Hovnanian Enterprises (HOV) CFO settles 4,136 PSUs and withholds shares for taxes

Rhea-AI Filing Summary

Hovnanian Enterprises CFO Brad G. O'Connor settled 4,136 Performance Share Units from a 2021 grant into an equal number of shares of Class A Common Stock on June 11, 2026, following vesting on June 11, 2024. On the same date, 2,020 shares of Class A Common Stock were disposed of to satisfy tax obligations at $120.87 per share. After these transactions, O'Connor directly holds 41,305 shares of Class A Common Stock.

Insider Trade Summary

Net Buyer: 2,116 shares

Net Buy 3 txns

Insider O'Connor Brad G

Role CFO

Type	Security	Shares	Price	Value
Exercise	Performance Share Units (2021)	4,136	$0.00	$0.00
Exercise	Class A Common Stock	4,136	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	2,020	$120.87	$244K

Holdings After Transaction: Performance Share Units (2021) — 0 shares (Direct); Class A Common Stock — 41,305 shares (Direct)

Footnotes (3)

1. F1. Reflects the settlement of vested Performance Share Units into Class A Common Stock, par value $.01, per share, non-cumulative ("Class A Common Stock") on a one-for-one basis.
2. F2. Vested Performance Share Units convert into Class A Common Stock on a one-for-one basis
3. F3. These Performance Share Units vested on June 11, 2024 and were to be delivered in shares of Class A Common Stock on the date that is two years following the vesting date.

Key Figures

Performance Share Units settled: 4,136 units Shares acquired via conversion: 4,136 shares Shares withheld for taxes: 2,020 shares +2 more

5 metrics

Performance Share Units settled 4,136 units 2021 Performance Share Units converted into Class A Common Stock on June 11, 2026

Shares acquired via conversion 4,136 shares Class A Common Stock received one-for-one upon settlement of vested Performance Share Units

Shares withheld for taxes 2,020 shares Class A Common Stock disposed of as a tax-withholding transaction on June 11, 2026

Tax withholding price $120.87 per share Per-share value used for the tax-withholding disposition of 2,020 shares

Post-transaction holdings 41,305 shares Direct holdings of Hovnanian Enterprises Class A Common Stock after reported transactions

Key Terms

Performance Share Units, tax-withholding disposition, Class A Common Stock

3 terms

Performance Share Units financial

"Reflects the settlement of vested Performance Share Units into Class A Common Stock"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities as a tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Class A Common Stock financial

"Class A Common Stock, par value $.01, per share, non-cumulative"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/15/2026 - 04:31 PM Accepted by SEC EDGAR 06/15/2026 - 04:30 PM Learn about SEC filing dates

FAQ

What did HOV's CFO Brad G. O'Connor do in this Form 4 filing?

Brad G. O'Connor converted 4,136 Performance Share Units into an equal number of Class A Common Stock shares. On the same day, 2,020 shares were disposed of to cover tax liabilities, and he ended with 41,305 shares held directly.

How many Performance Share Units did HOV's CFO convert to stock?

He converted 4,136 Performance Share Units into 4,136 shares of Class A Common Stock on June 11, 2026. The units vested on June 11, 2024 and were delivered in stock two years after the vesting date, on a one-for-one basis.

How many HOV shares were withheld for taxes from Brad G. O'Connor?

A total of 2,020 shares of Class A Common Stock were withheld as a tax-withholding disposition at $120.87 per share. This transaction reflects payment of tax liabilities by delivering shares instead of cash.

What is Brad G. O'Connor's Class A Common Stock holding in HOV after these trades?

Following the settlement of Performance Share Units and tax withholding, Brad G. O'Connor directly holds 41,305 shares of Hovnanian Enterprises Class A Common Stock. This figure represents his post-transaction position as reported in the filing data.

When did HOV's Performance Share Units for Brad G. O'Connor vest and settle?

The Performance Share Units vested on June 11, 2024 and were scheduled to be delivered in shares of Class A Common Stock two years after vesting. Settlement into 4,136 shares occurred on June 11, 2026 on a one-for-one basis.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

O'Connor Brad G

(Last) (First) (Middle)

C/O HOVNANIAN ENTERPRISES, INC.

90 MATAWAN ROAD

(Street)

MATAWAN NEW JERSEY 07747

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HOVNANIAN ENTERPRISES INC [ HOV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/11/2026		M		4,136	A	$0(1)	43,325	D
Class A Common Stock	06/11/2026		F		2,020	D	$120.87	41,305	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Share Units (2021)	(2)	06/11/2026		M			4,136	(3)	(3)	Class A Common Stock	4,136	$0.0000	0.0000	D

Explanation of Responses:

1. Reflects the settlement of vested Performance Share Units into Class A Common Stock, par value $.01, per share, non-cumulative ("Class A Common Stock") on a one-for-one basis.

2. Vested Performance Share Units convert into Class A Common Stock on a one-for-one basis

3. These Performance Share Units vested on June 11, 2024 and were to be delivered in shares of Class A Common Stock on the date that is two years following the vesting date.

	Elizabeth D. Tice Attorney-in-Fact	06/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)