Todd Merrill
Taylor Morrison HomeAbout Todd Merrill
Todd Merrill is Executive Vice President, Chief Legal Officer and Secretary of Taylor Morrison Home Corporation, effective June 1, 2025, after serving on the company’s legal team in various roles since August 2004, most recently as Vice President and General Counsel of Operations . He previously was a real estate partner at Bush Ross, P.A. (Tampa, FL), and holds a BBA from Stetson University and a JD from Florida State University, where he was on Law Review and Order of the Coif; he is a member of the State Bar of Florida . Company performance heading into his appointment included delivering 12,896 homes (+12% YoY), $7.8B home closings revenue, adjusted EPS of $8.72, and a 13% increase in net sales orders; relative TSR for the 2022–2024 performance period was certified at the 75th percentile (+20% PSU modifier) . Merrill has acted as authorized signatory on SEC filings in his role (e.g., 8-K dated September 18, 2025) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Taylor Morrison Home Corporation | EVP, Chief Legal Officer & Secretary | Jun 1, 2025–present | Oversees corporate governance, legal risk, and serves as SEC filing signatory |
| Taylor Morrison Home Corporation | Vice President, General Counsel of Operations; legal team member (various roles) | Aug 2004–May 2025 | Led operational legal matters; long-tenured contributor to governance, finance, land acquisition, risk management and M&A support |
| Bush Ross, P.A. (Tampa, FL) | Real Estate Partner | Not disclosed | Real estate legal expertise applicable to homebuilding transactions |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| State Bar of Florida | Member (Attorney) | Not disclosed | Professional licensure; compliance with state legal practice standards |
Fixed Compensation
- Merrill’s individual base salary, target bonus, and equity grant details are not disclosed in TMHC’s 2025 proxy (which lists 2024 NEOs as Palmer, VanHyfte, Sherman) or in subsequent Item 5.02 8-K filings announcing his appointment .
Performance Compensation
- TMHC’s executive incentive architecture (context for NEO pay-for-performance) centers on multi-metric annual cash incentives and long-term PSUs keyed to returns and growth, with a relative TSR modifier .
2024 Annual Incentive Framework (Company-Level Metrics)
| Metric | Weight | Threshold | Target/Max | Actual Achievement % | Actual Attainment % |
|---|---|---|---|---|---|
| Homes Closed | 40% | 11,900 | 12,400 | 104.0% | 100% |
| Home Closings Gross Margin (GAAP) | 40% | 21.0% | 22.0% | 111.4% | 100% |
| Operation Stabilization Composite Score | 20% | — | — | 17.4% | 87% |
| Aggregate Actual Attainment | — | — | — | — | 97.4% |
2024 annual bonuses for NEOs were paid March 12, 2025 (Merrill-specific payout not disclosed) .
Long-Term Incentive Design (2024 Grants)
| Component | Weight in LTI Mix | Performance Metric | Payout Scale | TSR Modifier | Vesting |
|---|---|---|---|---|---|
| Performance RSUs (RONA) | 20% of total LTI (half of 40% PSUs) | Return on Net Assets (final year of 2024–2026) | 50%–200% of target, threshold-to-max | ±20% based on relative TSR; capped at target if TSR negative | Earned after committee certification post 12/31/2026 |
| Performance RSUs (Revenue) | 20% of total LTI (half of 40% PSUs) | Revenue (final year of 2024–2026) | 50%–200% of target, threshold-to-max | ±20% based on relative TSR; capped at target if TSR negative | Earned after committee certification post 12/31/2026 |
| Service RSUs | 40% | Service-based | N/A | N/A | Time-based vesting per award terms |
| Stock Options | 20% | Service-based | N/A | N/A | Options with exercise price = grant-date close |
For context, the 2022 PSU program (RONA with TSR modifier) was certified at 75th percentile TSR (+20% modifier) in Feb 2025; earned shares varied by NEO (Merrill not a 2022 NEO) .
Equity Ownership & Alignment
| Policy Element | Detail |
|---|---|
| Executive Stock Ownership Guidelines | CEO: 6x base salary; Other executive officers: 2x base salary; required within 4 years of becoming an executive |
| Retention Requirement | Until guideline met, retain at least 50% of net shares from company equity awards |
| Compliance (as of 12/31/2024) | All executive officers met minimum guidelines (pre-dates Merrill’s appointment as EVP) |
| Anti-Hedging | Prohibits margin purchases, calls/options on company stock, and short sales |
- Shares pledged as collateral: No pledging policy disclosure found in the 2025 proxy; hedging prohibitions are explicit .
Employment Terms
- TMHC’s 2025 proxy details NEO employment frameworks (historical reference; Merrill-specific agreement terms are not disclosed). The CLO role (Sherman) and CFO (VanHyfte) shared key constructs:
| Feature | CEO (Palmer) | CFO (VanHyfte) and CLO (Sherman) | Notes |
|---|---|---|---|
| Severance multiple (Qualifying Termination) | 2.0x base + higher of target or 3-year average bonus, paid over 30 months | 1.5x base + higher of target or 3-year average bonus, paid over 18 months | Subject to release; includes prorated annual bonus and up to 12 months outplacement |
| Change-in-Control (CIC) multiple & payment timing | 2.5x; lump-sum payment | 2.0x; lump-sum payment | Also entitled to prorated share of annual profit sharing bonus |
| COBRA Subsidy | Up to 30 months (CEO) | Up to 12 months (others) | — |
| Equity on Death/Disability | Service RSUs & stock options vest in full; PSUs eligible to vest pro rata based on actual performance | Same | Option exercise window generally one year |
| Retirement Eligibility | PSUs continue eligible to vest on actual performance; Service RSUs & options vest in full; option exercise window generally one year | Same | Requires age/service thresholds |
| Clawbacks | Bonus clawback for fraud/misconduct-led restatements; NYSE Rule 10D-1 compliant incentive compensation recoupment adopted in 2023 | Same | Equity forfeiture for restrictive covenant breaches |
| Single-Trigger CIC; Tax Gross-Ups | No single-trigger CIC; No excise tax gross-ups | Same | Governance-aligned features |
Exact severance/CIC terms for Merrill have not been filed; table reflects NEO frameworks in effect per the 2025 proxy .
Investment Implications
- Alignment: TMHC’s executive pay design is materially performance-based (annual cash tied to multi-metric attainment; PSUs linked to RONA/Revenue with TSR modifier), with strong ownership/retention and anti-hedging policies—positive for compensation alignment and downside discipline .
- Retention risk: Merrill is a 20-year internal promotion to CLO, which reduces execution risk; however, his individual employment agreement and pay mix are not yet disclosed—monitor for a future 8-K or proxy update detailing base salary, target bonus, and equity grants .
- Trading signals: Absence of disclosed Merrill-specific holdings/vesting schedules limits insight into near-term selling pressure; watch for Form 4 filings and PSU certifications (2023 PSUs to be certified in 2026; 2024 PSUs in 2027) that could create vest-driven liquidity events .
- Change-in-control/severance economics: Historical CFO/CLO severance multiples (1.5x; CIC 2.0x) and equity treatment (full vesting of time-based; pro-rata performance vesting) suggest prudent protections without single-trigger or tax gross-ups—neutral-to-positive governance signal; verify Merrill’s specific terms when filed .