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[Form 4] HOVNANIAN ENTERPRISES INC Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Hovnanian Enterprises (HOV) reported insider activity by Chairman, President & CEO Ara K. Hovnanian, who is also a director and 10% owner. On 10/31/2025, a Form 4 discloses a transaction coded F involving derivative securities tied to the company’s dual-class structure, where Class B Common Stock is immediately convertible into an equal number of Class A shares.

The filing lists 13,100 shares of Class A Common Stock at $120.23 in connection with the transaction, and shows 278,814 derivative securities beneficially owned directly following the reported activity. The report also details multiple indirect holdings where the reporting person serves as trustee, including 157,434.56 shares held for the reporting person’s family and 50,507.51 shares held by the Ara K. Hovnanian Family 1994 long-term trusts. Footnotes note immediate convertibility, no expiration date, and a disclaimer of beneficial ownership for certain trusts.

Positive
  • None.
Negative
  • None.

Insights

Routine Form 4 with trust-related positions; neutral impact.

The disclosure records an insider transaction on 10/31/2025 with code F tied to derivative securities where Class B is immediately convertible into Class A. The entry lists 13,100 Class A shares at $120.23 and shows 278,814 derivative securities directly owned after the event.

Extensive indirect positions are reported through family trusts and entities, some with footnoted disclaimers of beneficial ownership. This primarily updates ownership records and does not itself signal operational or financial changes.

Subsequent filings may provide additional ownership updates, but based on the data presented, this is an administrative insider report rather than a thesis-changing event.

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*
HOVNANIAN ARA K

(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)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman of Bd., Pres. & CEO
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025
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) 10/31/2025 F 13,100 (1) (2) Class A Common Stock 13,100 $120.23 278,814 D
Class B Common Stock (1) (1) (2) Class A Common Stock 5,328.4 5,328.4 I Held as trustee for daughter Serena
Class B Common Stock (1) (1) (2) Class A Common Stock 5,328.4 5,328.4 I Held as trustee for son Alexander
Class B Common Stock (1) (1) (2) Class A Common Stock 160 160 I Held as trustee of the Alexander Hovnanian Trust
Class B Common Stock (1) (1) (2) Class A Common Stock 160 160 I Held as trustee of the Alton Hovnanian Trust
Class B Common Stock (1) (1) (2) Class A Common Stock 157,434.56 157,434.56 I Held as trustee of trust for Reporting Person's family(3)
Class B Common Stock (1) (1) (2) Class A Common Stock 25,281.4 25,281.4(4) I Held as trustee of trusts for Esther K. Barry's family(5)
Class B Common Stock (1) (1) (2) Class A Common Stock 25,281.4 25,281.4(4) I Held as trustee of trusts for Lucy K. Kalian's family(6)
Class B Common Stock (1) (1) (2) Class A Common Stock 25,281.4 25,281.4(4) I Held as trustee of trusts for Nadia K. Rodriguez's family(7)
Class B Common Stock (1) (1) (2) Class A Common Stock 25,281.4 25,281.4(4) I Held as trustee of trusts for Sossie K. Najarian's family(8)
Class B Common Stock (1) (1) (2) Class A Common Stock 50,507.51 50,507.51 I Held by Ara K. Hovnanian Family 1994 long-term trusts(9)
Class B Common Stock (1) (1) (2) Class A Common Stock 5,125.28 5,125.28 I Held by Reporting Person through partnership interests in the Limited Partnership.
Class B Common Stock (1) (1) (2) Class A Common Stock 38,736.694 38,736.694(4) I Held by trusts for Esther K. Barry's family(10)
Class B Common Stock (1) (1) (2) Class A Common Stock 42,034.92 42,034.92(4) I Held by trusts for Kevork S. Hovnanian's family(11)
Class B Common Stock (1) (1) (2) Class A Common Stock 38,777.8564 38,777.8564(4) I Held by trusts for Lucy K. Kalian's family(12)
Class B Common Stock (1) (1) (2) Class A Common Stock 22,849.1972 22,849.1972(4) I Held by trusts for Nadia K. Rodriguez's family(13)
Class B Common Stock (1) (1) (2) Class A Common Stock 33,256.3364 33,256.3364(4) I Held by trusts for Sossie K. Najarian's family(14)
Class B Common Stock (1) (1) (2) Class A Common Stock 812 812 I Held by wife
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. Held by Ara K. Hovnanian 2012 Trust, of which the reporting person is trustee, including shares held through a limited liability company interest in the Hovnanian Family 2012 LLC (the "2012 LLC")
4. 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
5. Held by trusts for the benefit of the family of Esther K. Barry, of which the reporting person is a trustee and has a potential remainder interest, including shares held through a limited liability interest in the 2012 LLC
6. Held by trusts for the benefit of the family of Lucy K. Kalian, of which the reporting person is a trustee and has a potential remainder interest, including shares held through a limited liability interest in the 2012 LLC
7. Held by trusts for the benefit of the family of Nadia K. Rodriguez, of which the reporting person is a trustee and has a potential remainder interest, including shares held through a limited liability interest in the 2012 LLC
8. Held by trust for the benefit of the family of Sossie K. Najarian, of which the reporting person is a trustee and has a potential remainder interest, through a limited liability company interest in the 2012 LLC
9. Held by The Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee
10. Held by The Esther K. Barry Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
11. Held by trusts for the benefit of the family of Kevork S. Hovnanian, of which the reporting person is a trustee and has a potential remainder interest
12. Held by The Lucy K. Kalian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
13. Held by The Nadia K. Rodriguez Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
14. Held by The Sossie K. Najarian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
Elizabeth D. Tice Attorney-in-Fact 11/04/2025
** 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.

FAQ

What did HOV disclose in this Form 4?

An insider transaction on 10/31/2025 by Ara K. Hovnanian, involving derivative securities where Class B is immediately convertible into Class A.

How many shares were tied to the reported transaction for HOV?

The filing lists 13,100 shares of Class A Common Stock at $120.23 in connection with the transaction.

What does the Form 4 say about the insider’s ownership after the transaction?

It shows 278,814 derivative securities beneficially owned directly following the reported activity.

What is the significance of HOV’s Class B Common Stock in the filing?

Footnotes state Class B Common Stock is immediately convertible into an equal number of Class A Common Stock, with no expiration date.

Are there indirect holdings reported by the HOV insider?

Yes. The filing lists multiple trust-related positions, including 157,434.56 shares for the reporting person’s family and 50,507.51 shares held by a 1994 long-term trust.

Does the Form 4 include any disclaimers of beneficial ownership?

Yes. The filing states the reporting person disclaims beneficial ownership of certain trust-held securities except for potential pecuniary interest.
Hovnanian Enterprises Inc

NYSE:HOV

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708.53M
4.78M
7.06%
62.83%
5.17%
Residential Construction
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United States
MATAWAN