Attached files
| file | filename |
|---|---|
| EX-5.1 - OPINION OF GOODWIN PROCTER LLP - LENNAR CORP /NEW/ | d417892dex51.htm |
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
July 6, 2017
Date of Report (Date of earliest event reported)
LENNAR CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 1-11749 | 95-4337490 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
700 Northwest 107th Avenue, Miami, Florida 33172
(Address of principal executive offices) (Zip Code)
(305) 559-4000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
In connection with the vesting of restricted stock held by employees of Lennar Corporation (the “Company”), the Company may acquire from an employee a portion of the vesting restricted stock in satisfaction of the employee’s obligation to reimburse the Company for withholding taxes that it must pay when restricted stock vests. The Company may from time to time offer and sell up to a total of 600,000 shares of its Class A common stock, par value $0.10 per share, that it acquires from employees. Any offering and sale of those shares will be made pursuant to the Company’s registration statement on Form S-3, File No. 333-219156, and a prospectus supplement dated July 6, 2017, filed on July 6, 2017 with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended. A legal opinion relating to the 600,000 shares is filed herewith as Exhibit 5.1.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
The following exhibit is furnished as part of this Current Report on Form 8-K.
| Exhibit No. |
Description of Document | |
| 5.1 | Opinion of Goodwin Procter LLP. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 6, 2017 | Lennar Corporation | |||||
| By: | /s/ Bruce Gross | |||||
| Name: Bruce Gross | ||||||
| Title: Vice President and Chief Financial Officer | ||||||