STOCK TITAN

Hovnanian (HOV) CFO exercises 3,000 options; 1,109 shares withheld for tax

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

Rhea-AI Filing Summary

Hovnanian Enterprises CFO Brad G. O'Connor reported routine equity compensation activity involving company stock. On May 27, 2026, he exercised employee stock options to acquire a total of 3,000 shares of Class A Common Stock at an exercise price of $42.50 per share. In connection with this, a total of 1,109 shares of Class A Common Stock were disposed of at $115.095 per share to cover tax liabilities, which is reflected by transaction code F for tax-withholding dispositions. These entries show option exercises and related tax payments, with no open‑market purchases or sales reported in this filing.

Positive

  • None.

Negative

  • None.
Insider O'Connor Brad G
Role CFO
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) 1,000 $0.00 --
Exercise Employee Stock Option (right to buy) 2,000 $0.00 --
Exercise Class A Common Stock 2,000 $42.50 $85K
Exercise Class A Common Stock 1,000 $42.50 $43K
Tax Withholding Class A Common Stock 370 $115.095 $43K
Tax Withholding Class A Common Stock 739 $115.095 $85K
Holdings After Transaction: Employee Stock Option (right to buy) — 2,000 shares (Direct, null); Class A Common Stock — 39,298 shares (Direct, null)
Footnotes (1)
  1. Adjusted for the Issuer's 1-for-25 reverse stock split with respect to the Class A Common Stock, par value $.01 per share, non-cumulative ("Class A Common Stock"), that occurred on March 29, 2019. The option is fully vested N/A
Options exercised 3,000 shares Employee stock options exercised on May 27, 2026
Tax-withholding shares 1,109 shares Shares disposed to cover tax liabilities on May 27, 2026
Option exercise price $42.50 per share Exercise price for employee stock options
Tax-withholding price $115.095 per share Price used for tax-withholding share dispositions
Employee Stock Option (right to buy) financial
"security_title: "Employee Stock Option (right to buy)""
reverse stock split financial
"Adjusted for the Issuer's 1-for-25 reverse stock split with respect to the Class A Common Stock"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
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.
derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Class A Common Stock financial
"security_title: "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.
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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*
O'Connor Brad G

(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)
CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
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
Class A Common Stock05/27/2026M2,000A$42.539,298D
Class A Common Stock05/27/2026M1,000A$42.540,298D
Class A Common Stock05/27/2026F370D$115.09539,928D
Class A Common Stock05/27/2026F739D$115.09539,189D
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
Employee Stock Option (right to buy)$42.5(1)05/27/2026M1,000 (2)06/09/2026Class A Common Stock1,000(1)$0.0000(3)2,000D
Employee Stock Option (right to buy)$42.5(1)05/27/2026M2,000 (2)06/09/2026Class A Common Stock2,000(1)$0.0000(3)0.0000D
Explanation of Responses:
1. Adjusted for the Issuer's 1-for-25 reverse stock split with respect to the Class A Common Stock, par value $.01 per share, non-cumulative ("Class A Common Stock"), that occurred on March 29, 2019.
2. The option is fully vested
3. N/A
Elizabeth D. Tice Attorney-in-Fact05/29/2026
** 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)

FAQ

What insider transactions did HOV (Hovnanian Enterprises) report for its CFO?

Hovnanian Enterprises CFO Brad G. O'Connor exercised employee stock options for 3,000 Class A shares and had 1,109 shares withheld to cover taxes. All transactions occurred on May 27, 2026 and were related to equity compensation rather than open-market trading.

How many HOV shares did the CFO acquire through option exercises?

The CFO exercised employee stock options covering 3,000 shares of Hovnanian Enterprises Class A Common Stock. These exercises are coded M, indicating derivative exercises at a set price, and reflect converting options into actual shares as part of his compensation package.

What was the exercise price for the CFO’s HOV employee stock options?

The reported employee stock options were exercised at an exercise price of $42.50 per share. This fixed price applies to the 3,000 underlying Class A Common shares and is separate from the higher market price used for the tax-withholding share dispositions.

Why were 1,109 HOV shares disposed of in the CFO’s Form 4 filing?

A total of 1,109 Class A Common shares were disposed of to satisfy tax liabilities related to the option exercises. These are coded F, meaning payment of tax obligations by delivering shares, and they are not open-market sales initiated for investment reasons.

Were any of the HOV CFO’s transactions open-market buys or sells?

No open-market purchases or sales were reported for the CFO in this Form 4. The filing only shows option exercises (code M) and tax-withholding dispositions (code F), which are compensation-related and driven by tax obligations rather than discretionary trading decisions.

What do codes M and F mean in the HOV CFO’s Form 4 transactions?

Code M indicates the exercise or conversion of a derivative security, such as employee stock options, into common shares. Code F denotes shares disposed of to pay the exercise price or related tax liabilities, typically through share withholding rather than market sales.