PAGANO VINCENT JR 4

What Happened

• Vincent Pagano, a director of Hovnanian Enterprises (HOV), exercised stock options on April 1, 2026 to acquire 2,014 shares at an exercise price of $42.50 (exercise cost/value listed as $85,595).
• To satisfy tax withholding, 1,223 of those shares were withheld/disposed at $112.89 per share for a withholding amount of $138,071. The option itself was cancelled upon exercise (derivative disposition reported at $0).
• Net effect: Pagano acquired 2,014 shares by exercise and retained approximately 791 shares after the tax withholding (2,014 − 1,223 = 791). This is effectively a cashless exercise with share withholding for taxes — a routine administrative step rather than an open-market sale.

Key Details

• Transaction date: April 1, 2026. Form filed April 3, 2026 (appears to be timely; no late filing flag shown).
• Reported trades:
  • Code M (option exercise): 2,014 shares acquired @ $42.50; $85,595.
  • Code F (payment of exercise price/tax withholding): 1,223 shares withheld/disposed @ $112.89; $138,071.
  • Derivative security disposition: 2,014 option units reported disposed @ $0 (reflects cancellation on exercise).
• Shares owned after the transaction: not reported in the provided excerpt.
• Footnotes: adjustments reflect a prior 1-for-25 reverse stock split (F1, F2); F3 notes the option was fully vested; F4 listed as N/A.

Context

• This was an option exercise with shares withheld to cover tax obligations (commonly called a cashless exercise/tax withholding). Such transactions are routine and administrative — the insider did acquire shares but also surrendered some to pay taxes.
• The option was fully vested, so no vesting conditions remain on these optioned shares. The filing does not, by itself, indicate broader insider sentiment beyond the exercise and withholding.