Ara K. Hovnanian - Jan 3, 2022 Form 4 Insider Report for HOVNANIAN ENTERPRISES INC (HOV)

Signature
Elizabeth D. Tice Attorney-in-Fact
Stock symbol
HOV
Transactions as of
Jan 3, 2022
Transactions value $
-$857,872
Form type
4
Date filed
1/5/2022, 03:25 PM
Previous filing
Dec 15, 2021
Next filing
Jan 11, 2022

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 Class B Common Stock Options Exercise $0 +9K +3.87% $0.00 242K Jan 3, 2022 Class A Common Stock 9K Direct F1, F2, F3
transaction HOV Class B Common Stock Options Exercise $0 +9K +3.72% $0.00 251K Jan 3, 2022 Class A Common Stock 9K Direct F1, F2, F3
transaction HOV Class B Common Stock Tax liability -$858K -7.08K -2.82% $121.10 244K Jan 3, 2022 Class A Common Stock 7.08K Direct F1, F3
transaction HOV Market Share Units (Performance) Options Exercise $0 -4.5K -12.5% $0.00 31.5K Jan 3, 2022 Class A Common Stock 4.5K Direct F2, F4, F5, F6, F7
transaction HOV Market Share Units (Performance) Options Exercise $0 -4.5K -14.29% $0.00 27K Jan 3, 2022 Class A Common Stock 4.5K Direct F2, F4, F5, F6, F7
holding HOV Class B Common Stock 5.33K Jan 3, 2022 Class A Common Stock 5.33K Held as trustee for daughter Serena F1, F3
holding HOV Class B Common Stock 5.33K Jan 3, 2022 Class A Common Stock 5.33K Held as trustee for son Alexander F1, F3
holding HOV Class B Common Stock 160 Jan 3, 2022 Class A Common Stock 160 Held as trustee of the Alexander Hovnanian Trust F1, F3
holding HOV Class B Common Stock 160 Jan 3, 2022 Class A Common Stock 160 Held as trustee of the Alton Hovnanian Trust F1, F3
holding HOV Class B Common Stock 157K Jan 3, 2022 Class A Common Stock 157K Held as trustee of trust for Reporting Person's family F1, F3, F8
holding HOV Class B Common Stock 25.3K Jan 3, 2022 Class A Common Stock 25.3K Held as trustee of trusts for Esther K. Barry's family F1, F3, F9, F10
holding HOV Class B Common Stock 25.3K Jan 3, 2022 Class A Common Stock 25.3K Held as trustee of trusts for Lucy K. Kalian's family F1, F3, F9, F11
holding HOV Class B Common Stock 25.3K Jan 3, 2022 Class A Common Stock 25.3K Held as trustee of trusts for Nadia K. Rodriguez's family F1, F3, F9, F12
holding HOV Class B Common Stock 25.3K Jan 3, 2022 Class A Common Stock 25.3K Held as trustee of trusts for Sossie K. Najarian's family F1, F3, F9, F13
holding HOV Class B Common Stock 82.4K Jan 3, 2022 Class A Common Stock 82.4K Held by 2021 Trusts F1, F3, F9, F14
holding HOV Class B Common Stock 50.5K Jan 3, 2022 Class A Common Stock 50.5K Held by Ara K. Hovnanian Family 1994 long-term trusts F1, F3, F15
holding HOV Class B Common Stock 5.13K Jan 3, 2022 Class A Common Stock 5.13K Held by Reporting Person through partnership interests in the Limited Partnership. F1, F3
holding HOV Class B Common Stock 38.7K Jan 3, 2022 Class A Common Stock 38.7K Held by trusts for Esther K. Barry's family F1, F3, F9, F16
holding HOV Class B Common Stock 42K Jan 3, 2022 Class A Common Stock 42K Held by trusts for Kevork S. Hovnanian's family F1, F3, F9, F17
holding HOV Class B Common Stock 38.8K Jan 3, 2022 Class A Common Stock 38.8K Held by trusts for Lucy K. Kalian's family F1, F3, F9, F18
holding HOV Class B Common Stock 22.8K Jan 3, 2022 Class A Common Stock 22.8K Held by trusts for Nadia K. Rodriguez's family F1, F3, F9, F19
holding HOV Class B Common Stock 33.3K Jan 3, 2022 Class A Common Stock 33.3K Held by trusts for Sossie K. Najarian's family F1, F3, F9, F20
holding HOV Class B Common Stock 812 Jan 3, 2022 Class A Common Stock 812 Held by wife F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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 On January 3, 2022, 4,500 Market Share Units converted into 9,000 shares of Class B Common Stock pursuant to the terms of the award granted on June 14, 2019 that was subject to additional financial performance criteria that was determined to have been satisfied on December 13, 2021.
F3 No expiration date
F4 Shares of Class B Common Stock received upon vesting are immediately convertible into Class A Common Stock on a one-for-one basis.
F5 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 on the following vesting dates: January 1, 2022, June 14, 2022, June 14, 2023 and June 14, 2024.
F6 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.
F7 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.
F8 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")
F9 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
F10 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
F11 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
F12 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
F13 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
F14 Held by trusts for the benefit of the reporting person's family (the "2021 trusts"), of which the reporting person is the investment trustee.
F15 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")
F16 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
F17 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
F18 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
F19 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
F20 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