Clo

The New Home Company Expands into Denver Market

Exhibit 99.1 The New Home Company Expands into Denver Market Irvine, California, March 1, 2021. The New Home Company Inc. (NYSE: NWHM) today announced its expansion into Denver, Colorado with the acquisition of Epic Homes, a unique and innovative homebuilder with a strong, well-established presence in the market. Epic President and Founder Christina Presley will remain on board as President of Epi

Entry into a Material Definitive Agreement, Other Events

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) February 26, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) February 24, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

Officers’ Certificate, dated as of February 24, 2021, delivered pursuant to the Indenture, and setting forth the terms of the Additional Notes.

Exhibit 4.3 THE NEW HOME COMPANY INC. February 24, 2021 OFFICERS? CERTIFICATE Reference is made to the Indenture, dated as of October 28, 2020 (the ?Indenture?), by and among The New Home Company Inc., a Delaware corporation (the ?Company?), each of the guarantors from time to time party thereto and U.S. Bank National Association, as trustee (the ?Trustee?) relating to the Company?s 7.250% Senior

Other Events

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) February 22, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

THE NEW HOME COMPANY INC. ANNOUNCES PROPOSED PRIVATE TACK-ON OFFERING OF 7.25% SENIOR NOTES DUE 2025

Exhibit 99.1 THE NEW HOME COMPANY INC. ANNOUNCES PROPOSED PRIVATE TACK-ON OFFERING OF 7.25% SENIOR NOTES DUE 2025 Irvine, CA, February 22, 2021 – The New Home Company Inc. (NYSE: NWHM) (the “Company”) today announced that it intends, subject to market conditions, to privately offer $35.0 million in aggregate principal amount of its 7.25% senior notes due 2025 (the “2025 notes”) in a tack-on offeri

THE NEW HOME COMPANY INC. ANNOUNCES PRICING OF PRIVATE TACK-ON OFFERING OF 7.25% SENIOR NOTES DUE 2025

Exhibit 99.1 THE NEW HOME COMPANY INC. ANNOUNCES PRICING OF PRIVATE TACK-ON OFFERING OF 7.25% SENIOR NOTES DUE 2025 Irvine, CA, February 22, 2021 ? The New Home Company Inc. (NYSE: NWHM) (the ?Company?) today announced that it has priced a private tack-on offering (the ?Offering?) of $35.0 million in aggregate principal amount of its 7.25% senior notes due 2025 (the ?2025 notes?). The 2025 notes w

Other Events

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) February 22, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* The New Home Company Inc. (Name of Issuer) Common stock, par value $0.01 per share (Title of Class of Se

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* The New Home Company Inc. (Name of Issuer) Common stock, par value $0.01 per share (Title of Class of Securities) 645370107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* The New Home Company Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXC

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to ? 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 6)* The New Home Company Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) D

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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) February 8, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

Form of The New Home Company Inc. 2016 Incentive Award Plan Cash Performance Award Agreement

Exhibit 10.1 THE NEW HOME COMPANY INC. 2016 INCENTIVE AWARD PLAN PERFORMANCE AWARD AGREEMENT The New Home Company Inc. (the ?Company?) has granted to the participant listed below (?Participant?) a Performance Award (the ?Performance Award?) described in this Performance Award Agreement Grant Notice (the ?Grant Notice?), subject to the terms and conditions of the 2016 Incentive Award Plan (as amend

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* New Home Co Inc/The (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

Regulation FD Disclosure, Results of Operations and Financial Condition - FORM 8-K

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) February 11, 2021 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Home Co

Third Amendment to Limited Liability Company Agreement of TNHC Russell Ranch LLC, dated as of December 17, 2020 between TNHC Land Company LLC and IHP Capital Partners VI, LLC

Exhibit 10.25 THIRD AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF TNHC RUSSELL RANCH LLC This Third Amendment to Limited Liability Company Agreement of TNHC RUSSELL RANCH LLC (“Amendment”) is entered into by and between TNHC LAND COMPANY LLC, a Delaware limited liability company (“TNHC”) and IHP CAPITAL PARTNERS VI, LLC, a Delaware limited liability company (“IHP”) as of this 17th day of Dec

List of subsidiaries of The New Home Company Inc.

Exhibit 21.1 THE NEW HOME COMPANY INC. SUBSIDIARIES Subsidiary State of Incorporation or Formation TNHC Realty and Construction Inc.(2) Delaware The New Home Company Southern California LLC Delaware TNHC-Santa Clarita GP, LLC Delaware TNHC-TCN Santa Clarita, LP* Delaware TNHC Meridian Investors LLC* Delaware TNHC Newport LLC* Delaware TNHC-Calabasas GP LLC Delaware Calabasas Village LP* Delaware T

THE NEW HOME COMPANY REPORTS 2020 Fourth QUARTER AND FULL YEAR RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2020 Fourth QUARTER AND FULL YEAR RESULTS Irvine, California, February 11, 2021. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2020 fourth quarter and full year. Fourth Quarter 2020 Financial Results • Net orders up 89%, monthly sales absorption rate increased 68% to 3.7 compared to 2.2 in the prior year • Unit backlog up 175%, dol

Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The New Home Company Inc.'s common stock and Series A Junior Participating Preferred Share Repurchase Rights are registered under Section 12 of the Securities Exchange Act of 1934, as amended. DESCRIPTION OF COMMON STOCK As used in this exhibit only, the “Company,” “we,”

The New Home Company Inc. List of Subsidiary Guarantors

Exhibit 22 THE NEW HOME COMPANY INC. LIST OF SUBSIDIARY GUARANTORS The Company 7.25% Senior Notes Due 2025 are guaranteed, on an unsecured basis, jointly and severally, by all of the Company's 100% owned subsidiaries set forth below. The guarantees are full and unconditional. Subsidiary State of Incorporation or Formation TNHC Realty and Construction Inc. Delaware The New Home Company Southern Cal

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

the new home company announces new stock repurchase program

Exhibit 99.1 the new home company announces new stock repurchase program Aliso Viejo, California, September November 19, 2020. The New Home Company Inc. (NYSE: NWHM) today announced a new stock repurchase program. The New Home Company Inc. (NYSE:NWHM) (the ?Company?) today announced that on November 18, 2020 its Board of Directors approved a new stock repurchase program authorizing the repurchase

Other Events

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) November 18, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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 30, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The Ne

THE NEW HOME COMPANY REPORTS 2020 Third QUARTER RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2020 Third QUARTER RESULTS Aliso Viejo, California, November 2, 2020. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2020 third quarter. Third Quarter 2020 Financial Results ● Net income of $1.2 million, or $0.06 per diluted share, compared to a net loss of $4.6 million, or $(0.23) per diluted share, for the 2019 third quarter ● Hom

Credit Agreement, dated as of October 30, 2020, among The New Home Company Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on November 2, 2020)

Exhibit 10.1 CREDIT AGREEMENT DATED AS OF OCTOBER 30, 2020, AMONG THE NEW HOME COMPANY INC., The LENDERS and LC ISSUERS from time to time party hereto AND JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., BANK OF THE WEST and CIBC Bank USA, as Joint Lead Arrangers and Bookrunners BANK OF THE WEST and CIBC Bank USA, as Co-Syndication Agents CITIBANK, N.A. and CREDIT SUIS

Regulation FD Disclosure, Results of Operations and Financial Condition - FORM 8-K

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) November 2, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

Indenture, dated as of October 28, 2020, among The New Home Company Inc., the Guarantors and U.S. Bank National Association as trustee (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K filed on October 28, 2020), including Form of 7.25% Senior Notes due 2025.

Exhibit 4.1 The New Home Company Inc., THE GUARANTORS from time to time party hereto, and U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of October 28, 2020 7.250% Senior Notes Due 2025 TABLE OF CONTENTS Page Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitions 31 SECTION 1.03. No Qualification under the Trust Indenture Act

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

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 28, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

THE NEW HOME COMPANY INC. ANNOUNCES PRICING OF OFFERING OF 7.25% SENIOR NOTES DUE 2025

Exhibit 99.1 THE NEW HOME COMPANY INC. ANNOUNCES PRICING OF OFFERING OF 7.25% SENIOR NOTES DUE 2025 Aliso Viejo, CA, October 14, 2020 – The New Home Company Inc. (NYSE: NWHM) (the “Company”) today announced that it has priced a private offering of $250.0 million in aggregate principal amount of 7.25% senior notes due 2025 (the “2025 notes”). The 2025 notes will be issued at an offering price of 10

Other Events - FORM 8-K

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 14, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

Regulation FD Disclosure, Results of Operations and Financial Condition, Other Events - FORM 8-K

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 13, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

THE NEW HOME COMPANY INC. ANNOUNCES PROPOSED PRIVATE OFFERING OF SENIOR NOTES DUE 2025

Exhibit 99.3 THE NEW HOME COMPANY INC. ANNOUNCES PROPOSED PRIVATE OFFERING OF SENIOR NOTES DUE 2025 Aliso Viejo, CA, October 13, 2020 – The New Home Company Inc. (NYSE: NWHM) (the “Company”) today announced that it intends, subject to market conditions, to privately offer $250.0 million in aggregate principal amount of senior notes due 2025 (the “2025 notes”). The Company intends to use the net pr

Year Ended December 31,

Exhibit 99.2 SUMMARY This summary contains basic information about our business and this offering and highlights selected information contained elsewhere in this offering memorandum or in documents incorporated by reference. This summary is not complete and does not contain all of the information that you should consider before deciding whether or not to invest in the notes offered hereby. For a m

THE NEW HOME COMPANY REPORTS SELECTED 2020 THIRD QUARTER PRELIMINARY RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS SELECTED 2020 THIRD QUARTER PRELIMINARY RESULTS Aliso Viejo, California, October 13, 2020. The New Home Company Inc. (NYSE: NWHM) today announced selected preliminary results for the 2020 third quarter. These estimated results are preliminary and unaudited. Preliminary 2020 Third Quarter Financial Highlights (Estimated Results) ● Net new orders of 251 as c

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 21, 2020 The New Home Co

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 21, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commis

the new home company provides business update ahead of investor meetings

Exhibit 99.1 the new home company provides business update ahead of investor meetings Aliso Viejo, California, September 21, 2020. The New Home Company Inc. (NYSE: NWHM) today announced a business update ahead of investor meetings. The New Home Company (NYSE: NWHM) announced today that net new home orders totaled 152 for the first two months of the 2020 third quarter, representing an increase of 1

Regulation FD Disclosure, Results of Operations and Financial Condition

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) July 30, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Hom

Sixth Supplemental Indenture dated as of July 16, 2020, among TNHC Holdings LLC, TNHC Holdings 1 LLC and U.S. Bank National Association

Exhibit 4.5 SIXTH SUPPLEMENTAL INDENTURE SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”), dated as of July 16, 2020, by and between The New Home Company Inc., a Delaware corporation (the “Company”), the guarantors party hereto (the “Guarantors”) and U.S. Bank National Association, as trustee under the Indenture referred to below (in such capacity, the “Trustee”). RECITALS WHEREA

Third Modification Agreement, dated as of June 26, 2020, among The New Home Company Inc., U.S. Bank National Association, d/b/a Housing Capital Company, and the lenders party thereto.

Exhibit 10.1 THIRD MODIFICATION AGREEMENT This Third Modification Agreement (“Agreement”) is made as of June 26, 2020, by and among THE NEW HOME COMPANY INC., a Delaware corporation (“Borrower”), each lender from time to time party to the Credit Agreement described below (individually, a “Lender” and collectively, the “Lenders”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association,

THE NEW HOME COMPANY REPORTS 2020 Second QUARTER RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2020 Second QUARTER RESULTS Aliso Viejo, California, July 30, 2020. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2020 second quarter. Second Quarter 2020 Financial Results ● Net orders increased 6% compared to the 2019 second quarter ● June net orders increased 68% compared to June 2019, representing the highest monthly net order

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) June 26, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Submission of Matters to a Vote of Security Holders

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) June 9, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission F

The New Home Company Inc. Adopts Tax Benefit Preservation Plan for Net Operating Losses

Exhibit 99.1 For Immediate Release: May 8, 2020 The New Home Company Inc. Adopts Tax Benefit Preservation Plan for Net Operating Losses ALISO VIEJO, CA. – The New Home Company Inc. (NYSE: NWHM) (the “Company”) announced today that its Board of Directors (the “Board”) has adopted a tax benefit preservation plan (the “Plan”) to help preserve the value of its net operating losses and other tax attrib

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Ho

Amendment No. 2 to Investor Rights Agreement among The New Home Company Inc., TNHC Partners LLC, IHP Capital Partners VI, LLC, WATT/TNHC, LLC, TCN/TNHC LP and collectively H. Lawrence Webb, Wayne J. Stelmar, Joseph D. Davis and Thomas Redwitz (incorporated by reference to Exhibit 4.4 of the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).

Exhibit 4.4 AMENDMENT NO. 2 TO INVESTOR RIGHTS AGREEMENT RECITALS A. The New Home Company Inc. (the “Company”), IHP CAPITAL PARTNERS VI, LLC (“IHP”), H. Lawrence Webb, Wayne J. Stelmar, Joseph D. Davis and Thomas Redwitz, in their individual capacities and as successors in interest to TNHC Partners LLC (“TNHC Partners”), are parties to that certain Investor Rights Agreement, dated as of February 5

Regulation FD Disclosure, Results of Operations and Financial Condition

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) May 8, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission Fi

Certificate of Designations of Series A Junior Participating Preferred Stock of The New Home Company Inc., filed with the Secretary of State of Delaware on May 8, 2020 (incorporated by reference to Exhibit 3.1 of the Company's Current Report on Form 8-K filed on May 8, 2020)

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS of SERIES A JUNIOR PARTICIPATING PREFERRED STOCK of The New Home Company Inc. (Pursuant to Section 151 of the Delaware General Corporation Law) The New Home Company Inc. (hereinafter called the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “General Corporation Law”), hereby certifies that

Tax Benefit Preservation Plan, dated as of May 8, 2020, between The New Home Company Inc. and American Stock Transfer & Trust Company, LLC, which includes the Form of Certificate of Designations of Series A Junior Participating Preferred Stock as Exhibit A, the Form of Right Certificate as Exhibit B and the Summary of Rights to Purchase Preferred Shares as Exhibit C (incorporated by reference to Exhibit 4.1 of the Company's Current Report on Form 8-K filed on May 8, 2020)

Exhibit 4.1 The New Home Company Inc. and American Stock Transfer & Trust Company, LLC as Rights Agent Tax Benefit Preservation Plan Dated as of May 8, 2020 Tax Benefit Preservation Plan, dated as of May 8, 2020 (this “Plan”), between The New Home Company Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as R

- FORM 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 THE NEW HOME COMPANY INC. (Exact name of registrant as specified in charter) Delaware 27-0560089 (State of incorporation (IRS Employer or organization) Identification No.) 85 Enterprise, Suite 45

- FORM DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☑ Definitive Additional Materials ☐ Soliciting Material under Rule 14a-12 The New Home Company Inc.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

-12-31 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) May 8, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commis

THE NEW HOME COMPANY REPORTS 2020 First QUARTER RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2020 First QUARTER RESULTS Aliso Viejo, California, May 8, 2020. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2020 first quarter. First Quarter 2020 Financial Results • Cash flow from operations of $17.3 million and cash and cash equivalents of $87.9 million • Debt-to-capital ratio of 57.5% and a net debt-to-capital ratio of 48.8%

- FORM DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☑ Definitive Additional Materials ☐ Soliciting Material under Rule 14a-12 The New Home Company Inc.

- FORM DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

Letter from Ernst & Young LLP, dated March 23, 2020 (incorporated by reference to Exhibit 16.1 for the Company's Current Report on Form 8-K filed on March 23, 2020)

Exhibit 16.1 March 23, 2020 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated March 23, 2020, of The New Home Company Inc. and are in agreement with the statements contained in the section, “Dismissal of previous independent registered public accounting firm” (paragraphs 1, 2, and 3) therein. We have no basis t

Changes in Registrant's Certifying Accountant

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) March 18, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

NWHM / New Home Company Inc. / MidOcean Tactical Credit Fund II, L.P. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* The New Home Company Inc. (Name of Issuer) Common stock, par value $0.01 per share (Title of Class of Securities) 645370107 (CUSIP Number) March 2, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

Current Report

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) February 10, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934

Exhibit 4.10 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The New Home Company Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: our common stock DESCRIPTION OF COMMON STOCK As used in this exhibit only, the “Company,” “we,” “our” or “us” refer to The New Home Compa

NWHM / New Home Company Inc. / TCN/TNHC LP - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.

List of subsidiaries of The New Home Company Inc.

Exhibit 21.1 THE NEW HOME COMPANY INC. SUBSIDIARIES Subsidiary State of Incorporation or Formation TNHC Realty and Construction Inc.(2) Delaware The New Home Company Southern California LLC Delaware TNHC-Santa Clarita GP, LLC Delaware TNHC-TCN Santa Clarita, LP* Delaware TNHC Meridian Investors LLC* Delaware TNHC Newport LLC* Delaware TNHC-Calabasas GP LLC Delaware Calabasas Village LP* Delaware T

Annual Report - FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Home Co

THE NEW HOME COMPANY REPORTS 2019 Fourth QUARTER AND FULL YEAR RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2019 Fourth QUARTER AND FULL YEAR RESULTS Aliso Viejo, California, February 13, 2020. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2019 fourth quarter and full year. Fourth Quarter 2019 Financial Results • $62.7 million of cash flow from operations resulting in $22.6 million of net debt reduction and a $38.4 increase in cash durin

Regulation FD Disclosure, Results of Operations and Financial Condition

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) February 13, 2020 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

NWHM / New Home Company Inc. / Webb H Lawrence - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5)* The New Home Company Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) D

NWHM / New Home Company Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NEW HOME CO INC/THE (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

NWHM / New Home Company Inc. / SECOND CURVE CAPITAL LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

NWHM / New Home Company Inc. / FIRST MANHATTAN CO - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* THE NEW HOME COMPANY INC (Name of Issuer) COMMON (Title of Class of Securities) 645370107 (CUSIP Number) Calendar Year 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

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 29, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

Amended and Restated Bylaws of The New Home Company Inc. (incorporated by reference to Exhibit 3.II of the Company's Current Report on Form 8-K filed on November 1, 2019)

Exhibit 3.ii AMENDED AND RESTATED BYLAWS OF THE NEW HOME COMPANY INC. (Adopted as of October 29, 2019) ARTICLE I Offices Section 1.1 Registered Offices. The registered office of The New Home Company Inc. (the “Corporation”) in the State of Delaware shall be located at 9 E. Loockerman Street, Suite 311, Dover, DE 19901, Kent County. The name of the Corporation’s registered agent at such address sha

THE NEW HOME COMPANY REPORTS 2019 third QUARTER RESULTS

Exhibit 99.1 THE NEW HOME COMPANY REPORTS 2019 third QUARTER RESULTS Aliso Viejo, California, October 31, 2019. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2019 third quarter. Third Quarter 2019 Financial Results • $39.7 million of cash flow from operations and $48.0 million of debt reduction during the quarter • Debt-to-capital ratio of 58.2% and a net debt-to-capital r

Regulation FD Disclosure, Results of Operations and Financial Condition

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 31, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

Letter agreement re: Arantine Hills Holdings LP - Funding of Excess Shortfall among TNHC-Arantine GP LLC, TNHC Land Company LLC, and Arantine Hills Equity LP dated as of September 24, 2019

Exhibit 10.5 TNHC-ARANTINE GP LLC c/o The New Home Company Inc. 85 Enterprise, Suite 450 Aliso Viejo, CA 92656 September 24, 2019 VIA OVERNIGHT DELIVERY Arantine Hills Equity LP c/o Tricon Capital Group 1067 Yonge Street Toronto, Ontario M4W-2L2, Canada Attention: Jeremy Scheetz Re: Arantine Hills Holdings LP – Funding of Excess Shortfall Dear Sir/Madam: As you know, TNHC Land Company LLC, a Delaw

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The Ne

Second Modification Agreement, dated as of August 7, 2019, among The New Home Company Inc., U.S. Bank National Association, d/b/a Housing Capital Company, and the lenders party thereto.

Exhibit 10.1 SECOND MODIFICATION AGREEMENT This Second Modification Agreement (“Agreement”) is made as of August 7, 2019, by and among THE NEW HOME COMPANY INC., a Delaware corporation (“Borrower”), each lender from time to time party to the Credit Agreement described below (individually, a “Lender” and collectively, the “Lenders”), and U.S. BANK NATIONAL ASSOCIATION, a national banking associatio

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) August 7, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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) July 30, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Amended and Restated Employment Agreement by and between The New Home Company Inc. and H. Lawrence Webb, dated July 30, 2019 (incorporated by reference to Exhibit 10.2 for the Company's Current Report on Form 8-K filed on July 30, 2019)

Exhibit 10.2 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) between The New Home Company Inc., a Delaware corporation (the “Company”), and H. Lawrence Webb (“Executive”) is entered into as of July 30, 2019, effective as of August 30, 2019 (the “Effective Date”). Effective as of the Effective Date, this Agreement amends and restates in its

Amended and Restated Employment Agreement by and between The New Home Company Inc. and John Stephens, dated July 30, 2019 (incorporated by reference to Exhibit 10.3 for the Company's Current Report on Form 8-K filed on July 30, 2019)

Exhibit 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) between The New Home Company Inc., a Delaware corporation (the “Company”), and John Stephens (“Executive”) is entered into as of July 30, 2019, effective as of August 30, 2019 (the “Effective Date”). Effective as of the Effective Date, this Agreement amends and restates in its en

Amended and Restated Employment Agreement by and between The New Home Company Inc. and Leonard Miller, dated July 30, 2019 (incorporated by reference to Exhibit 10.1 for the Company's Current Report on Form 8-K filed on July 30, 2019)

Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) between The New Home Company Inc., a Delaware corporation (the “Company”), and Leonard S. Miller (“Executive”) is entered into as of July 30, 2019, effective as of August 30, 2019 (the “Effective Date”). Effective as of the Effective Date, this Agreement amends and restates in it

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Home

Second Amendment to Limited Liability Company Agreement of TNHC Russell Ranch between TNHC Land Company LLC and IHP Capital Partners VI, LLC (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019)

Exhibit 10.1 SECOND AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF TNHC RUSSELL RANCH LLC This Second Amendment to Limited Liability Company Agreement of TNHC RUSSELL RANCH LLC (“Amendment”) is entered into by and between TNHC LAND COMPANY LLC, a Delaware limited liability company (“TNHC”) and IHP CAPITAL PARTNERS VI, LLC, a Delaware limited liability company (“IHP”) as of this 1st day of May

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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) July 30, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Larry Webb to Become Executive Chairman of The New Home Company; Leonard Miller Elected Chief Executive Officer

Larry Webb to Become Executive Chairman of The New Home Company; Leonard Miller Elected Chief Executive Officer ALISO VIEJO, CA (July 30, 2019) The New Home Company (NEW HOME, NYSE: NWHM) announced today that Larry Webb will become Executive Chairman effective August 30, 2019.

THE NEW HOME COMPANY REPORTS 2019 SECOND QUARTER RESULTS

THE NEW HOME COMPANY REPORTS 2019 SECOND QUARTER RESULTS Aliso Viejo, California, July 30, 2019.

NWHM / New Home Company Inc. / UBS Group AG - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* New Home Company Inc (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 645370107 (CUSIP Number) May 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

Other Events, Submission of Matters to a Vote of Security Holders

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) May 21, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission F

NWHM / New Home Company Inc. DEFA14A DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material under Rule 14a-12 The New Home Company Inc.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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) May 3, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission Fi

THE NEW HOME COMPANY REPORTS 2019 FIRST QUARTER RESULTS

THE NEW HOME COMPANY REPORTS 2019 FIRST QUARTER RESULTS Aliso Viejo, California, May 3, 2019.

Separation and Release Agreement, dated February 14, 2019, by and between The New Home Company Inc. and Thomas Redwitz (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019)

Exhibit 10.3 SEPARATION AND RELEASE AGREEMENT This Separation and Release Agreement (the “Agreement”) is entered into by and between Thomas Redwitz (“Employee”) and The New Home Company Inc. (the “Company”), effective as of the eighth (8th) day following the date on which Employee signs this Agreement if not revoked in accordance with Section 6(d) below (the “Effective Date”). Employee wishes to v

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31, 2019 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Hom

The New Home Company Inc. 2016 Incentive Award Plan form of Stock Option Award Agreement (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019)

Exhibit 10.1 THE NEW HOME COMPANY INC. 2016 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE The New Home Company Inc. (the “Company”) has granted to the participant listed below (“Participant”) the stock option (the “Option”) described in this Stock Option Grant Notice (the “Grant Notice”), subject to the terms and conditions of the Amended and Restated 2016 Incentive Award Plan (as amended from ti

The New Home Company Inc. 2016 Incentive Award Plan form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019)

Exhibit 10.2 THE NEW HOME COMPANY INC. 2016 INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT GRANT NOTICE The New Home Company Inc. (the “Company”) has granted to the participant listed below (“Participant”) the Restricted Stock Units (the “RSUs”) described in this Restricted Stock Unit Grant Notice (the “Grant Notice”), subject to the terms and conditions of the Amended and Restated 2016 Incentive Awar

Consulting Agreement, dated February 14, 2019, by and between The New Home Company Inc. and Thomas Redwitz (incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019)

Exhibit 10.4 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into as of February 14, 2019 by and between The New Home Company Inc. (the “Company”) and Thomas Redwitz (“Consultant”). RECITALS A. Consultant currently serves as Chief Investment Officer of the Company. B. Consultant desires to resign, and the Company and Consultant mutually desire to transition Con

The New Home Company Inc. Non-Employee Director Compensation Program, amended and restated on April 30, 2019 (incorporated by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019)

Exhibit 10.5 THE NEW HOME COMPANY INC. NON-EMPLOYEE DIRECTOR COMPENSATION At a meeting of the Board of Directors (the “Board”) of The New Home Company Inc. (the “Company”) held April 30, 2019, the Board approved the following Non-Employee Director Compensation Program for payment of the Company’s non-employee directors (“Directors”). The cash and equity compensation described below shall be paid o

NWHM / New Home Company Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material under Rule 14a-12 The New Home Company Inc.

NWHM / New Home Company Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under Rule 14a-12 The New Home Company Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): February 11, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commis

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

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) February 14, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commiss

THE NEW HOME COMPANY REPORTS 2018 FOURTH QUARTER AND FULL YEAR RESULTS 2018 Fourth Quarter Financial Results - Diluted EPS of $(0.80) per share - - Adjusted EPS of $0.28*, excluding inventory and joint venture impairment charges - - Backlog units up

THE NEW HOME COMPANY REPORTS 2018 FOURTH QUARTER AND FULL YEAR RESULTS 2018 Fourth Quarter Financial Results - Diluted EPS of $(0.

NWHM / New Home Company Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Home Com

NWHM / New Home Company Inc. / UBS Group AG - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* New Home Company Inc (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 645370107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t

List of subsidiaries of The New Home Company Inc.

Exhibit 21.1 THE NEW HOME COMPANY INC. SUBSIDIARIES Subsidiary State of Incorporation or Formation TNHC Realty and Construction Inc.(2) Delaware The New Home Company Southern California LLC Delaware TNHC-Santa Clarita GP, LLC Delaware TNHC-TCN Santa Clarita, LP* Delaware TNHC Meridian Investors LLC* Delaware TNHC Newport LLC* Delaware TNHC-Calabasas GP LLC Delaware Calabasas Village LP* Delaware T

NWHM / New Home Company Inc. / TCN/TNHC LP - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.

NWHM / New Home Company Inc. / Webb H Lawrence - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4)* The New Home Company Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) D

NWHM / New Home Company Inc. / Watt/TNHC LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* The New Home Company Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

NWHM / New Home Company Inc. / FIRST MANHATTAN CO - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 03)* THE NEW HOME COMPANY INC (Name of Issuer) COMMON (Title of Class of Securities) 645370107 (CUSIP Number) Calendar Year 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

NWHM / New Home Company Inc. / SECOND CURVE CAPITAL LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

Leonard Miller Elected President of The New Home Company

Leonard Miller Elected President of The New Home Company ALISO VIEJO, CA (January 29, 2019) - The New Home Company (NEW HOME; NYSE: NWHM) announced today that Chief Operating Officer, Leonard S.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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) January 23, 2019 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

First Amendment to Agreement of Limited Partnership of Arantine Hills Holdings LP, dated July 27, 2018, among TNHC-Arantine GP LLC, Arantine Hills Equity LP and TNHC Land Company LLC.

Exhibit 10.1 FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF ARANTINE HILLS HOLDINGS LP THIS FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP (this "Amendment") of Arantine Hills Holdings LP is dated as of July 27, 2018 and is entered into by and among TNHC-ARANTINE GP LLC, a Delaware limited liability company, as general partner (the “General Partner”), and ARANTINE HILLS EQUITY LP, a D

NWHM / New Home Company Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New

THE NEW HOME COMPANY REPORTS 2018 THIRD QUARTER RESULTS - Diluted EPS of $0.12 per Share - - Net new orders up 63% - - Backlog units up 70% - - Deliveries up 55% -

THE NEW HOME COMPANY REPORTS 2018 THIRD QUARTER RESULTS - Diluted EPS of $0.12 per Share - - Net new orders up 63% - - Backlog units up 70% - - Deliveries up 55% - Aliso Viejo, California, October 25, 2018. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2018 third quarter. Third Quarter 2018 Highlights Compared to Third Quarter 2017 • Total revenues of $159.1 million vs. $1

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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 25, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commissi

THE NEW HOME COMPANY REPORTS 2018 SECOND QUARTER RESULTS - Net new orders up 98% - - Backlog units up 66% - - Homes sales revenue up 21% to $117.5 million - - Deliveries up 52% -

THE NEW HOME COMPANY REPORTS 2018 SECOND QUARTER RESULTS - Net new orders up 98% - - Backlog units up 66% - - Homes sales revenue up 21% to $117.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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) August 3, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission

Second Amendment to Restated Consulting Agreement, dated May 18, 2018, among The New Home Company Inc., Mendocino Group, Inc. and Joseph Davis

Exhibit 10.1 SECOND AMENDMENT TO RESTATED CONSULTING AGREEMENT THIS SECOND AMENDMENT TO RESTATED CONSULTING AGREEMENT (this “Amendment”), is entered into as of May 18, 2018, and effective as of June 26, 2018 (the “Effective Date”) by and between The New Home Company Inc., a Delaware corporation (the “Company”), on the one hand, and Mendocino Group, Inc. and Joseph Davis, on the other hand (togethe

NWHM / New Home Company Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended June 30, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Home

NWHM / New Home Company Inc. S-8

As filed with the Securities and Exchange Commission on June 4, 2018 Registration No.

The New Home Company Inc. Amended and Restated 2016 Incentive Award Plan (incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K filed on May 23, 2018)

EX-10.2 3 exhibit102amended2016plan.htm EXHIBIT 10.2 Exhibit 10.2 THE NEW HOME COMPANY INC. AMENDED AND RESTATED 2016 INCENTIVE AWARD PLAN 1.Purpose. The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. The Plan amen

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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) May 22, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission F

Amendment No. 1 to Investor Rights Agreement among The New Home Company Inc., TNHC Partners LLC, IHP Capital Partners VI, LLC, WATT/TNHC, LLC, TCN/TNHC LP and collectively H. Lawrence Webb, Wayne J. Stelmar, Joseph D. Davis and Thomas Redwitz (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on May 23, 2018)

Exhibit 10.1 AMENDMENT NO. 1 TO INVESTOR RIGHTS AGREEMENT RECITALS A. The New Home Company Inc. (the “Company”), IHP CAPITAL PARTNERS VI, LLC (“IHP”), WATT/TNHC LLC (“Watt”), TCN/TNHC LP (“Tricon”), H. Lawrence Webb, Wayne J. Stelmar, Joseph D. Davis and Thomas Redwitz, in their individual capacities and as successors in interest to TNHC Partners LLC (“TNHC Partners”), are parties to that certain

Financial Statements and Exhibits, Other Events

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) May 10, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission F

THE NEW HOME COMPANY ANNOUNCES AUTHORIZATION OF $15 MILLION STOCK REPURCHASE PROGRAM

Exhibit 99.1 THE NEW HOME COMPANY ANNOUNCES AUTHORIZATION OF $15 MILLION STOCK REPURCHASE PROGRAM Aliso Viejo, California, Monday, May 14, 2018. The New Home Company Inc. (NYSE:NWHM) (the “Company”) today announced that on May 10, 2018 its Board of Directors approved a $15 million stock repurchase program. “The Board’s authorization of a stock repurchase program reflects their confidence in our st

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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) May 3, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (Commission Fi

THE NEW HOME COMPANY REPORTS 2018 FIRST QUARTER RESULTS - Homes sales revenue up 14% to $79.4 million - - Deliveries up 56% - - Backlog units up 39% -

THE NEW HOME COMPANY REPORTS 2018 FIRST QUARTER RESULTS - Homes sales revenue up 14% to $79.

Amendment to Employment Agreement, dated February 16, 2018, by and between The New Home Company Inc. and Leonard Miller

Exhibit Exhibit 10.4

Amendment to Employment Agreement, dated February 16, 2018, by and between The New Home Company Inc. and John M. Stephens

Exhibit 10.3 AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), is entered into as of February 16, 2018, by and between The New Home Company Inc., a Delaware corporation (the “Company”) and John M. Stephens (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (as d

First Amendment to The New Home Company Inc. 2014 Long-Term Incentive Plan dated February 12, 2018 (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018)

Exhibit 10.1 FIRST AMENDMENT TO THE NEW HOME COMPANY INC. 2014 LONG-TERM INCENTIVE PLAN THIS FIRST AMENDMENT TO THE NEW HOME COMPANY INC. 2014 LONG-TERM INCENTIVE PLAN (this “First Amendment”), dated as of February 12, 2018, is made and adopted by the Board of Directors (the “Board”) of The New Home Company Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defi

Amendment to Employment Agreement, dated February 16, 2018, by and between The New Home Company Inc. and Thomas Redwitz

Exhibit 10.5 AMENDMENT TO EMPLOYMENT AGREEMENT THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), is entered into as of February 16, 2018, by and between The New Home Company Inc., a Delaware corporation (the “Company”) and Thomas Redwitz (“Executive”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement (

Fifth Supplemental Indenture dated as of March 5, 2018, among TNHC Holdings LLC, TNHC Holdings 1 LLC and U.S. Bank National Association (incorporated by reference to Exhibit 4.3 to the Company's Form 10-Q for the quarter ended March 31, 2018)

Exhibit Exhibit 4.3

NWHM / New Home Company Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Hom

Amendment to Employment Agreement, dated February 16, 2018, by and between The New Home Company Inc. and H. Lawrence Webb

Exhibit Exhibit 10.2

NWHM / New Home Company Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement þ Definitive Additional Materials ¨ Soliciting Material under Rule 14a-12 The New Home Company Inc.

NWHM / New Home Company Inc. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant To Section 14(a) Of The Securities Exchange Act Of 1934 Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) þ Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material under Rule 14a-12 The New Home Company Inc.

The New Home Company Inc. 2016 Incentive Award Plan form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed on February 16, 2018)

EX-10.2 3 a102-newhomexformrsuagreem.htm EXHIBIT 10.2 Exhibit 10.2 THE NEW HOME COMPANY INC. 2016 INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT GRANT NOTICE The New Home Company Inc. (the “Company”) has granted to the participant listed below (“Participant”) the Restricted Stock Units (the “RSUs”) described in this Restricted Stock Units Grant Notice (the “Grant Notice”), subject to the terms and con

Non-Employee Director Compensation Program

Exhibit Exhibit 10.1 THE NEW HOME COMPANY INC. NON-EMPLOYEE DIRECTOR COMPENSATION At a meeting of the Board of Directors (the ? Board ?) of The New Home Company Inc. (the ?Company?) held February 12, 2018, the Board approved the following Non-Employee Director Compensation Program for payment of the Company?s non-employee directors (? Directors ?). The cash and equity compensation described below

The New Home Company Inc. 2016 Incentive Award Plan form of Performance Share Unit Award Agreement (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed on February 16, 2018)

Exhibit Exhibit 10.3 THE NEW HOME COMPANY INC. 2016 INCENTIVE AWARD PLAN PERFORMANCE SHARE UNIT AWARD GRANT NOTICE The New Home Company Inc. (the ? Company ?) has granted to the participant listed below (? Participant ?) a Performance Share Unit Award (the ? Performance Share Units ?) described in this Performance Share Unit Award Grant Notice (the ? Grant Notice ?), subject to the terms and condi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Document 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): February 12, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation

NWHM / New Home Company Inc. 8-K (Current Report)

Document 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) February 14, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation)

THE NEW HOME COMPANY REPORTS 2017 FOURTH QUARTER AND FULL YEAR RESULTS 2017 Fourth Quarter - Diluted EPS of $0.50, Including a ($0.15) Noncash Deferred Tax Asset Charge - - Deliveries up 17% - - Homebuilding Gross Margin up 140 bps to 15.8% - - Order

EX-99.1 2 a8-kexhibit991q4x17.htm EXHIBIT 99.1 THE NEW HOME COMPANY REPORTS 2017 FOURTH QUARTER AND FULL YEAR RESULTS 2017 Fourth Quarter - Diluted EPS of $0.50, Including a ($0.15) Noncash Deferred Tax Asset Charge - - Deliveries up 17% - - Homebuilding Gross Margin up 140 bps to 15.8% - - Orders up 55% - Aliso Viejo, California, February 14, 2018. The New Home Company Inc. (NYSE: NWHM) today ann

Amendment to Consulting Agreement, dated February 13, 2017, by and between The New Home Company Inc. and Wayne Stelmar

EX-10.25 3 exhibit1025amendmenttocons.htm EXHIBIT 10.25 Exhibit 10.25 AMENDMENT TO CONSULTING AGREEMENT THIS AMENDMENT TO CONSULTING AGREEMENT (this “Amendment”), is entered into as of February 13, 2018, by and between The New Home Company Inc., a Delaware corporation (the “Company”) and Wayne Stelmar (“Consultant”). Capitalized terms used and not otherwise defined herein shall have the meanings a

NWHM / New Home Company Inc. / Watt/TNHC LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* The New Home Company Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

List of subsidiaries of The New Home Company Inc.

Exhibit 21.1 THE NEW HOME COMPANY INC. SUBSIDIARIES Subsidiary State of Incorporation or Formation TNHC Realty and Construction Inc.(3) Delaware The New Home Company Southern California LLC Delaware TNHC-Santa Clarita GP, LLC Delaware TNHC-TCN Santa Clarita, LP* Delaware TNHC Meridian Investors LLC* (1) Delaware TNHC Newport LLC* (1) Delaware TNHC-Calabasas GP LLC Delaware Calabasas Village LP* De

Fourth Supplemental Indenture, dated as of October 27, 2017 between the Company, TNHC Tidelands LLC, TNHC Arizona Marketing LLC and U.S. Bank National Association (incorporated by reference to Exhibit 4.9 of the Company's Annual Report on Form 10-K for the year ended December 31, 2017)

Exhibit 4.9 FOURTH SUPPLEMENTAL INDENTURE FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 27, 2017, among TNHC Tidelands LLC, a Delaware limited liability company, TNHC Arizona Marketing LLC, a Delaware limited liability company (together, the “Guaranteeing Subsidiaries”), each a subsidiary of The New Home Company Inc., (or its permitted successor), a Delaware co

NWHM / New Home Company Inc. / TCN/TNHC LP - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.

NWHM / New Home Company Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36283 The New Home Com

NWHM / New Home Company Inc. / Webb H Lawrence - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* The New Home Company Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 645370107 (CUSIP Number) D

NWHM / New Home Company Inc. / FIRST MANHATTAN CO - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* THE NEW HOME COMPANY INC (Name of Issuer) COMMON (Title of Class of Securities) 645370107 (CUSIP Number) Calendar Year 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

NWHM / New Home Company Inc. / SECOND CURVE CAPITAL LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

NWHM / New Home Company Inc. CORRESP

January 31, 2018 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F.

Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of U.S. Bank National Association, as trustee under the indenture filed as Exhibit 4.5 above.

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identific

Statement Regarding the Computation of Ratio of Earnings to Fixed Charges.

Exhibit 12.1 Calculation of Ratio of Earnings to Total Fixed Charges The following table sets forth information regarding our ratio of earnings to fixed charges for each of the periods shown. Nine Months Ended September 30, Year Ended December 31, 2017 2016 2015 2014 2013(b) 2012(b) (Dollars in thousands) Income (loss) before income taxes $ 10,839 $ 33,950 $ 33,911 $ 5,003 $ 6,996 $ (1,281 ) Equit

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS The New Home Company Inc. PAGE Condensed Consolidated Balance Sheets as of March 31, 2017 (Unaudited) and December 31, 2016 F -2 Unaudited Condensed Consolidated Statements of Operations for the Three Months

Exhibit 99.1 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS The New Home Company Inc. PAGE Condensed Consolidated Balance Sheets as of March 31, 2017 (Unaudited) and December 31, 2016 F -2 Unaudited Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2017 and 2016 F - 3 Unaudited Condensed Consolidated Statement of Equity for the Three Months Ended March 31, 2017 F - 4

Form of Indenture.

Exhibit 4.5 THE NEW HOME COMPANY INC. INDENTURE Dated as of [ ] U.S. BANK NATIONAL ASSOCIATION Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 4 Section 1.4. Rules of Construction 5 ARTICLE II THE SECURITIES 5 Section 2.1. Issuable in Seri

Form S-3

As filed with the Securities and Exchange Commission on January 22, 2018 Registration Statement No.

Financial Statements and Exhibits, Other Events

Document 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): January 22, 2018 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation)

New Home 8-K (Current Report/Significant Event)

Document 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 27, 2017 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation)

THE NEW HOME COMPANY REPORTS 2017 THIRD QUARTER RESULTS - Diluted EPS of $0.21 per Share - - Homebuilding Gross Margin up 80 bps to 16.3% - - Net New Orders up 27% - - Backlog Dollar Value of $331 million, up 14% -

EX-99.1 2 a8-kexhibit991q3x17.htm EXHIBIT 99.1 THE NEW HOME COMPANY REPORTS 2017 THIRD QUARTER RESULTS - Diluted EPS of $0.21 per Share - - Homebuilding Gross Margin up 80 bps to 16.3% - - Net New Orders up 27% - - Backlog Dollar Value of $331 million, up 14% - Aliso Viejo, California, October 27, 2017. The New Home Company Inc. (NYSE: NWHM) today announced results for the 2017 third quarter. Thir

Second Supplemental Indenture dated as of July 28, 2017 between the Company, the guaranteeing subsidiaries, as defined herein, and U.S. Bank National Association (incorporated by reference to Exhibit 4.3 to the Company's Form 10-Q for the quarter ended September 30, 2017)

Exhibit 4.3 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 28, 2017, among Larkspur Land 8 Investors LLC, a Delaware limited liability company, Larkspur Land 8 Owner LLC, a Delaware limited liability company (together, the “Guaranteeing Subsidiaries”), each a subsidiary of The New Home Company Inc., (or its permitted successor), a Dela

Limited Liability Company Agreement of TNHC Russell Ranch LLC, dated as of May 22, 2013, between TNHC Land Company LLC and IHP Capital Partners VI, LLC (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2017)

Exhibit 10.1 The mark *** indicates that text has been redacted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934 and filed separately with the Securities and Exchange Commission. LIMITED LIABILITY COMPANY AGREEMENT OF TNHC RUSSELL RANCH LLC, a Delaware limited liability company TABLE OF CONTENTS Page Article I ORGANIZATION 1 1.01 Formation; A

First Amendment to Limited Liability Company Agreement of TNHC Russell Ranch LLC, dated as of August 4, 2017, between TNHC Land Company LLC and IHP Capital Partners VI, LLC (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2017)

Exhibit 10.2 The mark *** indicates that text has been redacted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934 and filed separately with the Securities and Exchange Commission. FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF TNHC RUSSELL RANCH LLC This First Amendment to Limited Liability Company Agreement of TNHC RUSSELL RANCH LL

Third Supplemental Indenture dated as of September 18, 2017 between the Company, DMB/TNHC LLC and U.S. Bank National Association (incorporated by reference to Exhibit 4.4 to the Company's Form 10-Q for the quarter ended September 30, 2017)

Exhibit 4.4 THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 18, 2017, among DMB/TNHC LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of The New Home Company Inc., (or its permitted successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-362

Modification Agreement, dated as of September 27, 2017, among The New Home Company Inc., U.S. Bank National Association, d/b/a Housing Capital Company, and the lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 2, 2017)

EX-10.1 2 modificationagreementsept.htm EXHIBIT 10.1 MODIFICATION AGREEMENT This Modification Agreement (“Agreement”) is made as of September 27, 2017, by and among THE NEW HOME COMPANY INC., a Delaware corporation (“Borrower”), each lender from time to time party to the Credit Agreement described below (individually, a “Lender” and collectively, the “Lenders”), and U.S. BANK NATIONAL ASSOCIATION,

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Document 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 27, 2017 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation

Entry into a Material Definitive Agreement

Document 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) August 4, 2017 The New Home Company Inc. (Exact name of registrant as specified in its charter) Delaware 001-36283 27-0560089 (State or other jurisdiction of incorporation) (C

$325,000,000 The New Home Company Inc. Exchange Offer for 7.250% Senior Notes due 2022 and Related Guarantees

Document Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-219647 PROSPECTUS $325,000,000 The New Home Company Inc. Exchange Offer for 7.250% Senior Notes due 2022 and Related Guarantees We are offering to issue up to $325,000,000 aggregate principal amount of our 7.250% Senior Notes due 2022 (the ?exchange notes?), which will be unconditionally guaranteed on a senior unsecured basis

New Home ESP

Document The New Home Company Inc. 85 Enterprise, Suite 450 Aliso Viejo, CA 92656 August 7, 2017 VIA EDGAR The Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: Pamela A. Long Re: The New Home Company Inc. and co-registrant guarantors Registration Statement on Form S-4 Filed August 3, 2017 File No. 333-219647 Dear Ms. Long: Pursuant to Rule 461 of the General Rules

LIMITED LIABILITY COMPANY AGREEMENT TNHC LAND COMPANY LLC

Exhibit 3.11 LIMITED LIABILITY COMPANY AGREEMENT of TNHC LAND COMPANY LLC This Limited Liability Company Agreement (this “Agreement”) of TNHC Land Company LLC, a Delaware limited liability company (the “Company”), is entered into as of May 3, 2011 by The New Home Company LLC, a Delaware limited liability company, as the sole member (the “Member”) of the Company. RECITALS A. The Certificate of Form

BYLAWS of TNHC REALTY AND CONSTRUCTION INC. a Delaware corporation dated as of June 25, 2009 TNHC REALTY AND CONSTRUCTION INC. Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II STOCKHOLDERS 1 Section 1. Ann

Exhibit 3.5 BYLAWS of TNHC REALTY AND CONSTRUCTION INC. a Delaware corporation dated as of June 25, 2009 BYLAWS of TNHC REALTY AND CONSTRUCTION INC. INDEX Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II STOCKHOLDERS 1 Section 1. Annual Meeting 1 Section 2. Special Meeting 1 Section 3. Place of Meeting 1 Section 4. Telephonic Meetings Permitted 1 Sectio

Delaware The First State

Exhibit 3.28 Delaware The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF FORMATION OF ?TNHC-ARANTINE GP LLC?, FILED IN THIS OFFICE ON THE NINETEENTH DAY OF JUNE, A.D. 2014, AT 12:47 O?CLOCK P.M. CERTIFICATE OF FORMATION OF TNHC-ARANTINE GP LLC This Certificate of Formation of TNHC-ARANT

Delaware The First State

Exhibit 3.24 Delaware The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF FORMATION OF ?TNHC GROVE INVESTMENT LLC?, FILED IN THIS OFFICE ON THE SIXTH DAY OF MARCH, A.D. 2013, AT 3:24 O?CLOCK P.M. CERTIFICATE OF FORMATION OF TNHC GROVE INVESTMENT LLC This Certificate of Formation of TNHC

LIMITED LIABILITY COMPANY AGREEMENT TNHC - Calabasas GP LLC

Exhibit 3.23 LIMITED LIABILITY COMPANY AGREEMENT of TNHC - Calabasas GP LLC This Limited Liability Company Agreement (this ?Agreement?) of TNHC - Calabasas GP LLC, a Delaware limited liability company (the ?Company?), is entered into as of September 5, 2013 by The New Home Company Southern California LLC, a Delaware limited liability company, as the sole member (the ?Member?) of the Company. RECIT

Delaware The First State

Exhibit 3.12 Delaware The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF FORMATION OF “TNHC ARIZONA LLC”, FILED IN THIS OFFICE ON THE TWENTY-SECOND DAY OF OCTOBER, A.D. 2015, AT 5:28 O’CLOCK P.M. CERTIFICATE OF FORMATION OF TNHC ARIZONA LLC Pursuant to § 18-201, Delaware Code Annotated,

Delaware The First State

Exhibit 3.4 Delaware The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF ?TNHC REALTY AND CONSTRUCTION INC.?, FILED IN THIS OFFICE ON THE TWENTY-FIFTH DAY OF JUNE, A.D. 2009, AT 8:37 O?CLOCK P.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNT

DELAWARE THE FIRST STATE

EX-3.32 30 exhibit332-larkspurland8in.htm EXHIBIT 3.32 Exhibit 3.32 DELAWARE THE FIRST STATE I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF FORMATION OF “LARKSPUR LAND 8 INVESTORS, LLC”, FILED IN THIS OFFICE ON THE TWENTY-THIRD DAY OF JUNE, A.D. 2011, AT 4:35 O’CLOCK P.M. CERTIFICATE OF FORMATION O

_____________________________________________________________________________ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUS

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identific

LETTER TO DTC PARTICIPANTS REGARDING THE OFFER TO EXCHANGE 7.250% SENIOR NOTES DUE 2022 7.250% SENIOR NOTES DUE 2022 THE NEW HOME COMPANY INC. PURSUANT TO THE PROSPECTUS DATED , 2017 144A CUSIP: 645370 AA5 REG S CUSIP: U64307 AA6

Exhibit 99.3 LETTER TO DTC PARTICIPANTS REGARDING THE OFFER TO EXCHANGE 7.250% SENIOR NOTES DUE 2022 FOR 7.250% SENIOR NOTES DUE 2022 OF THE NEW HOME COMPANY INC. PURSUANT TO THE PROSPECTUS DATED , 2017 144A CUSIP: 645370 AA5 REG S CUSIP: U64307 AA6 THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT, NEW YORK CITY TIME, , 2017, UNLESS EXTENDED (THE ?EXPIRATION DATE?). , To Securities

Delaware The First State

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