Hovnanian (HOV) president exercises options, withholds shares for taxes

Rhea-AI Filing Summary

Hovnanian Enterprises President Alexander A. Hovnanian exercised options for 1,200 shares of Class B Common Stock, which are immediately convertible into 1,200 shares of Class A Common Stock. As part of this event, 894 shares were delivered to cover tax obligations, a non–market tax-withholding disposition.

Following these transactions, he directly holds 34,522 shares of Class B Common Stock. An additional 82,404 Class B shares are held indirectly through Hovnanian Family 2021 trusts, where he disclaims beneficial ownership except for any potential pecuniary interest.

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

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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^*

Hovnanian Alexander A.

(Last) (First) (Middle)

C/O HOVNANIAN ENTERPRISES, INC.

90 MATAWAN ROAD

(Street)

MATAWAN NJ 07747

(City) (State) (Zip)

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)
	President

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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

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

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

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

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
Class B Common Stock	(1)	03/12/2026		M		1,200		(1)	(2)	Class A Common Stock	1,200	$45.25	35,416	D
Class B Common Stock	(1)	03/12/2026		F			894	(1)	(2)	Class A Common Stock	894	$105.75	34,522	D
Option to purchase Class B Common Stock	$45.25	03/12/2026		M			1,200	(3)	07/24/2026	Class A Common Stock	1,200	$0.0000(4)	0.0000	D
Class B Common Stock	(1)							(1)	(2)	Class A Common Stock	82,404(5)		82,404	I	Held by Hovnanian Family 2021 trusts

Explanation of Responses:

1. 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")

2. No expiration date

3. The option is fully vested

4. N/A

5. 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

	Elizabeth D. Tice Attorney-in-Fact	03/13/2026
	** 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).
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FAQ

What insider transaction did HOV President Alexander A. Hovnanian report on this Form 4?

Alexander A. Hovnanian reported exercising options for 1,200 shares of Class B Common Stock. These Class B shares are immediately convertible into an equal number of Class A shares, reflecting a routine derivative exercise rather than an open-market share purchase or sale.

How many HOV shares were used for tax withholding in Alexander A. Hovnanian’s March 2026 transaction?

In connection with the option exercise, 894 shares of Class B Common Stock were delivered to satisfy tax obligations. This F-code disposition represents tax withholding by delivering shares, not an open-market sale, and is a common feature of equity compensation events.

What are Alexander A. Hovnanian’s direct HOV share holdings after the reported Form 4 transactions?

After the reported transactions, Alexander A. Hovnanian directly holds 34,522 shares of Class B Common Stock. These holdings reflect his post-transaction position in the issuer’s equity, excluding additional indirect interests held through family trusts reported separately.

What indirect HOV holdings are reported for Alexander A. Hovnanian through family trusts?

The filing shows 82,404 shares of Class B Common Stock held indirectly through Hovnanian Family 2021 trusts. He disclaims beneficial ownership of these securities except for any potential pecuniary interest, meaning they are associated with him but not fully attributed as personal holdings.

Are the HOV Class B shares in this Form 4 convertible into Class A Common Stock?

Yes. The Class B Common Stock reported is immediately convertible into an equal number of shares of Class A Common Stock. A footnote explains this one-for-one convertibility and notes that these Class B shares have no expiration date, underscoring their ongoing convertibility feature.