8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 20, 2016

PULTEGROUP, INC.

(Exact name of registrant as specified in its Charter)

Michigan	1-9804	38-2766606
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

3350 Peachtree Road NE, Suite 150, Atlanta, Georgia 30326

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (404) 978-6400

____________________________________________________

(Former name or former address, if changed since last report)

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))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On October 20, 2016, PulteGroup, Inc. issued a press release announcing its financial results for its third quarter ended September 30, 2016. A copy of this earnings press release is furnished with this Current Report on Form 8-K and is incorporated in Item 2.02 by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

99.1    Third Quarter 2016 earnings press release dated October 20, 2016.

The information in Item 2.02 of this Current Report on Form 8-K, including the earnings press release incorporated in such Item 2.02, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.

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.

		PULTEGROUP, INC.
Date:	October 20, 2016	By:	/s/ Steven M. Cook
			Name:	Steven M. Cook
			Title:	Executive Vice President, Chief Legal Officer, and Corporate Secretary

EX-99.1

FOR IMMEDIATE RELEASE	Company Contact
	Investors: Jim Zeumer
	(404) 978-6434
	Email: jim.zeumer@pultegroup.com

PULTEGROUP REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS

• Reported Q3 Net Income of $0.37 Per Share Includes $0.06 Per Share of Charges Associated with a Contract Settlement, Previously Announced Plans to Reduce Overhead Expenses and Shareholder Activities

• Home Sale Revenues Increased 29% to $1.9 Billion; Closings Increased 16% to 5,037 Homes

• Net New Orders Up 17% to 4,775; Value of Net New Orders Increased 25% to $1.8 Billion

• Backlog Value of $3.7 Billion Up 20% Over Prior Year; Unit Backlog Increased 8% to 9,417 Homes

• Proceeds from Successful $1.0 Billion Debt Offering Used to Repay Approximately $500 Million of Outstanding Debt, to Fund Operations and to Support $250 Million of Share Repurchases in the Quarter

ATLANTA - October 20, 2016 - PulteGroup, Inc. (NYSE: PHM) announced today financial results for its third quarter ended September 30, 2016. The Company’s reported Q3 net income of $128 million, or $0.37 per share, included pretax charges of $31 million, or $0.06 per share, associated with the settlement of a disputed land transaction, restructuring costs associated with previously announced plans to reduce overhead expenses, and costs relating to shareholder activities. Prior year net income of $108 million, or $0.30 per share, included net pretax charges of $14 million, or $0.03 per share, resulting from litigation-related reserve adjustments in the quarter.

“I am extremely pleased with PulteGroup’s third quarter results which show a continuation of the strong demand and operating trends we experienced in the first half of 2016,” said Ryan Marshall, President and Chief Executive Officer of PulteGroup. “Of particular note, the 25% increase in the value of our Q3 orders, one of the largest gains we have realized in years, benefited from the increased land investments we made in recent years and strong sales activity across all buyer groups, as first time, move up and active adult all gained over last year.

“Along with delivering strong operating and financial results, the Company also completed its announced leadership transition during the quarter as Richard Dugas retired as CEO following a successful 22-year career. As an organization, we will continue to advance the Company’s Value Creation strategy which has been instrumental in elevating our financial results over the past five years to be among the industry leaders.

“With U.S. new home sales for 2016 on track to grow in excess of 10% over last year, we believe housing demand remains on a sustained path of recovery fueled by ongoing job creation, low unemployment, a supportive interest rate environment and a limited inventory of homes. Given these market dynamics, and in alignment with our Value Creation strategy, we continue to grow our operations through continued investment in high returning land positions, while consistently returning funds to shareholders through dividends and share repurchases.”

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Third Quarter Results

Home sale revenues for the third quarter of 2016 increased 29% over the prior year to $1.9 billion. Higher revenues for the period benefited from a 16% increase in deliveries to 5,037 homes and an 11%, or $37,000, increase in average selling price to $374,000.

Home sale gross margin for the third quarter was 21.1%. Homebuilding SG&A expense for the quarter was $183 million, or 9.7% of home sale revenues, including approximately $12 million of charges for severance costs associated with actions taken to reduce overhead expenses, and for shareholder activities. Prior year SG&A of $159 million, or 10.9% of home sale revenues, included a benefit of $6 million from a litigation-related reserve adjustment taken in the period.

“The restructuring costs incurred in the third quarter were driven by actions associated with the Company’s previously announced plans targeting full-year 2017 SG&A expenses of 9% of revenues, down from an expected 10% in 2016,” said Bob O’Shaughnessy, Executive Vice President and CFO. “We implemented these actions with the goal of realizing greater overhead efficiency, while still being able to deliver expected growth in our business in 2017 and beyond.”

In the quarter, the Company also recorded charges of $20 million in Other Expense, net, resulting from the settlement of a contract dispute associated with a land transaction the Company terminated a decade ago in response to the collapse of housing demand and from lease exit and related costs associated with overhead reduction actions. In the prior year period, the Company recorded a charge of $20 million in Other Expense, net, to increase reserves following an unfavorable jury verdict in a contract dispute.

Net new orders for the third quarter increased 17% to 4,775 homes. The value of orders increased 25% over the prior year to $1.8 billion. The Company operated out of 709 communities in the third quarter, which is an increase of 16% over the third quarter of 2015.

Backlog value increased 20% over the prior year to $3.7 billion, as the number of homes in backlog increased 8% to 9,417 homes. The average price of homes in backlog was $393,000, which is up 11% over last year.

The Company's financial services operations reported third quarter pretax income of $21 million compared with $14 million in 2015. Higher pretax income for the period was primarily the result of higher closing volumes in the Company’s homebuilding operations. Mortgage capture rate for the quarter was 81%, compared with 83% in the prior year.

During the quarter, the Company issued $1.0 billion of senior notes, the proceeds of which were used, in part, to repay approximately $500 million of outstanding debt, to fund ongoing operations and to repurchase 12 million common shares for $250 million, or an average price of $20.77 per share.

A conference call discussing PulteGroup's third quarter 2016 results is scheduled for Thursday, October 20, 2016, at 8:30 a.m. Eastern Time. Interested investors can access the live webcast via PulteGroup's corporate website at www.pultegroupinc.com.

Forward-Looking Statements

This press release includes "forward-looking statements." These statements are subject to a number of risks, uncertainties and other factors that could cause our actual results, performance, prospects or opportunities, as well as those of the markets we serve or intend to serve, to differ materially from those expressed in, or implied by, these statements. You can identify these statements by the fact that they do not relate to matters of a strictly factual or historical nature and generally discuss or relate to forecasts, estimates or other expectations regarding future events. Generally, the words "believe," "expect," "intend," "estimate," "anticipate," “plan,” "project," "may," "can," "could," "might," "will" and similar expressions identify forward-looking statements, including statements related to expected

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operating and performing results, planned transactions, planned objectives of management, future developments or conditions in the industries in which we participate and other trends, developments and uncertainties that may affect our business in the future.

Such risks, uncertainties and other factors include, among other things: interest rate changes and the availability of mortgage financing; continued volatility in the debt and equity markets; competition within the industries in which PulteGroup operates; the availability and cost of land and other raw materials used by PulteGroup in its homebuilding operations; the impact of any changes to our strategy in responding to the cyclical nature of the industry, including any changes regarding our land positions and the rate of growth in land spend; the availability and cost of insurance covering risks associated with PulteGroup's businesses; shortages and the cost of labor; weather related slowdowns; slow growth initiatives and/or local building moratoria; governmental regulation directed at or affecting the housing market, the homebuilding industry or construction activities; uncertainty in the mortgage lending industry, including revisions to underwriting standards and repurchase requirements associated with the sale of mortgage loans; the interpretation of or changes to tax, labor and environmental laws; economic changes nationally or in PulteGroup's local markets, including inflation, deflation, changes in consumer confidence and preferences and the state of the market for homes in general; legal or regulatory proceedings or claims; our ability to generate sufficient cash flow in order to successfully implement our capital allocation priorities; required accounting changes; terrorist acts and other acts of war; and other factors of national, regional and global scale, including those of a political, economic, business and competitive nature. See PulteGroup's Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and other public filings with the Securities and Exchange Commission (the "SEC") for a further discussion of these and other risks and uncertainties applicable to our businesses. PulteGroup undertakes no duty to update any forward-looking statement, whether as a result of new information, future events or changes in PulteGroup's expectations.

About PulteGroup

PulteGroup, Inc. (NYSE: PHM), based in Atlanta, Georgia, is one of America's largest homebuilding companies with operations in approximately 50 markets throughout the country. Through its brand portfolio that includes Centex, Pulte Homes, Del Webb, DiVosta Homes and John Wieland Homes and Neighborhoods, the Company is one of the industry's most versatile homebuilders able to meet the needs of multiple buyer groups and respond to changing consumer demand. PulteGroup conducts extensive research to provide homebuyers with innovative solutions and consumer inspired homes and communities to make lives better.

For more information about PulteGroup, Inc. and PulteGroup brands, go to www.pultegroupinc.com;

www.pulte.com; www.centex.com; www.delwebb.com; www.divosta.com and www.jwhomes.com.

# # #

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PulteGroup, Inc. Consolidated Results of Operations ($000's omitted, except per share data) (Unaudited)
	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Revenues:
Homebuilding
Home sale revenues	$	1,881,718	$	1,464,131	$	5,027,843	$	3,795,366
Land sale revenues	13,167		3,649		20,604		27,651
	1,894,885		1,467,780		5,048,447		3,823,017
Financial Services	48,020		38,967		126,950		97,319
Total revenues	1,942,905		1,506,747		5,175,397		3,920,336
Homebuilding Cost of Revenues:
Home sale cost of revenues	1,485,611		1,118,874		3,949,449		2,913,299
Land sale cost of revenues	11,428		3,301		17,859		21,992
	1,497,039		1,122,175		3,967,308		2,935,291
Financial Services expenses	26,906		24,602		79,204		67,909
Selling, general, and administrative expenses	183,008		159,361		566,355		450,793
Other expense (income), net	23,617		21,333		42,402		23,638
Income before income taxes	212,335		179,276		520,128		442,705
Income tax expense	83,865		71,507		190,598		176,643
Net income	$	128,470	$	107,769	$	329,530	$	266,062
Per share:
Basic earnings	$	0.37	$	0.31	$	0.95	$	0.74
Diluted earnings	$	0.37	$	0.30	$	0.94	$	0.73
Cash dividends declared	$	0.09	$	0.08	$	0.27	$	0.24
Number of shares used in calculation:
Basic	340,171		350,147		344,383		359,236
Effect of dilutive securities	2,250		3,225		2,557		3,273
Diluted	342,421		353,372		346,940		362,509

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PulteGroup, Inc. Condensed Consolidated Balance Sheets ($000's omitted) (Unaudited)
	September 30, 2016		December 31, 2015
ASSETS
Cash and equivalents	$	434,205	$	754,161
Restricted cash	26,984		21,274
House and land inventory	6,950,242		5,450,058
Land held for sale	57,468		81,492
Residential mortgage loans available-for-sale	349,012		442,715
Investments in unconsolidated entities	51,768		41,267
Other assets	647,706		660,835
Intangible assets	158,242		110,215
Deferred tax assets, net	1,195,905		1,394,879
	$	9,871,532	$	8,956,896
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Accounts payable	$	378,423	$	327,725
Customer deposits	248,302		186,141
Accrued and other liabilities	1,270,353		1,284,273
Income tax liabilities	33,562		57,050
Financial Services debt	158,794		267,877
Term loan	—		498,423
Senior notes	3,110,066		1,576,082
	5,199,500		4,197,571
Shareholders' equity	4,672,032		4,759,325
	$	9,871,532	$	8,956,896

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PulteGroup, Inc. Consolidated Statements of Cash Flows ($000's omitted) (Unaudited)
	Nine Months Ended
	September 30,
	2016			2015
Cash flows from operating activities:
Net income	$	329,530		$	266,062
Adjustments to reconcile net income to net cash from operating activities:
Deferred income tax expense	198,974			171,364
Depreciation and amortization	40,218			33,719
Share-based compensation expense	19,813			20,139
Other, net	17,678			11,300
Increase (decrease) in cash due to:
Restricted cash	(5,710		)	(13,293		)
Inventories	(1,100,173		)	(835,276		)
Residential mortgage loans available-for-sale	92,649			68,381
Other assets	11,502			(130,282		)
Accounts payable, accrued and other liabilities	83,303			162,987
Net cash provided by (used in) operating activities	(312,216		)	(244,899		)
Cash flows from investing activities:
Capital expenditures	(30,551		)	(34,049		)
Cash used for business acquisition	(430,458		)	—
Other investing activities, net	(8,576		)	13,669
Net cash used in investing activities	(469,585		)	(20,380		)
Cash flows from financing activities:
Proceeds from debt issuance	1,995,961			498,087
Repayments of debt	(985,734		)	(238,520		)
Borrowings under revolving credit facility	619,000			125,000
Repayments under revolving credit facility	(619,000		)	(125,000		)
Financial Services borrowings (repayments)	(109,083		)	(32,733		)
Stock option exercises	5,845			10,371
Share repurchases	(350,846		)	(442,738		)
Dividends paid	(94,298		)	(87,897		)
Net cash provided by (used in) financing activities	461,845			(293,430		)
Net increase (decrease) in cash and equivalents	(319,956		)	(558,709		)
Cash and equivalents at beginning of period	754,161			1,292,862
Cash and equivalents at end of period	$	434,205		$	734,153
Supplemental Cash Flow Information:
Interest paid (capitalized), net	$	(11,324	)	$	(20,304	)
Income taxes paid (refunded), net	$	(74	)	$	740

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PulteGroup, Inc. Segment Data ($000's omitted) (Unaudited)
	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
HOMEBUILDING:
Home sale revenues	$	1,881,718	$	1,464,131	$	5,027,843	$	3,795,366
Land sale revenues	13,167		3,649		20,604		27,651
Total Homebuilding revenues	1,894,885		1,467,780		5,048,447		3,823,017
Home sale cost of revenues	1,485,611		1,118,874		3,949,449		2,913,299
Land sale cost of revenues	11,428		3,301		17,859		21,992
Selling, general, and administrative expenses	183,008		159,361		566,355		450,793
Other expense (income), net	23,775		21,333		42,742		23,637
Income before income taxes	$	191,063	$	164,911	$	472,042	$	413,296
FINANCIAL SERVICES:
Income before income taxes	$	21,272	$	14,365	$	48,086	$	29,409
CONSOLIDATED:
Income before income taxes	$	212,335	$	179,276	$	520,128	$	442,705

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PulteGroup, Inc. Segment Data, continued ($000's omitted) (Unaudited)
	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2016		2015		2016		2015
Home sale revenues	$	1,881,718	$	1,464,131	$	5,027,843	$	3,795,366
Closings - units
Northeast	317		401		889		965
Southeast (a)	948		865		2,799		2,249
Florida	836		712		2,348		1,910
Midwest	938		756		2,276		1,984
Texas	948		821		2,646		2,321
West	1,050		801		2,796		2,036
	5,037		4,356		13,754		11,465
Average selling price	$	374	$	336	$	366	$	331
Net new orders - units
Northeast	325		346		1,055		1,226
Southeast (a)	938		780		3,006		2,759
Florida	946		755		2,880		2,471
Midwest	817		639		2,870		2,232
Texas	852		698		3,009		2,808
West	897		874		3,304		2,853
	4,775		4,092		16,124		14,349
Net new orders - dollars (b)	$	1,831,339	$	1,465,322	$	6,087,334	$	4,940,560
Unit backlog
Northeast					610		722
Southeast (a)					1,669		1,478
Florida					1,806		1,563
Midwest					1,683		1,436
Texas					1,708		1,760
West					1,941		1,775
					9,417		8,734
Dollars in backlog					$	3,698,920	$	3,089,055

(a) Southeast includes the acquisition in January 2016 of substantially all of the assets of JW Homes ("Wieland").

(b) Net new orders excludes backlog acquired from Wieland in January 2016. Net new order dollars represent a composite of new order dollars combined with other movements of the dollars in backlog related to cancellations and change orders.

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PulteGroup, Inc. Segment Data, continued ($000's omitted) (Unaudited)
	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
MORTGAGE ORIGINATIONS:
Origination volume	3,417			2,992			9,123			7,615
Origination principal	$	945,859		$	766,450		$	2,481,177		$	1,916,391
Capture rate	81.1		%	83.5		%	80.9		%	82.9		%

Supplemental Data ($000's omitted) (Unaudited)
	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2016			2015			2016			2015
Interest in inventory, beginning of period	$	167,488		$	164,384		$	149,498		$	167,638
Interest capitalized	42,030			28,006			115,545			90,105
Interest expensed	(32,857		)	(36,609		)	(88,382		)	(101,962		)
Interest in inventory, end of period	$	176,661		$	155,781		$	176,661		$	155,781

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