STOCK TITAN

Alexander Hovnanian (NYSE: HOV) settles 2021 performance share units

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hovnanian Enterprises President Alexander A. Hovnanian exercised performance-based equity awards and received Class B shares. On June 11, 2026, 8,864 Performance Share Units (2021) settled into an equal number of shares of Class B Common Stock, which are immediately convertible into Class A Common Stock on a one-for-one basis.

To cover tax obligations, 4,694 Class B shares were disposed of as a tax-withholding transaction at $120.87 per share, rather than an open-market sale. Following these transactions, Hovnanian held 52,349 Class B shares directly and 82,404 Class B shares indirectly through Hovnanian Family 2021 trusts.

Positive

  • None.

Negative

  • None.
Insider Hovnanian Alexander A.
Role President
Type Security Shares Price Value
Exercise Class B Common Stock 8,864 $0.00 --
Tax Withholding Class B Common Stock 4,694 $120.87 $567K
Exercise Performance Share Units (2021) 8,864 $0.00 --
holding Class B Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 52,349 shares (Direct, null); Performance Share Units (2021) — 0 shares (Direct, null); Class B Common Stock — 82,404 shares (Indirect, Held by Hovnanian Family 2021 trusts)
Footnotes (1)
  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") Reflects the settlement of vested Performance Share Units into Class B Common Stock on a one-for-one basis. No expiration date Vested Performanc Share Units convert into Class B Common Stock on a one-for-one basis These Performance Share Units vested on June 11, 2024 and were to be delivered in shares of Class B Common Stock on the date that is two years following the vesting date. 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. 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
Performance Share Units exercised 8,864 units Settled into Class B Common Stock on June 11, 2026
Shares withheld for taxes 4,694 shares Class B Common Stock used in tax-withholding disposition at $120.87
Tax-withholding price $120.87 per share Value used for 4,694 Class B shares delivered for tax liability
Direct Class B holdings after 52,349 shares Class B Common Stock held directly following June 11, 2026 transactions
Indirect Class B holdings 82,404 shares Held by Hovnanian Family 2021 trusts after transactions
Derivative exercises 17,728 shares Total underlying shares from two derivative exercises (M code)
Performance Share Units financial
"Reflects the settlement of vested Performance Share Units into Class B Common Stock on a one-for-one basis."
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"
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 B Common Stock financial
"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"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
immediately convertible financial
"Class B Common Stock are immediately convertible into an equal number of shares of Class A Common Stock on a one-for-one basis."
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of these securities except to the extent of his potential pecuniary interest therein"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Hovnanian Alexander A.

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(1)06/11/2026M(2)8,864 (1) (3)Class A Common Stock8,864$0.000052,349D
Class B Common Stock(1)06/11/2026F4,694 (1) (3)Class A Common Stock4,694$120.8747,655D
Performance Share Units (2021)(4)06/11/2026M(2)8,864 (5) (5)Class A Common Stock(6)8,864$0.00000.0000D
Class B Common Stock(1) (1) (3)Class A Common Stock82,404(7)82,404IHeld 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. Reflects the settlement of vested Performance Share Units into Class B Common Stock on a one-for-one basis.
3. No expiration date
4. Vested Performanc Share Units convert into Class B Common Stock on a one-for-one basis
5. These Performance Share Units vested on June 11, 2024 and were to be delivered in shares of Class B Common Stock on the date that is two years following the vesting date.
6. 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.
7. 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-Fact06/15/2026
** Signature of Reporting PersonDate
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)