Ara K. Hovnanian - Jun 11, 2021 Form 4 Insider Report for HOVNANIAN ENTERPRISES INC (HOV)

Signature
Nancy A. Marrazzo Attorney-in-Fact
Stock symbol
HOV
Transactions as of
Jun 11, 2021
Transactions value $
-$628,191
Form type
4
Date filed
6/15/2021, 06:54 PM
Previous filing
Jun 11, 2021
Next filing
Aug 3, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HOV Performance Share Units (2021) Award $0 +22.4K $0.00 22.4K Jun 11, 2021 Class A Common Stock 22.4K Direct F1, F2, F3, F4
transaction HOV Class B Common Stock Options Exercise $0 +18K +16.67% $0.00 126K Jun 14, 2021 Class A Common Stock 18K Direct F5, F6, F7
transaction HOV Class B Common Stock Tax liability -$628K -7.08K -5.62% $88.69 119K Jun 14, 2021 Class A Common Stock 7.08K Direct F5, F7
transaction HOV Market Share Units Options Exercise $0 -9K -25% $0.00 27K Jun 14, 2021 Class A Common Stock 9K Direct F6, F8, F9, F10, F11
holding HOV Class B Common Stock 5.33K Jun 11, 2021 Class A Common Stock 5.33K Held as trustee for daughter Serena F5, F7
holding HOV Class B Common Stock 5.33K Jun 11, 2021 Class A Common Stock 5.33K Held as trustee for son Alexander F5, F7
holding HOV Class B Common Stock 160 Jun 11, 2021 Class A Common Stock 160 Held as trustee of the Alexander Hovnanian Trust F5, F7
holding HOV Class B Common Stock 160 Jun 11, 2021 Class A Common Stock 160 Held as trustee of the Alton Hovnanian Trust F5, F7
holding HOV Class B Common Stock 163K Jun 11, 2021 Class A Common Stock 163K Held as trustee of trust for Reporting Person's family F5, F7, F12
holding HOV Class B Common Stock 31.1K Jun 11, 2021 Class A Common Stock 31.1K Held as trustee of trusts for Esther K. Barry's family F5, F7, F13, F14
holding HOV Class B Common Stock 31.1K Jun 11, 2021 Class A Common Stock 31.1K Held as trustee of trusts for Lucy K. Kalian's family F5, F7, F13, F15
holding HOV Class B Common Stock 31.1K Jun 11, 2021 Class A Common Stock 31.1K Held as trustee of trusts for Nadia K. Rodriguez's family F5, F7, F13, F16
holding HOV Class B Common Stock 31.1K Jun 11, 2021 Class A Common Stock 31.1K Held as trustee of trusts for Sossie K. Najarian's family F5, F7, F13, F17
holding HOV Class B Common Stock 56.8K Jun 11, 2021 Class A Common Stock 56.8K Held by Ara K. Hovnanian Family 1994 long-term trusts F5, F7, F18
holding HOV Class B Common Stock 5.13K Jun 11, 2021 Class A Common Stock 5.13K Held by Reporting Person through partnership interests in the Limited Partnership. F5, F7
holding HOV Class B Common Stock 38.7K Jun 11, 2021 Class A Common Stock 38.7K Held by trusts for Esther K. Barry's family F5, F7, F13, F19
holding HOV Class B Common Stock 42K Jun 11, 2021 Class A Common Stock 42K Held by trusts for Kevork S. Hovnanian's family F5, F7, F13, F20
holding HOV Class B Common Stock 38.8K Jun 11, 2021 Class A Common Stock 38.8K Held by trusts for Lucy K. Kalian's family F5, F7, F13, F21
holding HOV Class B Common Stock 22.8K Jun 11, 2021 Class A Common Stock 22.8K Held by trusts for Nadia K. Rodriguez's family F5, F7, F13, F22
holding HOV Class B Common Stock 33.3K Jun 11, 2021 Class A Common Stock 33.3K Held by trusts for Sossie K. Najarian's family F5, F7, F13, F23
holding HOV Class B Common Stock 812 Jun 11, 2021 Class A Common Stock 812 Held by wife F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Vested Performance Share Units convert into Class B Common Stock (as defined below) on a one-for-one basis
F2 These Performance Share Units vest based on satisfaction of service vesting conditions through June 11, 2024 to the extent of the achievement of specified performance criteria over a performance period ending on April 30, 2022
F3 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 (as defined below) on a one-for-one basis.
F4 The number of shares of Class B Common Stock that would be received upon vesting of the Performance Share Units will vary from 50% to 200% of the number shown depending on the achievement of certain performance criteria during the relevant performance period
F5 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")
F6 On June 14, 2021, 9,000 Market Share Units vested and converted into 18,000 shares of Class B Common Stock pursuant to the terms of the award granted on June 14, 2019
F7 No expiration date
F8 Shares of Class B Common Stock received upon vesting convert to Class A Common Stock on a one-for-one basis
F9 The Market Share Units vest, if at all and to the extent of specified market performance of the Class A Common Stock over each relevant vesting period, in four equal installments beginning on June 14, 2021
F10 Upon, and to the extent of, vesting of the Market 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.
F11 The number of shares of Class B Common Stock that would be received upon vesting of the Market Share Units, if any, may vary from 50% to 200% of the number shown depending on the market performance of the Class A Common Stock over each relevant vesting period
F12 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")
F13 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
F14 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
F15 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
F16 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
F17 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
F18 Held by Ara K. Hovnanian Family 1994 long-term trusts, of which the reporting person is trustee, including shares held through a partnership interest in the Kevork S. Hovnanian Family Limited Partnership (the "Limited Partnership")
F19 Held by Esther K. Barry Family 1994 long-term trusts, of which the reporting person is a trustee and has a potential remainder interest, through a partnership interest in the Limited Partnership
F20 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
F21 Held by Lucy K. Kalian Family 1994 long-term trusts, of which the reporting person is a trustee and has a potential remainder interest, through a partnership interest in the Limited Partnership
F22 Held by Nadia K. Rodriguez Family 1994 long-term trusts, of which the reporting person is a trustee and has a potential remainder interest, through a partnership interest in the Limited Partnership
F23 Held by Sossie K. Najarian Family 1994 long-term trusts, of which the reporting person is a trustee and has a potential remainder interest, through a partnership interest in the Limited Partnership