Hovnanian (NYSE: HOV) director has shares withheld to pay taxes

Rhea-AI Filing Summary

Hovnanian Enterprises director Miriam Hernandez-Kakol had 534 shares of Class A Common Stock withheld at $114 per share to cover estimated taxes on vested restricted stock units. The shares were returned to the issuer for cash to satisfy her tax liability, a board-approved transaction under Rule 16b-3, and she now directly holds 4,539 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Hernandez-Kakol Miriam

Role null

Type	Security	Shares	Price	Value
Disposition	Class A Common Stock	534	$114.00	$61K

Holdings After Transaction: Class A Common Stock — 4,539 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld: 534 shares Transaction price: $114.00 per share Shares held after: 4,539 shares

3 metrics

Shares withheld 534 shares Disposition to issuer for tax withholding

Transaction price $114.00 per share Value used for tax-related share withholding

Shares held after 4,539 shares Director’s direct Class A holdings after transaction

Key Terms

restricted stock units, Rule 16b-3, Disposition to issuer, estimated tax liability

4 terms

restricted stock units financial

"distribution of shares of Class A Common Stock related to vested restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 16b-3 regulatory

"approved by the Issuer's board of directors pursuant to Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

Disposition to issuer financial

"transaction_code_description: Disposition to issuer"

estimated tax liability financial

"for cash to cover the Reporting Person's estimated tax liability"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/11/2026 - 08:47 AM Accepted by SEC EDGAR 06/11/2026 - 08:46 AM Learn about SEC filing dates

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^*

Hernandez-Kakol Miriam

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026

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	06/09/2026		D(1)		534	D	$114	4,539	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

Explanation of Responses:

1. Reflects the withholding of shares of Class A Common Stock, par value $.01 per share, non-cumulative ("Class A Common Stock"), for cash to cover the Reporting Person's estimated tax liability in connection with the distribution of shares of Class A Common Stock related to vested restricted stock units. The withholding of shares was approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

	Elizabeth D. Tice Attorney-in-Fact	06/11/2026
	** 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)

FAQ

What did HOV director Miriam Hernandez-Kakol report in this Form 4?

She reported a disposition of 534 Hovnanian Class A shares back to the issuer. The shares were withheld to cover estimated taxes arising from the distribution of stock related to vested restricted stock units.

Was the HOV Form 4 transaction an open-market sale of shares?

No, it was not an open-market sale. The 534 shares were withheld by the issuer for cash to pay estimated tax liabilities tied to vested restricted stock units, rather than being sold on the open market.

What price per share was used in the HOV tax withholding transaction?

The transaction used a price of $114.00 per share for the 534 Hovnanian Class A shares. This price determines the cash value applied toward the reporting person’s estimated tax liability on vested restricted stock units.

How many HOV shares does Miriam Hernandez-Kakol hold after this Form 4?

After the tax-related share withholding, she directly holds 4,539 shares of Hovnanian Class A Common Stock. This figure reflects her position following the disposition of 534 shares back to the issuer.

Why were HOV shares withheld from Miriam Hernandez-Kakol?

The shares were withheld to cover her estimated tax liability from the distribution of stock tied to vested restricted stock units. This method uses company shares instead of separate cash to satisfy tax obligations.

Was the HOV share withholding approved under a specific SEC rule?

Yes. The issuer’s board of directors approved the withholding of shares pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, which governs certain insider transactions involving equity compensation.