Hovnanian Enterprises Inc SEC Filings

Hovnanian Enterprises, Inc. disclosed that one of its directors acquired 9,163 shares of Class A common stock on December 16, 2025 at a stated price of $0.0000 per share, reported as an acquisition transaction under a long-term incentive plan award.

The filing shows the director beneficially owning 177,269 Class A shares directly after the transaction, plus 6,845 shares held indirectly through a GRAT, 3,200 shares held by a spouse, and 4,056 shares held by the spouse's GRAT. The transaction date reflects when financial performance criteria for the previously granted long-term incentive plan award were determined satisfied, and the award vested on October 31, 2025, with the shares scheduled to be delivered two years after that vesting date.

Hovnanian Enterprises reported that its Chief Operating Officer acquired 12,040 shares of Class A common stock on 12/16/2025 at a price of $0.0000 per share in connection with a previously granted long-term incentive plan award.

The financial performance criteria for this LTIP award were determined to have been satisfied on that date, after the award vested on October 31, 2025, and the shares are scheduled to be delivered two years after the vesting date. Following this transaction, the officer directly beneficially owned 29,752 Class A shares.

Hovnanian Enterprises' CFO acquired additional company stock through an incentive award. On 12/16/2025, the CFO acquired 13,180 shares of Class A common stock at $0.0000 per share as part of a previously granted long-term incentive plan.

After this award, the CFO beneficially owns 37,298 shares of Class A common stock, held directly. The transaction date reflects when the financial performance criteria for the long-term incentive plan were determined to be satisfied, and the award vested on October 31, 2025, with the shares scheduled to be delivered two years after the vesting date.

An officer and president of Hovnanian Enterprises reported an equity award in a Form 4 filing. On December 16, 2025, the reporting person acquired 13,020 shares of Class B Common Stock, which is immediately convertible into an equal number of shares of Class A Common Stock, at a conversion price of $0.0000 under a previously granted long-term incentive plan (LTIP) award.

The transaction date reflects when the LTIP financial performance criteria were determined to have been satisfied. The LTIP award vested on October 31, 2025, and the shares are to be delivered two years after that vesting date. Following the transaction, the reporting person beneficially owns 34,216 derivative securities directly and 82,404 derivative securities indirectly through Hovnanian Family 2021 trusts.

Hovnanian Enterprises CEO Ara K. Hovnanian, who is a director, chairman of the board, and 10% owner of Hovnanian Enterprises Inc. (HOV), reported an equity incentive transaction involving the company’s stock. On 12/16/2025, financial performance criteria for a previously granted long‑term incentive plan (LTIP) award were determined to have been satisfied.

The LTIP award relates to 53,908 shares of Class A Common Stock, with a conversion or exercise price of $0.0000, and vested on 10/31/2025, with shares to be delivered two years after that vesting date. The report shows 332,722 derivative securities beneficially owned directly following this transaction, and extensive additional indirect holdings of Class A Common Stock through family trusts and a partnership, many of which the reporting person expressly disclaims beneficial ownership beyond any potential pecuniary interest.

Hovnanian Enterprises disclosed amended insider equity transactions by a director. The amended report covers activity between 10/31/2025 and 11/03/2025, updating how many shares of Class A common stock the director beneficially owns.

On 11/03/2025, vested Performance Share Units from awards granted on June 10, 2022, June 9, 2023 and June 11, 2021 were settled into 32,331, 29,532 and 21,200 shares of Class A common stock at an exercise price of $0.0000, eliminating the remaining derivative unit balances. The director also reported share dispositions coded "F" of 5,525 shares at $120.23 on 10/31/2025 and 48,311 shares at $122.33 on 11/03/2025. After these transactions and record reconciliations, the director directly owns 168,106 Class A shares and reports indirect holdings of 6,845 shares held by a GRAT, 3,200 shares held by a spouse, and 4,056 shares held by the spouse's GRAT. The amendment also reflects transfers between GRATs and the reporting person or spouse that are described as exempt under Rule 16a-13 of the Exchange Act.

Hovnanian Enterprises Inc. director reported an amended insider transaction involving Class A common stock. The amendment reflects that on 09/19/2024, a grantor retained annuity trust of the director’s spouse sold 2,284 shares of Class A common stock at a weighted average price of $227.4015 per share, with individual trades executed between $227.05 and $228.00.

Following this sale, the director beneficially owns 7,256 shares of Class A common stock indirectly through the spouse’s trust. The filing states that this amendment corrects prior reporting related to these trust sales and is deemed to correct the reported share balances on any subsequently filed ownership reports.

Hovnanian Enterprises, Inc. reported that it has released a press announcement with its preliminary financial results for the fiscal fourth quarter and full fiscal year ended October 31, 2025. The 8-K itself mainly explains that the detailed numbers are in the attached earnings press release, which is furnished rather than filed for securities law purposes.

The company highlights several non-GAAP measures used to evaluate performance, including EBIT, EBITDA, Adjusted EBIT, Adjusted EBITDA, homebuilding gross margin before interest and land charges, adjusted income before income taxes, Adjusted Investment in inventories, and Adjusted EBIT return on investment. Hovnanian explains that these metrics are intended to help investors analyze operating performance and capital efficiency beyond standard GAAP figures, while emphasizing that reconciliations to GAAP are provided in the press release and that calculations may differ from those used by other homebuilders.

Hovnanian Enterprises (HOV) reported an insider transaction by its East Group President. On 10/31/2025, the officer disposed of 3,032 shares of Class A common stock at $120.23 per share under code F. Following the transaction, the officer directly owned 17,712 shares.