Hovnanian director has 534 shares withheld for taxes

Hovnanian Enterprises director Robin Stone Sellers reported a routine tax-related share withholding.

Rhea-AI Filing Summary

Hovnanian Enterprises director Robin Stone Sellers reported a routine tax-related share withholding. On distribution of vested restricted stock units, 534 shares of Class A Common Stock were withheld and returned to the company at $114.00 per share to cover estimated taxes. Following this disposition to the issuer, Sellers directly holds 17,096 shares of Class A Common Stock.

Insider Trade Summary

Disposition: 534 shares

Disposition 1 txn

Insider Sellers Robin Stone

Role Director

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

Holdings After Transaction: Class A Common Stock — 17,096 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

Shares withheld for taxes: 534 shares Per-share value: $114.00 per share Shares held after transaction: 17,096 shares +2 more

5 metrics

Shares withheld for taxes 534 shares Disposition to issuer to cover estimated tax liability

Per-share value $114.00 per share Value used for the 534-share disposition

Shares held after transaction 17,096 shares Class A Common Stock directly owned post-transaction

Transaction code D (Disposition to issuer) Non-derivative transaction type reported on Form 4

Transaction date June 9, 2026 Date of tax-related share withholding event

Key Terms

restricted stock units, Rule 16b-3, tax liability, Class A Common Stock

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 under the Securities Exchange Act"

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.

tax liability financial

"to cover the Reporting Person's estimated tax liability in connection with the distribution of shares"

Class A Common Stock financial

"Reflects the withholding of shares of Class A Common Stock, par value $.01 per share"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did HOV director Robin Stone Sellers report?

Robin Stone Sellers reported a disposition of shares back to Hovnanian Enterprises. 534 Class A Common shares were withheld and returned to the issuer to cover estimated tax liabilities arising from the distribution of vested restricted stock units, rather than being sold in the open market.

How many HOV shares were withheld for taxes in this Form 4 filing?

The filing shows 534 shares of Hovnanian Enterprises Class A Common Stock were withheld. These shares covered the reporting person’s estimated tax liability from the distribution of shares tied to vested restricted stock units, and were approved under Rule 16b-3 by the board.

At what price were the withheld HOV shares valued in the transaction?

The 534 withheld shares were valued at $114.00 per share. This price is used in the Form 4 to describe the disposition back to the issuer for tax withholding purposes, connected to the settlement of vested restricted stock units in Class A Common Stock.

How many HOV shares does Robin Stone Sellers hold after this transaction?

After the tax-related share withholding, Robin Stone Sellers directly holds 17,096 shares of Hovnanian Enterprises Class A Common Stock. This post-transaction balance reflects only the reduction from the 534 shares withheld to satisfy estimated tax obligations on vested restricted stock units.

Was this HOV insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The Form 4 and footnote explain that 534 shares were withheld and returned to the issuer solely to cover estimated tax liability from vested restricted stock units, under board-approved arrangements pursuant to Rule 16b-3.

What type of security is involved in Robin Stone Sellers’ HOV Form 4?

The transaction involves Hovnanian Enterprises Class A Common Stock, par value $0.01 per share, described as non-cumulative. The shares were issued in connection with vested restricted stock units and then partially withheld to satisfy estimated tax obligations owed by the reporting person.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/11/2026 - 08:46 AM EDT 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^*

Sellers Robin Stone

(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	17,096	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)