Hovnanian CEO exercises options, withholds shares for tax
Hovnanian Enterprises Inc. Chairman and CEO Ara K. Hovnanian exercised stock options and had shares withheld for taxes.
Rhea-AI Filing Summary
Hovnanian Enterprises Inc. Chairman and CEO Ara K. Hovnanian exercised stock options and had shares withheld for taxes. On 2026-05-22, he exercised derivative securities to acquire a total of 10000 shares of Class B Common Stock at an exercise price of $56.75 per share and used 3603 shares of Class B Common Stock, valued at $105.23 per share, to satisfy tax obligations. Following these compensation-related transactions, he directly holds 337722 shares of Class B Common Stock, in addition to multiple indirect holdings through family trusts and related entities. No open‑market purchases or sales are reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
10,000 shares exercised/converted
Exercise
20 txns
Insider
HOVNANIAN ARA K
Role
Chairman of the Board & CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Class B Common Stock | 5,000 | $56.75 | $284K |
| Exercise Price or Tax Liability | Class B Common Stock | 3,603 | $105.23 | $379K |
| Exercise | Option to purchase Class B Common Stock | 5,000 | $0.00 | $0.00 |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 334,119 contracts (Direct);
Option to purchase Class B Common Stock — 5,000 contracts (Direct);
Class B Common Stock — 5,328.4 contracts (Indirect, Held as trustee for daughter Serena);
Class B Common Stock — 5,328.4 contracts (Indirect, Held as trustee for son Alexander);
Class B Common Stock — 160 contracts (Indirect, Held as trustee of the Alexander Hovnanian Trust);
Class B Common Stock — 160 contracts (Indirect, Held as trustee of the Alton Hovnanian Trust);
Class B Common Stock — 157,434.56 contracts (Indirect, Held as trustee of trust for Reporting Person's family);
Class B Common Stock — 25,281.4 contracts (Indirect, Held as trustee of trusts for Esther K. Barry's family);
Class B Common Stock — 25,281.4 contracts (Indirect, Held as trustee of trusts for Lucy K. Kalian's family);
Class B Common Stock — 25,281.4 contracts (Indirect, Held as trustee of trusts for Nadia K. Rodriguez's family);
Class B Common Stock — 25,281.4 contracts (Indirect, Held as trustee of trusts for Sossie K. Najarian's family);
Class B Common Stock — 50,507.51 contracts (Indirect, Held by Ara K. Hovnanian Family 1994 long-term trusts);
Class B Common Stock — 5,125.28 contracts (Indirect, Held by Reporting Person through partnership interests in the Limited Partnership.);
Class B Common Stock — 38,736.694 contracts (Indirect, Held by trusts for Esther K. Barry's family);
Class B Common Stock — 42,034.92 contracts (Indirect, Held by trusts for Kevork S. Hovnanian's family);
Class B Common Stock — 38,777.8564 contracts (Indirect, Held by trusts for Lucy K. Kalian's family);
Class B Common Stock — 22,849.1972 contracts (Indirect, Held by trusts for Nadia K. Rodriguez's family);
Class B Common Stock — 33,256.3364 contracts (Indirect, Held by trusts for Sossie K. Najarian's family);
Class B Common Stock — 812 contracts (Indirect, Held by wife)
Footnotes (16)
- F1. 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")
- F2. No expiration date
- F3. Adjusted for the Issuer's 1-for-25 reverse stock split with respect to the Class A Common Stock and Class B Common Stock that occurred on March 29, 2019
- F4. N/A
- F5. 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")
- F6. 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
- F7. 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
- F8. 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
- F9. 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
- F10. 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
- F11. Held by The Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee
- F12. 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
- F13. 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
- F14. 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
- F15. 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
- F16. 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
Key Figures
Options exercised: 5000 shares at $56.75
Additional derivative exercise: 5000 shares
Tax-withholding shares: 3603 shares at $105.23
+5 more
8 metrics
Options exercised
5000 shares at $56.75
Option to purchase Class B Common Stock exercised on 2026-05-22
Additional derivative exercise
5000 shares
Derivative exercise/conversion into Class B Common Stock on 2026-05-22
Tax-withholding shares
3603 shares at $105.23
Shares delivered to satisfy tax liability on 2026-05-22
Direct Class B holdings after transactions
337722 shares
Post-transaction direct ownership on 2026-05-22
Family 1994 long-term trust holding
50507.5100 underlying shares
Held by Ara K. Hovnanian Family 1994 Long-Term Trust
Trust for reporting person’s family
157434.5600 underlying shares
Held as trustee of trust for reporting person’s family
Tax-withholding count
1 transaction, 3603 shares
Summary of F-code dispositions
Derivative exercises summary
2 exercises, 10000 shares
Exercise of derivative securities on 2026-05-22
Key Terms
Class B Common Stock, Class A Common Stock, derivative exercise/conversion, tax-withholding disposition, +2 more
6 terms
Class B Common Stock financial
"The Class B Common Stock, par value $.01 per share, non-cumulative"
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.
Class A Common Stock financial
"immediately convertible into an equal number of shares of Class A Common Stock"
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.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
tax-withholding disposition financial
"transaction_action": "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.
reverse stock split financial
"Adjusted for the Issuer's 1-for-25 reverse stock split"
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of these securities"
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.
FAQ
What did HOV (Hovnanian Enterprises) insider Ara K. Hovnanian do in this Form 4?
Ara K. Hovnanian exercised derivative securities to acquire 10000 shares of Class B Common Stock and had 3603 shares withheld to cover tax obligations. These are compensation-related transactions rather than open-market trades, reflecting option exercises tied to his role.
Were there any open-market buys or sells of HOV stock reported by Ara K. Hovnanian?
No open-market purchases or sales were reported. The activity consists of option exercises coded as “M” and a tax-withholding disposition coded as “F,” where 3603 shares were delivered to satisfy tax or exercise obligations rather than traded on the open market.
What is the exercise price on Ara K. Hovnanian’s HOV stock options in this report?
The derivative securities were exercised at an exercise price of $56.75 per share into 5000 underlying shares of Class A or Class B Common Stock. This price represents the pre-set strike level for the options, not the prevailing market price on the transaction date.
What indirect HOV holdings are associated with Ara K. Hovnanian and his family?
The report lists numerous indirect interests in Class B Common Stock held by his wife and by trusts for the benefit of various family members, including long-term family trusts and 2012 LLC-related structures, with each trust holding specified blocks of underlying Class A Common Stock equivalents.
AI-generated analysis. How Rhea-AI works. Not financial advice.
