Item 1. Security and Issuer
This Amendment No. 2 (the Amendment) amends Items 1, 2, and 5 of the Schedule 13D (the Original Schedule 13D) originally filed by
D.R. Horton, Inc., a Delaware Corporation (D.R. Horton) with the Securities and Exchange Commission (the SEC) on October 12, 2017, as amended by Amendment No. 1 thereto filed by D.R. Horton with the SEC on
October 1, 2019. This statement on Schedule 13D (the Schedule 13D) relates to the shares of common stock, par value $1.00 per share (the Common Stock), of Forestar Group Inc., a Delaware corporation (the
Issuer). The Issuer has its principal executive offices at 2221 E. Lamar Blvd., Suite 790; Arlington, Texas 76006.
This Amendment is being
filed to update the percentage of shares of Common Stock beneficially owned by D.R. Horton, which changed as a result of dilution from equity issuances by the Issuer. Except as specifically provided herein, this Amendment does not modify
any of the information previously reported on the Schedule 13D.
Item 2. Identity and Background
(a) This Schedule 13D is being filed by D.R. Horton.
(b) The
business address of D.R. Horton is 1341 Horton Circle, Arlington, Texas 76011.
(c) The principal business of D.R. Horton is to construct and sell homes.
(d)-(e) During the last five years, D.R. Horton has not (i) been convicted of a criminal proceeding or (ii) been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as a result of which was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violations with respect to such laws.
(f) Citizenship: Delaware
In accordance with the provisions of General Instruction C to Schedule 13D, information concerning the executive officers, board of directors and each person
controlling D.R. Horton (collectively, the Listed Persons), required by Item 2 of Schedule 13D is provided on Schedule 1 hereto and is incorporated by reference herein. Except as set forth on Schedule I hereto, none of the Listed
Persons have any beneficial interest in any Common Stock. To D.R. Hortons knowledge, none of the Listed Persons has been, during the last five years, (i) convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of which was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 5. Interest in
Securities of the Issuer
(a)-(b) The information contained in the cover pages to this Schedule 13D and the information provided in response to
Item 2 hereof is hereby incorporated by reference into this Item 5. D.R. Horton beneficially owns 31,451,063 shares of Common Stock, which represents approximately 64.0% of the shares of Common Stock outstanding as of April 19, 2021.
(c) Except as described in this Schedule 13D, neither D.R. Horton nor, to D.R. Hortons knowledge, the Listed Persons, has effected any transactions in
the Common Stock of the Issuer during the past 60 days.
(d) D.R. Horton has the right to receive distributions from, and the proceeds from the sale of,
the Common Stock reported on the cover pages of this Schedule 13D and in this Item 5. Except for the foregoing, no other person is known by D.R. Horton to have the right to receive or the power to direct the receipt of distributions from, or
the proceeds from the sale of, Common Stock beneficially owned by D.R. Horton.
(e) Not applicable.