Earnings Feed
Start Free
HOVNANIAN ENTERPRISES INC·4

Jun 16, 5:00 PM ET

HOVNANIAN ARA K 4

4 · HOVNANIAN ENTERPRISES INC · Filed Jun 16, 2026

Research Summary

AI-generated summary of this filing

Updated

HOV Ara K. Hovnanian (10% Owner) Exercises & Receives Awards

What Happened
Ara K. Hovnanian (reported as a 10% owner and trustee of family trusts) had 17,575 derivative shares disposed on June 12, 2026 to satisfy an exercise price or tax liability — 17,575 shares x $120.72 = $2,121,654 (reported as code F). On the same date he was granted two awards (code A) totaling 34,208 units (18,936 + 15,272) as derivative awards (performance share units / phantom shares) with no immediate cash value reported. These actions are not open-market buys or sells of common stock but internal award issuance and tax/withholding-related disposition.

Key Details

  • Transaction date: 2026-06-12; Filing date: 2026-06-16 (timely under Section 16 rules).
  • Disposition: 17,575 derivative shares withheld at $120.72 each = $2,121,654 (code F — payment of exercise price or tax liability).
  • Grants: 18,936 and 15,272 derivative units granted (code A) — total 34,208 units; reported as $0 value at grant.
  • Post-transaction total shares: not specified in the provided excerpt.
  • Notable footnotes: Class B shares convert one-for-one into Class A (F1/F5); awards include performance share units and phantom shares that vest/pay out subject to service and performance conditions and may pay in cash or Class B shares (F3–F9). The number of shares/phantom shares that ultimately vest/pay may vary from 50% to 200% based on performance (F6/F10). Many holdings are held via family trusts/2012 LLC and the reporting person disclaims beneficial ownership except for pecuniary interest (F11–F22, F12).

Context

  • The 17,575-share disposition was a withholding/settlement to cover exercise price or taxes (routine for exercised awards), not an open-market sale indicating a directional trade.
  • The grants are performance-based/phantom awards with multi-year vesting and possible cash or share settlement; they may not convert to (or be paid as) tradable stock until vesting/settlement dates (some settlement referenced as late as 2031).
  • As a 10% owner and trustee, these filings reflect family trust holdings and compensation-related award activity rather than routine executive open-market buying or selling.

Insider Transaction Report

Form 4
Period: 2026-06-12
HOVNANIAN ENTERPRISES INCHOV
HOVNANIAN ARA K
DirectorChairman of the Board & CEO10% Owner
Transactions
  • Tax Payment

    Class B Common Stock

    [F1][F2]
    2026-06-12$120.72/sh−17,575$2,121,654→ 337,311 total
    → Class A Common Stock (17,575 underlying)
  • Award

    Performance Share Units (2026)

    [F3][F4][F5][F6]
    2026-06-12+18,936→ 18,936 total
    → Class A Common Stock (18,936 underlying)
  • Award

    Phantom Shares (2026)

    [F7][F8][F9][F10]
    2026-06-12+15,272→ 15,272 total
    → Class A Common Stock (15,272 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][F11]
    (indirect: By Trust)
    → Class A Common Stock (157,434.56 underlying)
    157,434.56

  • Class B Common Stock

    [F1][F2][F12][F13]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F12][F14]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F12][F15]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F12][F16]
    (indirect: By Trust)
    → Class A Common Stock (25,281.4 underlying)
    25,281.4

  • Class B Common Stock

    [F1][F2][F17]
    (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][F12][F18]
    (indirect: By Trust)
    → Class A Common Stock (38,736.694 underlying)
    38,736.694

  • Class B Common Stock

    [F1][F2][F12][F19]
    (indirect: By Trust)
    → Class A Common Stock (42,034.92 underlying)
    42,034.92

  • Class B Common Stock

    [F1][F2][F12][F20]
    (indirect: By Trust)
    → Class A Common Stock (38,777.856 underlying)
    38,777.856

  • Class B Common Stock

    [F1][F2][F12][F21]
    (indirect: By Trust)
    → Class A Common Stock (22,849.197 underlying)
    22,849.197

  • Class B Common Stock

    [F1][F2][F12][F22]
    (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 (22)
  • [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]The number of Phantom Shares that may be earned will vary from 50% to 200% of the number shown depending on the achievement of certain performance criteria during the relevant performance period.
  • [F11]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")
  • [F12]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
  • [F13]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
  • [F14]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
  • [F15]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
  • [F16]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
  • [F17]Held by The Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee
  • [F18]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
  • [F19]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
  • [F2]No expiration date
  • [F20]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
  • [F21]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
  • [F22]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
  • [F3]Vested Performance Share Units convert into Class B Common Stock on a one-for-one basis
  • [F4]These Performance Share Units vest based on satisfaction of service vesting conditions through June 12, 2029 to the extent of the achievement of specified performance criteria over a performance period ending on April 30, 2027 and, to the extent vested, settle in shares of Class B Common Stock on June 12, 2031.
  • [F5]Upon, and to the extent of, vesting of the Performance Share Units, shares of Class B Common Stock would be received. Shares of Class B Common Stock are immediately convertible into an equal number of shares of Class A Common Stock on a one-for-one basis.
  • [F6]The number of shares of Class B Common Stock that would be received upon vesting of the Performance Share Units will vary from 50% to 200% of the number shown depending on the achievement of certain performance criteria during the relevant performance period
  • [F7]Phantom Shares represent the right to payment in the future solely of an amount of cash based on the future stock price of the Class A Common Stock
  • [F8]Following vesting, each phantom share will be paid in an amount of cash equal to the value of a share of Class A Common Stock at the time of payout, as calculated pursuant to the applicable award agreement.
  • [F9]These Phantom Shares vest based on satisfaction of service vesting conditions through June 12, 2029 to the extent of the achievement of specified performance criteria over a performance period ending on April 30, 2027.
Signature
Elizabeth D. Tice Attorney-in-Fact|2026-06-16

Documents

1 file
  • 4
    doc4.xmlPrimary