EX-4.2





 Exhibit 4.2 
  

 
  

D.R. HORTON, INC., 
 THE
GUARANTORS PARTY HERETO, 
 AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC 

as 
 Trustee 

  

 
 TWELFTH
SUPPLEMENTAL INDENTURE 
 Dated as of August 5, 2021 
  

 
 Supplementing
the Indenture 
 Dated as of May 1, 2012 

with respect to the 
 4.375% Senior
Notes due 2022 
 4.750% Senior Notes due 2023 

5.750% Senior Notes due 2023 
  

 
  












 THIS TWELFTH SUPPLEMENTAL INDENTURE, dated as of August 5, 2021 (the “Effective
Date”), to the Indenture, dated as of May 1, 2012 (as amended, modified or supplemented from time to time in accordance therewith, the “Indenture”), by and among D.R. HORTON, INC., a Delaware corporation (the
“Company”), the ADDITIONAL GUARANTORS (as defined herein), the EXISTING GUARANTORS (which include all entities listed as an Existing Guarantor on the signature pages hereof), and AMERICAN STOCK TRANSFER & TRUST COMPANY,
LLC, as trustee (the “Trustee”). 
 RECITALS 

WHEREAS, the Company and the Trustee entered into the Indenture to provide for the issuance from time to time of senior debt securities (the
“Securities”) to be issued in one or more series as the Indenture provides; 
 WHEREAS, pursuant to the Second Supplemental
Indenture, dated as of September 14, 2012, among the Company, the guarantors party thereto and the Trustee, the Company issued a series of Securities designated as its 4.375% Senior Notes due 2022 (the “4.375% Notes”); 

WHEREAS, pursuant to the Fourth Supplemental Indenture, dated as of February 5, 2013, among the Company, the guarantors party thereto and
the Trustee, the Company issued a series of Securities designated as its 4.750% Senior Notes due 2023 (the “4.750% Notes”); 

WHEREAS, pursuant to the Sixth Supplemental Indenture, dated as of August 5, 2013, among the Company, the guarantors party thereto and
the Trustee, the Company issued a series of Securities designated as its 5.750% Senior Notes due 2023 (the “5.750% Notes,” and, together with the 4.375% Notes and the 4.750% Notes, the “Notes”); 

WHEREAS, the Company has organized certain new Subsidiaries of the Company (the “Additional Guarantors”) and intends to cause
such Additional Guarantors to guarantee future issuances of the Company’s Publicly Traded Debt Securities; 
 WHEREAS, pursuant to
Section 4.05 of the Indenture, if any Subsidiary of the Company that is not a Guarantor shall guarantee any of the Company’s Publicly Traded Debt Securities, then such Subsidiary is required to execute and deliver to the Trustee a
supplemental indenture pursuant to which such Subsidiary shall unconditionally guarantee all of the Company’s obligations under the Notes on the terms set forth in the Indenture; and 

WHEREAS, the execution of this Twelfth Supplemental Indenture has been duly authorized by the Executive Committee of the Board of Directors of
the Company and the applicable sole member of each of the Additional Guarantors and all things necessary to make this Twelfth Supplemental Indenture a legal, valid, binding and enforceable obligation of the Company and each of the Additional
Guarantors according to its terms have been done and performed. 

  
 1 













 NOW THEREFORE, for and in consideration of the premises, the Company, the Existing
Guarantors and the Additional Guarantors covenant and agree with the Trustee for the equal and ratable benefit of the respective holders of the Notes, as follows: 

ARTICLE I. 
 ADDITIONAL
GUARANTORS 
 1.1.    In accordance with Section 4.05 of the Indenture and as provided in Article Nine of the
Indenture and the Form of Notation on Security Relating to Guarantee attached thereto, the following Additional Guarantors hereby unconditionally guarantee, effective as of the Effective Date, all of the Company’s obligations under the Notes
and the Indenture, as it relates to the Notes, on the terms set forth in the Indenture, including without limitation Article Nine thereof: 
  

			
	 Name
	  	Jurisdiction of Organization
	 DRH Regrem LVI, LLC
	  	Delaware
	 DRH Regrem LVII, LLC
	  	Delaware
	 DRH Regrem LVIII, LLC
	  	Delaware
	 DRH Regrem LIX, LLC
	  	Delaware
	 DRH Regrem LX, LLC
	  	Delaware
	 DRH Regrem LXI, LLC
	  	Delaware
	 DRH Regrem LXII, LLC
	  	Delaware
	 DRH Regrem LXIII, LLC
	  	Delaware
	 DRH Regrem LXIV, LLC
	  	Delaware
	 DRH Regrem LXV, LLC
	  	Delaware

 1.2    The Trustee is hereby authorized to add the above-named Additional Guarantors to
the list of Guarantors on the Guarantees affixed to the Notes. 
 ARTICLE II. 

MISCELLANEOUS 

2.1.    This Twelfth Supplemental Indenture constitutes a supplement to the Indenture, and the Indenture and this Twelfth
Supplemental Indenture shall be read together and shall have the effect so far as practicable as though all of the provisions thereof and hereof are contained in one instrument. 

2.2    The parties may sign any number of copies of this Twelfth Supplemental Indenture. Each signed copy shall be an
original, but all of them together represent the same agreement. 
 2.3    In the event that any provision in this
Twelfth Supplemental Indenture or the Notes shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. 

2.4    The article headings herein are for convenience only and shall not affect the construction hereof. 

  
 2 













 2.5    Any capitalized term used in this Twelfth Supplemental Indenture
and not defined herein that is defined in the Indenture shall have the meaning specified in the Indenture, unless the context shall otherwise require. 

2.6    All covenants and agreements in this Twelfth Supplemental Indenture by the Company, the Existing Guarantors and the
Additional Guarantors shall bind each of their successors and assigns, whether so expressed or not. All agreements of the Trustee in this Twelfth Supplemental Indenture shall bind its successors and assigns. 

2.7    The laws of the State of New York shall govern this Twelfth Supplemental Indenture, the Notes and the Guarantees.

 2.8    Except as amended by this Twelfth Supplemental Indenture, the terms and provisions of the Indenture shall
remain in full force and effect. 
 2.9    This Twelfth Supplemental Indenture may not be used to interpret another
indenture, loan or debt agreement of the Company or of any Subsidiary. Any such indenture, loan or debt agreement may not be used to interpret this Twelfth Supplemental Indenture. 

2.10    All liability described in paragraph 11 of the Notes of any director, officer, employee or stockholder, as such,
of the Company is waived and released. 
 2.11    The Trustee accepts the modifications of the trust effected by this
Twelfth Supplemental Indenture, but only upon the terms and conditions set forth in the Indenture. Without limiting the generality of the foregoing, the Trustee assumes no responsibility for the correctness of the recitals herein contained, which
shall be taken as the statements of the Company, and the Trustee shall not be responsible or accountable in any way whatsoever for or with respect to the validity or execution or sufficiency of this Twelfth Supplemental Indenture and the Trustee
make no representation with respect thereto. 
 [Signature pages follow] 

  
 3 













 IN WITNESS WHEREOF, the parties hereto have caused this Twelfth Supplemental Indenture to be
duly executed, all as of the day and year first above written. 
  

			
	D.R. HORTON, INC.
		
	By:	 	 /s/ Bill W. Wheat

		 	Bill W. Wheat
		 	Executive Vice President and
		 	Chief Financial Officer



  
 [Signature page to the
Twelfth Supplemental Indenture] 













 EXISTING GUARANTORS: 

 

			
	C. RICHARD DOBSON BUILDERS, INC.	  	CH INVESTMENTS OF TEXAS, INC.
	CHTEX OF TEXAS, INC.	  	CONTINENTAL HOMES, INC.
	CONTINENTAL RESIDENTIAL, INC. 	  	D.R. HORTON, INC. - BIRMINGHAM 
	D.R. HORTON, INC. -CHICAGO 	  	D.R. HORTON, INC. - DIETZ-CRANE
	D.R. HORTON, INC. - GREENSBORO	  	D.R. HORTON, INC. - GULF COAST
	D.R. HORTON, INC. - HUNTSVILLE	  	D.R. HORTON, INC. - JACKSONVILLE
	D.R. HORTON, INC. - LOUISVILLE	  	D.R. HORTON, INC. - MIDWEST
	D.R. HORTON, INC. - MINNESOTA	  	D.R. HORTON, INC. - NEW JERSEY
	D.R. HORTON, INC. - PORTLAND	  	D.R. HORTON, INC. - TORREY
	D.R. HORTON BAY, INC.	  	D.R. HORTON CA2, INC. 
	D.R. HORTON CA3, INC.	  	D.R. HORTON CRUCES CONSTRUCTION, INC.
	D.R. HORTON LA NORTH, INC.	  	D.R. HORTON LOS ANGELES HOLDING COMPANY, INC.
	D.R. HORTON MATERIALS, INC. 	  	D.R. HORTON VEN, INC. 
	DRH CONSTRUCTION, INC. 	  	DRH PHOENIX EAST CONSTRUCTION, INC.
	DRH REGREM XIV, INC. 	  	DRH REGREM XV, INC.
	DRH REGREM XVI, INC. 	  	DRH REGREM XVII, INC. 
	DRH REGREM XVIII, INC. 	  	DRH REGREM XIX, INC. 
	DRH REGREM XX, INC. 	  	DRH REGREM XXI, INC. 
	DRH REGREM XXII, INC. 	  	DRH REGREM XXIII, INC. 
	DRH REGREM XXIV, INC. 	  	DRH REGREM XXV, INC. 
	DRH SOUTHWEST CONSTRUCTION, INC. 	  	DRH TUCSON CONSTRUCTION, INC. 
	KDB HOMES, INC. 	  	MEADOWS I, LTD.
	MEADOWS II, LTD.	  	MEADOWS VIII, LTD. 
	MEADOWS IX, INC. 	  	MEADOWS X, INC. 
	MELODY HOMES, INC. 	  	SCHULER HOMES OF ARIZONA LLC
	SCHULER HOMES OF CALIFORNIA, INC. 	  	SCHULER HOMES OF OREGON, INC. 
	SCHULER HOMES OF WASHINGTON, INC.	  	SHA CONSTRUCTION LLC
	SHLR OF CALIFORNIA, INC. 	  	SHLR OF NEVADA, INC. 
	SHLR OF WASHINGTON, INC. 	  	SRHI LLC
	SSHI LLC	  	VERTICAL CONSTRUCTION CORPORATION
	WESTERN PACIFIC HOUSING, INC.	  	WESTERN PACIFIC HOUSING MANAGEMENT, INC. 

  

							
		 		 	By:	 	 /s/ Bill W. Wheat

		 		 		 	Bill W. Wheat
		 		 		 	Executive Vice President and Chief Financial Officer


  
 [Signature page to the
Twelfth Supplemental Indenture] 













 
					
	  CONTINENTAL HOMES OF TEXAS, L.P.
		
	By:	 	CHTEX of Texas, Inc.,
		 	  its General Partner
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
	
	  D.R. HORTON - EMERALD, LTD.
	  D.R. HORTON - TEXAS, LTD.
	  D.R. HORTON MANAGEMENT COMPANY, LTD.
	  DRH REGREM VII, LP
	  DRH REGREM XII, LP
		
	By:	 	Meadows I, Ltd.,
		 	  its General Partner
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
	
	  SGS COMMUNITIES AT GRANDE QUAY L.L.C.
		
	By:	 	Meadows IX, Inc.,
		 	  a Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
			
	and	 		 	
		
	By:	 	Meadows X, Inc.,
		 	  a Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
	
	  DRH CAMBRIDGE HOMES, LLC
		
	By:	 	D.R. Horton, Inc. -Chicago,
		 	  its Sole Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer



  
 [Signature page to the
Twelfth Supplemental Indenture] 













 
					
	HPH HOMEBUILDERS 2000 L.P.
	WESTERN PACIFIC HOUSING-ANTIGUA, LLC
	WESTERN PACIFIC HOUSING-BROADWAY, LLC
	WESTERN PACIFIC HOUSING-CANYON PARK, LLC
	WESTERN PACIFIC HOUSING-CARRILLO, LLC
	WESTERN PACIFIC HOUSING-COMMUNICATIONS HILL, LLC
	WESTERN PACIFIC HOUSING-COPPER CANYON, LLC
	WESTERN PACIFIC HOUSING-CREEKSIDE, LLC
	WESTERN PACIFIC HOUSING-LOMAS VERDES, LLC
	WESTERN PACIFIC HOUSING-MCGONIGLE CANYON, LLC
	WESTERN PACIFIC HOUSING - MOUNTAINGATE, L.P.
	WESTERN PACIFIC HOUSING-NORCO ESTATES, LLC
	WESTERN PACIFIC HOUSING-PACIFIC PARK II, LLC
	WESTERN PACIFIC HOUSING-PARK AVENUE EAST, LLC
	WESTERN PACIFIC HOUSING-PARK AVENUE WEST, LLC
	WESTERN PACIFIC HOUSING-PLAYA VISTA, LLC
	WESTERN PACIFIC HOUSING-RIVER RIDGE, LLC
	WESTERN PACIFIC HOUSING-TERRA BAY DUETS, LLC
	WESTERN PACIFIC HOUSING-TORREY MEADOWS, LLC
	WESTERN PACIFIC HOUSING-TORREY VILLAGE CENTER, LLC
	WESTERN PACIFIC HOUSING-WINDEMERE, LLC
	WPH-CAMINO RUIZ, LLC
		
	By:	 	Western Pacific Housing Management, Inc.,
		 	  its Manager, Sole Member or General Partner
			
		 	By:	  	 /s/ Bill W. Wheat

		 		  	Bill W. Wheat
		 		  	Executive Vice President and Chief Financial Officer
	
	  D.R. HORTON HAWAII LLC
		
	By:	 	Vertical Construction Corporation,
		 	  its Manager
			
		 	By:	  	 /s/ Bill W. Wheat

		 		  	Bill W. Wheat
		 		  	Executive Vice President and Chief Financial Officer
	
	  LEXINGTON HOMES - DRH, LLC
	  PACIFIC RIDGE - DRH, LLC
		
	By:	 	SHLR of Washington, Inc.,
		 	  its Sole Member
			
		 	By:	  	 /s/ Bill W. Wheat

		 		  	Bill W. Wheat
		 		  	Executive Vice President and Chief Financial Officer



  
 [Signature page to the
Twelfth Supplemental Indenture] 














											
	  D.R. HORTON - CROWN, LLC
	  D.R. HORTON - GEORGIA, LLC
	  D.R. HORTON - HIGHLAND, LLC
	  D.R. HORTON – IOWA, LLC
	  D.R. HORTON - NEBRASKA, LLC
	  D.R. HORTON - REGENT, LLC
	  D.R. HORTON - TERRAMOR, LLC
	  D.R. HORTON – WPH, LLC
	  D.R. HORTON SERENITY CONSTRUCTION, LLC
	  DRH REGREM XLV, LLC
	  DRH REGREM XLVI, LLC
	  DRH REGREM XLVII, LLC
	  DRH REGREM XLVIII, LLC
	  DRH REGREM XLIX, LLC
	  DRH REGREM L, LLC
	  DRH REGREM LI, LLC
	  DRH REGREM LII, LLC
	  DRH REGREM LIII, LLC
	  DRH REGREM LIV, LLC
	  DRH REGREM LV, LLC
		
	By:	 	D.R. Horton, Inc.
		 	  its Sole Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
	
	  D.R. HORTON CA4, LLC
		
	By:	 	Western Pacific Housing, Inc.
		 	  its Sole Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
	
	  D.R. HORTON - CHAUSTIN, LLC
		
	By:	 	Continental Homes of Texas, L.P.
		 	  its Sole Member
			
		 	By:	 	CHTEX of Texas, Inc.
		 		 	its General Partner
				
		 		 	By:	 	 /s/ Bill W. Wheat

		 		 		 	Bill W. Wheat
		 		 		 	Executive Vice President and Chief Financial Officer



  
 [Signature page to the
Twelfth Supplemental Indenture] 














											
	  D.R. HORTON - INDIANA, LLC
		
	By:	 	D.R. Horton, Inc. - Midwest
		 	its Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
	
	  D.R. HORTON - COLORADO, LLC
	  D.R. HORTON - WYOMING, LLC
		
	By:	 	Melody Homes, Inc.
		 	its Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer
	
	  DRH - HWY 114, LLC
	  D.R. HORTON - CORPUS CHRISTI, LLC
	  D.R. HORTON - PERMIAN, LLC
		
	By:	 	D.R. Horton - Texas, Ltd.,
		 	its Member
			
		 	By:	 	Meadows I, Ltd.,
		 		 	its General Partner
				
		 		 	By:	 	 /s/ Bill W. Wheat

		 		 		 	Bill W. Wheat
		 		 		 	Executive Vice President and Chief Financial Officer
	
	  WALKER DRIVE, LLC
		
	By:	 	D.R. Horton BAY, Inc.
		 	its Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer



  
 [Signature page to the
Twelfth Supplemental Indenture] 














											
	 ADDITIONAL GUARANTORS:

	
	  DRH REGREM LVI, LLC
	  DRH REGREM LVII, LLC
	  DRH REGREM LVIII, LLC
	  DRH REGREM LIX, LLC
	  DRH REGREM LX, LLC
	  DRH REGREM LXI, LLC
	  DRH REGREM LXII, LLC
	  DRH REGREM LXIII, LLC
	  DRH REGREM LXIV, LLC
	  DRH REGREM LXV, LLC
		
	By:	 	D.R. Horton, Inc.,
		 	its Sole Member
			
		 	By:	 	 /s/ Bill W. Wheat

		 		 	Bill W. Wheat
		 		 	Executive Vice President and Chief Financial Officer



  
 [Signature page to the
Twelfth Supplemental Indenture] 














											
	AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC
	as Trustee
		
	By:	 	 /s/ Paul H. Kim

	Name:	 	Paul H. Kim
	Title:	 	Assistant General Counsel



  
 [Signature page to the
Twelfth Supplemental Indenture]