Dream Finders Homes(DFH) - 2021 Q4 - Annual Report

Part I Business Dream Finders Homes builds and sells single-family homes in high-growth U.S. markets, leveraging an asset-light strategy and offering ancillary services General Overview and History Founded in 2009, Dream Finders Homes builds homes in high-growth markets, expanding through an asset-light strategy and key acquisitions - The company designs, builds, and sells homes in high-growth markets including Charlotte, Raleigh, Jacksonville, Orlando, Denver, the Washington D.C. metropolitan area, Austin, Dallas, and Houston[10] - Key acquisitions have driven geographic expansion: - May 2019: Village Park Homes (VPH) in Hilton Head and Bluffton, SC - October 2020: H&H Homes in the Carolinas - February 2021: Century Homes in Orlando, FL - October 2021: McGuyer Homebuilders, Inc. (MHI) in Austin, Houston, Dallas, and San Antonio, TX[10] - The company completed its Initial Public Offering (IPO) in January 2021, raising net proceeds of $133.5 million, which were used to repay existing debt and terminate 34 secured construction credit facilities[14] Business Strategy and Operations The company employs an asset-light, capital-efficient lot acquisition strategy using option contracts to control land with minimal upfront capital, targeting high-growth markets - The asset-light strategy allows the company to purchase land "just-in-time" with reduced up-front capital, avoiding the financial risks of direct land ownership and development[18] - The company primarily uses two types of contracts: finished lot option contracts (typically ≤10% deposit) and land bank option contracts (typically ≤15% deposit), allowing forfeiture of purchase rights with only deposit loss[18] - Operations are organized into eight segments: Jacksonville, Orlando, DC Metro, Colorado, Texas (MHI), The Carolinas (H&H Homes), Other, and Jet Home Loans[18] Products and Ancillary Services DFH offers personalized single-family homes for various buyer segments across 205 communities, complemented by title insurance and mortgage banking services through its joint ventures - The company's core focus is on entry-level and first-time move-up homebuyers, offering personalized open floor plans with a wide array of finishes and upgrades[21] - Active communities increased by 62.7% to 205 at the end of 2021, up from 126 at the end of 2020[22] - The mortgage banking joint venture, Jet LLC, originated 2,256 home loans with an aggregate principal of approximately $729.0 million in 2021, compared to $564.0 million in 2020[27] Land Acquisition and Lot Portfolio The company's land strategy focuses on controlling over 43,000 lots, primarily through asset-light options and land bank partnerships, minimizing upfront capital Owned and Controlled Lots by Segment (as of Dec 31) | Segment | 2021 Owned | 2021 Controlled | 2021 Total | 2020 Owned | 2020 Controlled | 2020 Total | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Jacksonville | 774 | 10,311 | 11,085 | 715 | 4,445 | 5,160 | | Colorado | 152 | 4,883 | 5,035 | 106 | 4,145 | 4,251 | | Orlando | 537 | 5,487 | 6,024 | 256 | 2,504 | 2,760 | | DC Metro | 97 | 1,680 | 1,777 | 77 | 566 | 643 | | The Carolinas | 1,452 | 5,196 | 6,648 | 1,348 | 4,107 | 5,455 | | Texas | 1,569 | 6,304 | 7,873 | - | - | - | | Other | 764 | 4,634 | 5,398 | 629 | 3,509 | 4,138 | | Grand Total | 5,345 | 38,495 | 43,840 | 3,131 | 19,276 | 22,407 | - As of December 31, 2021, lot deposits and investments in finished lot and land bank contracts totaled $241.4 million, controlling 38,495 lots[31] - The company utilizes land bank partners, including funds managed by DF Capital Management, LLC (DF Capital), controlling 4,030 lots through Fund II and 434 lots through Fund I as of December 31, 2021[35] Sales, Marketing, and Construction DFH employs a digital marketing strategy, offers extensive home customizations, and manages construction through subcontractors and an integrated ERP system - Digital marketing is the primary component of the marketing strategy, including e-marketing, SEO, and social media campaigns, with a "Stay Home & Buy a Home" program launched in 2020[36] - The company offers extensive customizations for homebuyers, including cabinetry, countertops, fixtures, and structural modifications, managed through design studios[39] - DFH utilizes subcontractors for construction and does not employ its own skilled tradespeople, avoiding the need to purchase and maintain heavy construction equipment, with an ERP system and integrated software used to monitor progress[48] Acquisitions and Operational Metrics The company's growth is driven by strategic acquisitions like MHI, significantly expanding its footprint and leading to substantial increases in net new orders, home closings, and backlog - Completed the acquisition of MHI in Texas on October 1, 2021, for $471.0 million in cash, assumption of approximately $97.0 million in liabilities, and future contingent consideration[41] Key Operational Metrics (Year Ended Dec 31) | Metric | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Net New Orders | 6,804 | 4,186 | 62.5% | | Home Closings | 4,874 | 3,154 | 54.5% | | Cancellation Rate | 12.2% | 12.8% | -4.7% | Ending Backlog (as of Dec 31) | Metric | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Backlog - Homes | 6,381 | 2,424 | 163.2% | | Backlog - Value | $2,913.2 M | $865.1 M | 236.7% | Key Operational Factors and Governance The company navigates operational factors like seasonality, material costs, and regulations, while managing customer satisfaction impacted by industry-wide construction delays - The customer willingness-to-refer rate was 70% for FY2021, a decrease from 84% in FY2020, attributed to construction delays caused by industry-wide labor and material shortages[49] - The homebuilding industry is cyclical and seasonal, with the company typically experiencing higher net new orders in Q1 and Q2, and higher home closings in Q3 and Q4[53] - The company is subject to numerous local, state, and federal regulations regarding zoning, development, building design, and environmental matters, which can cause delays and increase costs[54] - As of December 31, 2021, the company had 1,212 full-time employees, with none represented by a labor union[57] Risk Factors The company faces diverse risks including operational challenges, economic downturns, intense competition, acquisition integration issues, and internal control weaknesses Operational Risks Significant operational risks include securing lots, subcontractor dependency, material/labor shortages, and potential warranty or construction defect claims - Inability to identify and secure an adequate supply of homebuilding lots at reasonable prices could adversely impact operations[63] - The business is dependent on the availability and skill of subcontractors; inability to contract with them at reasonable rates could have a material adverse effect[64] - Shortages and price increases for labor and raw materials (e.g., lumber) could delay construction and increase costs, which may not be fully passed on to customers[66] - The company is subject to warranty and construction defect claims, such as stucco and water-intrusion issues in the Jacksonville market, which can be costly[70] Industry and Economic Risks Industry and economic risks include tightening mortgage standards, rising interest rates, regional economic downturns, intense competition, and inflationary cost pressures - Tightening mortgage lending standards, rising interest rates, and changes to government-backed loan programs (FHA, VA) could adversely affect the availability of financing for homebuyers[79][81] - The business is concentrated in specific high-growth regions (e.g., Florida, Texas, Colorado) and is vulnerable to prolonged economic downturns in these areas[82] - The homebuilding industry is highly competitive, with pressure from large national builders with greater resources and smaller local builders with lower costs[85] - Inflationary conditions could increase the costs of land, raw materials, and labor, which may not be fully offset by higher home sales prices, thereby reducing margins[101] Strategic and Organizational Risks Strategic risks involve acquisition integration, holding company dependency, CEO control leading to governance exemptions, and identified material weaknesses in internal controls - The company may not be able to successfully integrate recent acquisitions (like MHI) or realize their expected benefits, which poses significant risks to operations[109] - The company is a holding company and depends on distributions from its subsidiary, DFH LLC, to pay taxes and other expenses, with DFH LLC first satisfying its own creditors and preferred unitholders[111][112] - CEO Patrick Zalupski controls 84.8% of the total combined voting power, making the company a "controlled company" under Nasdaq rules, allowing exemption from certain corporate governance requirements, such as having a majority of independent directors[116][122] - Management has identified material weaknesses in internal control over financial reporting as of December 31, 2021, relating to an ineffective control environment, inadequate segregation of duties, and insufficient IT general controls, which could adversely affect investor confidence[130] General Risks General risks include information system failures, cyberattacks, evolving data privacy laws, ESG scrutiny, negative publicity, and changes in accounting rules - The company relies on information systems that are vulnerable to failures, cyber incidents, and security breaches, which could disrupt business and result in legal and financial exposure[131] - Increasing investor and public focus on ESG matters could lead to reputational harm or diversion of investment if the company is perceived as not responding appropriately[134] - Negative publicity, which can spread quickly via social media, could damage the company's reputation and reduce demand for its homes[135] Unresolved Staff Comments The company reports no unresolved staff comments from the SEC - None[145] Properties The company's corporate headquarters is a leased 45,000 sq ft office in Jacksonville, complemented by various leased and one owned local office - The corporate headquarters is a leased space of approximately 45,000 square feet in Jacksonville, FL, with a lease expiring in 2033[145] - The company also leases local offices in its various markets and owns one local office in San Antonio, TX[145] Legal Proceedings The company is in the appeals phase of litigation against Weyerhaeuser NR Company regarding defective TJI Joists, with a prior favorable verdict reversed - The company is in the appeals phase of a lawsuit against Weyerhaeuser NR Company concerning defective TJI Joists with a harmful Flak Jacket coating[148] - A jury trial in November 2019 resulted in a verdict awarding the company $14.65 million in damages, which was reversed by the Colorado Court of Appeals on December 2, 2021[148] - The company has filed a petition for writ of certiorari to the Colorado Supreme Court, which is currently pending, and no gain has been recognized from the initial award[148] Mine Safety Disclosures This item is not applicable to the company - Not applicable[148] Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities The company's Class A common stock trades on Nasdaq, with IPO proceeds used for debt repayment, no current dividend policy, and an approved equity incentive plan - Class A common stock is listed on Nasdaq under the symbol "DFH"[150] - Completed IPO on January 25, 2021, raising $133.5 million in net proceeds, which were used to repay $319.0 million in secured credit facilities and a $20.0 million bridge loan[151] - The company has not paid cash dividends on its Class A common stock and does not intend to in the foreseeable future[153] Management's Discussion and Analysis of Financial Condition and Results of Operations In FY2021, Dream Finders Homes achieved significant revenue and net income growth, bolstered by acquisitions and a strong liquidity position, while managing operational factors and accounting policies Key Results FY2021 saw substantial growth with revenues up 69.7% to $1.92 billion, net income up 59.3%, and significant increases in home closings and backlog FY 2021 Key Financial and Operating Results vs. FY 2020 | Metric | FY 2021 | FY 2020 | % Change | | :--- | :--- | :--- | :--- | | Revenues | $1,923.9 M | $1,133.8 M | +69.7% | | Net Income | $134.6 M | $84.5 M | +59.3% | | Homes Closed | 4,874 | 3,154 | +54.5% | | Net New Orders | 6,804 | 4,186 | +62.5% | | Backlog (Homes) | 6,381 | 2,424 | +163.2% | | Average Sales Price | $389,094 | $357,633 | +8.8% | | Gross Margin % | 16.0% | 14.6% | +140 bps | Results of Operations (2021 vs 2020) In 2021, revenues surged 69.7% to $1.92 billion due to increased closings and MHI acquisition, improving gross margin despite higher SG&A, leading to 59.3% net income growth - Revenues increased by $790.1 million (69.7%) to $1.92 billion, driven by 1,720 more home closings, with the MHI acquisition contributing 689 closings in Q4[164] - Gross margin percentage increased by 140 bps to 16.0%, as home price appreciation outpaced cost inflation, slightly offset by lower margins from newly acquired MHI operations[165] - SG&A expense increased by $64.0 million (70.9%) due to higher volume and the inclusion of a full year of H&H expenses and Q4 expenses from MHI[165] - Backlog at year-end 2021 increased 163.2% to 6,381 homes, with a value of $2.91 billion, up 236.7% from 2020, and MHI contributed 1,734 homes to the 2021 backlog[168] Results of Operations (2020 vs 2019) In 2020, revenues increased 52.3% to $1.13 billion, driven by higher home closings and the H&H acquisition, resulting in improved gross margin and 88.2% net income growth - Revenues increased by $389.5 million (52.3%) to $1.13 billion, driven by 1,106 more home closings[171] - Gross margin percentage increased by 130 bps to 14.6%, attributed to higher margins in certain operating segments and increased efficiencies[171] - Net income increased by $39.6 million (88.2%) to $84.5 million, primarily due to the increase in home closings and gross margin[173] - Backlog at year-end 2020 increased 183.8% to 2,424 homes, with a value of $865.1 million, up 158.4% from 2019[173] Non-GAAP Financial Measures The company utilizes non-GAAP measures like Adjusted Gross Margin and Adjusted EBITDA to supplement GAAP results, providing insights into operational performance and peer comparability Reconciliation of Gross Margin to Adjusted Gross Margin (in thousands) | | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Gross margin | $306,969 | $165,048 | $98,405 | | Interest expense in cost of sales | $32,508 | $32,044 | $21,055 | | Amortization in cost of sales | $9,873 | $5,070 | $7,119 | | Commission expense | $67,032 | $50,533 | $29,765 | | Adjusted gross margin | $416,382 | $252,695 | $156,344 | | Gross margin % | 16.0% | 14.6% | 13.3% | | Adjusted gross margin % | 21.7% | 22.5% | 21.1% | Reconciliation of Net Income to EBITDA and Adjusted EBITDA (in thousands) | | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Net income | $121,133 | $79,093 | $39,191 | | Interest income | ($6) | ($45) | ($99) | | Interest expensed in cost of sales | $32,533 | $32,044 | $21,055 | | Interest expense | $672 | $871 | $221 | | Income tax expense | $27,455 | - | - | | Depreciation and amortization | $13,205 | $8,922 | $10,154 | | EBITDA | $194,992 | $120,885 | $70,522 | | Stock-based compensation expense | $6,474 | $947 | $895 | | Adjusted EBITDA | $201,466 | $121,832 | $71,417 | Liquidity and Capital Resources As of December 31, 2021, the company maintained strong liquidity with $276.6 million, supported by an expanded $817.5 million credit facility and a $150.0 million Convertible Preferred Stock issuance - As of December 31, 2021, the company had $227.2 million in cash and cash equivalents and $49.4 million of availability under its Credit Agreement, totaling $276.6 million in liquidity[191] - The senior unsecured revolving credit facility was amended and increased multiple times in 2021, reaching an aggregate commitment of $817.5 million, with $760.0 million outstanding as of December 31, 2021[194][195] - In September 2021, the company sold 150,000 shares of newly-created Convertible Preferred Stock for an aggregate price of $150.0 million to fund the MHI acquisition, with these shares having a 9.00% cumulative dividend[203] Summary of Cash Flows (in thousands) | Cash Flow Activity | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Net cash from operating activities | $65,109 | $96,911 | $30,429 | | Net cash from investing activities | ($523,025) | ($13,027) | ($17,820) | | Net cash from financing activities | $645,882 | ($65,830) | $26,077 | Critical Accounting Policies and Estimates The company's critical accounting policies involve significant judgment in revenue recognition, real estate inventory valuation, and business combinations, particularly contingent consideration - Revenue Recognition: Home sales revenue is recognized at closing when title transfers, or using the percentage-of-completion method for homes built on customer-owned land[223] - Real Estate Inventory: Carried at the lower of cost or net realizable value, with impairment reviewed quarterly at the community level, and no impairments recognized in 2019, 2020, or 2021[223] - Business Combinations and Contingent Consideration: Acquisitions are accounted for using the acquisition method, with contingent consideration measured at fair value at acquisition date and remeasured quarterly, involving significant estimates of future cash flows and discount rates[223] Quantitative and Qualitative Disclosures About Market Risk The company's primary market risk is interest rate risk, impacting housing demand and its floating-rate debt obligations, with no use of speculative derivative instruments - The company's operations are sensitive to interest rate fluctuations, as higher rates can negatively affect housing demand and the ability of homebuyers to secure financing[228] - The Credit Agreement has variable interest rate options tied to LIBOR or a base rate, plus an applicable margin, with borrowings bearing interest at 3.75% as of December 31, 2021[230][128] - The company does not use derivative financial instruments for trading or speculative purposes to hedge against interest rate risk[228] Financial Statements and Supplementary Data This section presents the audited consolidated financial statements for FY2021, including the auditor's unqualified opinion, a critical audit matter on contingent consideration, and detailed notes Report of Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP issued an unqualified opinion on the financial statements, highlighting a change in accounting principle and a critical audit matter regarding contingent consideration valuation - The auditor, PricewaterhouseCoopers LLP, issued an unqualified opinion on the financial statements[235] - A Critical Audit Matter was identified regarding the Valuation of Contingent Consideration, due to significant management judgment in estimating future pre-tax income and risk-adjusted discount rates for acquired businesses (MHI, H&H, VPH)[237][238][240] - The report also highlighted a change in accounting principle in 2021, where the company began including cash proceeds in-transit from title companies in its cash and cash equivalents balance[235] Consolidated Financial Statements The consolidated financial statements for FY2021 reflect significant growth, with total assets reaching $1.89 billion and revenues of $1.92 billion, driven by acquisitions and debt expansion Consolidated Balance Sheet Data (as of Dec 31) | (in millions) | 2021 | 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $227.2 | $43.7 | | Total Inventories | $1,066.7 | $484.4 | | Total Assets | $1,894.2 | $733.7 | | Long-term debt, net | $763.3 | $319.5 | | Contingent consideration | $124.1 | $23.2 | | Total Liabilities | $1,337.9 | $521.7 | | Total Equity | $556.4 | $212.0 | Consolidated Income Statement Data (Year Ended Dec 31) | (in millions) | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Revenues | $1,923.9 | $1,133.8 | $744.3 | | Cost of sales | $1,610.3 | $962.9 | $641.3 | | Gross Profit | $313.6 | $170.9 | $102.9 | | SG&A | $154.4 | $90.4 | $63.6 | | Income before taxes | $162.0 | $84.5 | $44.9 | | Net and comprehensive income | $134.6 | $84.5 | $44.9 | Notes to Consolidated Financial Statements The notes detail accounting policies, business acquisitions, credit facility expansion, commitments, VIEs, segment reporting, and the post-IPO tax status - Note 2 (Business Acquisitions): Details the acquisitions of H&H (2020), Century Homes (2021), and MHI (2021), including purchase price allocations, with the MHI acquisition having a total consideration of $582.8 million, including $94.6 million in contingent consideration[266][268][270] - Note 4 (Construction Lines of Credit): The company replaced its numerous credit lines with a single syndicated senior unsecured credit facility, which was increased to $817.5 million by September 2021, with $760 million outstanding as of year-end[272] - Note 11 (VIEs): The company participates in various joint ventures and land bank arrangements, evaluated as Variable Interest Entities, consolidating VIEs where it is the primary beneficiary, with a total risk of loss on lot option contracts of $274.9 million as of December 31, 2021[291][294] - Note 13 (Segment Reporting): The company operates across eight reportable segments, with the largest revenue contributors for 2021 being Jacksonville ($452.9 million), The Carolinas ($370.5 million), and the newly acquired Texas segment ($361.1 million)[296] Controls and Procedures Management concluded disclosure controls were ineffective as of December 31, 2021, due to material weaknesses in internal control over financial reporting, for which a remediation plan is underway - Management concluded that disclosure controls and procedures were not effective as of December 31, 2021, due to material weaknesses in internal control over financial reporting[314] - Material weaknesses identified include: - Ineffective control environment without adequate formal documentation - Lack of segregation of duties within the financial reporting function - Ineffective IT general controls for relevant information systems[315] - A remediation plan is underway, including developing formal policies, implementing IT controls, improving segregation of duties, and hiring additional staff for internal audit and SEC reporting[317] Part III Directors, Executive Officers and Corporate Governance This section details executive officers and the board, noting the company's 'controlled company' status due to CEO Patrick O. Zalupski's majority voting power, impacting governance exemptions - The executive officers include Patrick O. Zalupski (President, CEO & Chairman), J. Douglas Moran (SVP & COO), and L. Anabel Fernandez (SVP & Interim CFO)[321] - The company is a "controlled company" as CEO Patrick O. Zalupski holds more than 50% of the voting power, exempting the company from certain NASDAQ corporate governance requirements, such as having a majority of independent directors on the board and fully independent compensation and nominating committees[325] - The Board has three standing committees: Audit, Compensation, and Nominating and Governance, with Audit Committee members determined to be independent under NASDAQ and SEC rules[326][328] Executive Compensation Executive compensation aligns pay with performance through base salaries, annual cash bonuses tied to Adjusted Pre-Tax Income, and long-term equity awards, with stock ownership guidelines in place - The 2021 Named Executive Officers (NEOs) are Patrick O. Zalupski (CEO), J. Douglas Moran (COO), L. Anabel Fernandez (Interim CFO), and Rick A. Moyer (Former CFO)[341] 2021 NEO Compensation Summary | Name | Position | Salary ($) | Bonus ($) | Stock Awards ($) | Total ($) | | :--- | :--- | :--- | :--- | :--- | :--- | | Patrick O. Zalupski | CEO | 1,220,389 | 2,465,625 | 10,684,605 | 14,391,664 | | J. Douglas Moran | COO | 627,507 | 2,265,625 | 1,669,462 | 4,572,744 | | L. Anabel Fernandez | Interim CFO | 240,923 | 200,000 | 222,587 | 673,660 | - The primary performance metric for 2021 annual cash bonuses was Adjusted Pre-Tax Income, with a target of $145 million, and the company achieved $169.0 million, or 117% of target[353] - The company has stock ownership guidelines requiring the CEO to hold 5x base salary and other NEOs to hold 3x base salary in company stock[364] Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters As of March 16, 2022, CEO Patrick O. Zalupski controlled 84.9% of voting power, with other significant shareholders including W. Radford Lovett II and Boston Omaha Corporation - As of March 16, 2022, CEO Patrick O. Zalupski beneficially owned 100% of Class B common stock, representing 84.9% of the total combined voting power[390] Security Ownership of 5%+ Stockholders (as of March 16, 2022) | 5% Stockholders | Class A Stock % | Class B Stock % | Combined Voting Power % | | :--- | :--- | :--- | :--- | | Patrick O. Zalupski | 0.0% | 100.0% | 84.9% | | W. Radford Lovett II | 15.4% | 0.0% | *% | | Boston Omaha Corporation | 8.8% | 0.0% | 3.1% | | The Vanguard Group | 5.1% | 0.0% | 1.8% | - Under the company's equity compensation plans, there were 721,598 securities to be issued upon vesting of restricted stock awards and 8,378,402 securities remaining available for future issuance as of December 31, 2021[397] Certain Relationships and Related Transactions, and Director Independence The company has a policy for related-party transactions, notably with DF Capital Management for land bank financing, and the Board has determined a majority of its directors are independent - The Board has a written policy requiring Audit Committee approval for related-party transactions exceeding $120,000[400] - The company has a significant relationship with DF Capital, an investment manager in which it owns a 49.9% interest, managing funds (Fund I, Fund II) that provide land bank financing to the company, with certain directors and officers also investing in these funds[401][403] - The Board has determined that directors Justin Udelhofen, William H. Walton, III, and Megha H. Parekh are independent, while CEO Patrick O. Zalupski and director W. Radford Lovett II are not considered independent[405] Principal Accountant Fees and Services The company paid PricewaterhouseCoopers LLP $1.615 million in fees for FY2021, a decrease from 2020 due to one-time IPO-related fees, with all services pre-approved by the Audit Committee Accountant Fees (in thousands) | Fee Type | 2021 | 2020 | | :--- | :--- | :--- | | Audit Fees | $1,395 | $1,970 | | Tax Fees | $225 | $199 | | All Other Fees | $0 | $0 | | Total | $1,615 | $2,169 | - The decrease in audit fees in 2021 was due to one-time fees in 2020 related to the IPO, including consents and comfort letters to underwriters[405] Part IV Exhibits and Financial Statement Schedules This section lists filed financial statements and an index of exhibits, noting the omission of financial statement schedules as information is included elsewhere - The consolidated financial statements listed under Item 8 are filed as part of this report[409] - All financial statement schedules are omitted because the required information is not present or is included in the financial statements and notes[409] - An index of exhibits is provided, including key agreements such as the Credit Agreement, 2021 Equity Incentive Plan, and various acquisition-related documents[409][411][412] Form 10-K Summary This item is listed in the table of contents but contains no substantive content