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HOVNANIAN ENTERPRISES INC·4

May 27, 4:30 PM ET

HOVNANIAN ARA K 4

4 · HOVNANIAN ENTERPRISES INC · Filed May 27, 2026

Research Summary

AI-generated summary of this filing

Updated

Hovnanian (HOV) 10% Owner Ara K. Hovnanian Exercises Derivatives

What Happened

  • Ara K. Hovnanian (reported as a 10% owner) completed derivative transactions on May 22, 2026. He exercised/converted derivatives that resulted in the acquisition of 5,000 shares at $56.75 each (cost $283,750). To satisfy tax withholding, 3,603 shares were surrendered/disposed at a reported value of $105.23 per share (total value $379,144). The filing also reports a conversion/exercise entry of 5,000 shares at $0.00 (see footnote on Class B → Class A conversion).

Key Details

  • Transaction date: 2026-05-22; Form 4 filed: 2026-05-27 (filed five days after the transaction date).
  • Acquired: 5,000 shares via derivative exercise at $56.75 (total $283,750).
  • Disposed for tax withholding: 3,603 shares at $105.23 (value $379,144).
  • Conversion/other derivative entry: 5,000 shares at $0.00 (reported as an M-coded exercise/conversion).
  • Shares owned after transaction: Not specified in the excerpt of the filing.
  • Footnotes: Class B common stock is immediately convertible to Class A (F1). Many reported holdings are held in family trusts/2012 LLC interests and the reporting person is a trustee (F5, F10–F16). The filer disclaims beneficial ownership except to the extent of a pecuniary interest (F6).
  • Transaction codes explained: M = exercise/conversion of derivative; F = payment of exercise price or tax withholding (shares surrendered to cover taxes).

Context

  • This appears to be a cashless-style outcome: an exercise/conversion occurred and shares were surrendered to cover tax withholding rather than a cash sale. That is common when insiders exercise options or convert restricted shares.
  • As a 10% owner (not necessarily an executive), these transactions reflect trust-related and conversion mechanics; filings show trust holdings and trustee status rather than a straightforward open-market buy or sell.
  • Note on timeliness: Form 4 was filed five days after the May 22 transactions; insiders are generally required to file within two business days, so this filing may be late according to Section 16 timing rules.

Insider Transaction Report

Form 4
Period: 2026-05-22
HOVNANIAN ENTERPRISES INCHOV
HOVNANIAN ARA K
DirectorChairman of the Board & CEO10% Owner
Transactions
  • Exercise/Conversion

    Class B Common Stock

    [F1][F2]
    2026-05-22$56.75/sh+5,000$283,750→ 337,722 total
    → Class A Common Stock (5,000 underlying)
  • Tax Payment

    Class B Common Stock

    [F1][F2]
    2026-05-22$105.23/sh−3,603$379,144→ 334,119 total
    → Class A Common Stock (3,603 underlying)
  • Exercise/Conversion

    Option to purchase Class B Common Stock

    [F3][F4]
    2026-05-22−5,000→ 5,000 total
    Exercise: $56.75From: 2020-06-10Exp: 2026-06-09→ Class A Common Stock (5,000 underlying)
Holdings

  • Class B Common Stock

    [F1][F2]
    (indirect: By Trust)
    → Class A Common Stock (5,328.4 underlying)
    5,328.4

  • Class B Common Stock

    [F1][F2]
    (indirect: By Trust)
    → Class A Common Stock (5,328.4 underlying)
    5,328.4

  • Class B Common Stock

    [F1][F2]
    (indirect: By Trust)
    → Class A Common Stock (160 underlying)
    160

  • Class B Common Stock

    [F1][F2]
    (indirect: By Trust)
    → Class A Common Stock (160 underlying)
    160

  • Class B Common Stock

    [F1][F2][F5]
    (indirect: By Trust)
    → Class A Common Stock (157,434.56 underlying)
    157,434.56

  • Class B Common Stock

    [F1][F2][F6][F7]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F6][F8]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F6][F9]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F6][F10]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F11]
    (indirect: By Trust)
    → Class A Common Stock (50,507.51 underlying)
    50,507.51

  • Class B Common Stock

    [F1][F2]
    (indirect: By Partnership)
    → Class A Common Stock (5,125.28 underlying)
    5,125.28

  • Class B Common Stock

    [F1][F2][F6][F12]
    (indirect: By Trust)
    → Class A Common Stock (38,736.694 underlying)
    38,736.694

  • Class B Common Stock

    [F1][F2][F6][F13]
    (indirect: By Trust)
    → Class A Common Stock (42,034.92 underlying)
    42,034.92

  • Class B Common Stock

    [F1][F2][F6][F14]
    (indirect: By Trust)
    → Class A Common Stock (38,777.856 underlying)
    38,777.856

  • Class B Common Stock

    [F1][F2][F6][F15]
    (indirect: By Trust)
    → Class A Common Stock (22,849.197 underlying)
    22,849.197

  • Class B Common Stock

    [F1][F2][F6][F16]
    (indirect: By Trust)
    → Class A Common Stock (33,256.336 underlying)
    33,256.336

  • Class B Common Stock

    [F1][F2]
    (indirect: By Spouse)
    → Class A Common Stock (812 underlying)
    812
Footnotes (16)
  • [F1]The Class B Common Stock, par value $.01 per share, non-cumulative ("Class B Common Stock"), is immediately convertible into an equal number of shares of Class A Common Stock, par value $.01 per share, non-cumulative ("Class A Common Stock")
  • [F10]Held by trust for the benefit of the family of Sossie K. Najarian, of which the reporting person is a trustee and has a potential remainder interest, through a limited liability company interest in the 2012 LLC
  • [F11]Held by The Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee
  • [F12]Held by The Esther K. Barry Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
  • [F13]Held by trusts for the benefit of the family of Kevork S. Hovnanian, of which the reporting person is a trustee and has a potential remainder interest
  • [F14]Held by The Lucy K. Kalian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
  • [F15]Held by The Nadia K. Rodriguez Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
  • [F16]Held by The Sossie K. Najarian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
  • [F2]No expiration date
  • [F3]Adjusted for the Issuer's 1-for-25 reverse stock split with respect to the Class A Common Stock and Class B Common Stock that occurred on March 29, 2019
  • [F4]N/A
  • [F5]Held by Ara K. Hovnanian 2012 Trust, of which the reporting person is trustee, including shares held through a limited liability company interest in the Hovnanian Family 2012 LLC (the "2012 LLC")
  • [F6]The Reporting Person disclaims beneficial ownership of these securities except to the extent of his potential pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of the beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose
  • [F7]Held by trusts for the benefit of the family of Esther K. Barry, of which the reporting person is a trustee and has a potential remainder interest, including shares held through a limited liability interest in the 2012 LLC
  • [F8]Held by trusts for the benefit of the family of Lucy K. Kalian, of which the reporting person is a trustee and has a potential remainder interest, including shares held through a limited liability interest in the 2012 LLC
  • [F9]Held by trusts for the benefit of the family of Nadia K. Rodriguez, of which the reporting person is a trustee and has a potential remainder interest, including shares held through a limited liability interest in the 2012 LLC
Signature
Elizabeth D. Tice Attorney-in-Fact|2026-05-27

Documents

1 file
  • 4
    doc4.xmlPrimary