0001225208-18-016824.txt : 20181218 0001225208-18-016824.hdr.sgml : 20181218 20181218175538 ACCESSION NUMBER: 0001225208-18-016824 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181214 FILED AS OF DATE: 20181218 DATE AS OF CHANGE: 20181218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOVNANIAN ARA K CENTRAL INDEX KEY: 0000938549 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-32447 FILM NUMBER: 181241580 MAIL ADDRESS: STREET 1: 10 HIGHWAY 35 STREET 2: PO BOX 500 CITY: RED BANK STATE: NJ ZIP: 07701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HOVNANIAN ENTERPRISES INC CENTRAL INDEX KEY: 0000357294 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 221851059 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 BUSINESS ADDRESS: STREET 1: 110 WEST FRONT STREET STREET 2: PO BOX 500 CITY: RED BANK STATE: NJ ZIP: 07701 BUSINESS PHONE: 7327477800 MAIL ADDRESS: STREET 1: 110 WEST FRONT STREET PO BOX 500 STREET 2: 110 WEST FRONT STREET PO BOX 500 CITY: RED BANK STATE: NJ ZIP: 07701 4 1 doc4.xml X0306 4 2018-12-14 0000357294 HOVNANIAN ENTERPRISES INC HOV 0000938549 HOVNANIAN ARA K 90 MATAWAN ROAD, FIFTH FLOOR MATAWAN NJ 07747 1 1 1 Chairman of Bd., Pres. & CEO Class B Common Stock 2018-12-11 5 G 0 50000.0000 0.0000 D Class A Common Stock 50000.0000 1250206.0000 D Class B Common Stock 2018-12-14 4 A 0 121603.0000 0.0000 A Class A Common Stock 121603.0000 1371809.0000 D Market Share Units (Performance) 2018-12-14 4 A 0 150000.0000 0.0000 A 2021-06-10 Class A Common Stock 150000.0000 150000.0000 D Market Share Units (Performance) 2018-12-14 4 A 0 150000.0000 0.0000 A 2021-06-10 Class A Common Stock 150000.0000 300000.0000 D Class B Common Stock 2018-12-11 5 G 0 25000.0000 0.0000 A Class A Common Stock 25000.0000 200150.0000 I Held by daughter Serena Class B Common Stock Class A Common Stock 133210.0000 133210.0000 I Held as trustee for daughter Serena Class B Common Stock Class A Common Stock 133210.0000 133210.0000 I Held as trustee for son Alexander Class B Common Stock Class A Common Stock 2204378.0000 2204378.0000 I Held as trustee of the 2012 Marital Trust Class B Common Stock Class A Common Stock 4000.0000 4000.0000 I Held as trustee of the Alexander Hovnanian Trust Class B Common Stock Class A Common Stock 4000.0000 4000.0000 I Held as trustee of the Alton Hovnanian Trust Class B Common Stock Class A Common Stock 776679.0000 776679.0000 I Held as trustee of trust for Reporting Person's family Class B Common Stock Class A Common Stock 776679.0000 776679.0000 I Held as trustee of trusts for Esther K. Barry's family Class B Common Stock Class A Common Stock 776679.0000 776679.0000 I Held as trustee of trusts for Lucy K. Kalian's family Class B Common Stock Class A Common Stock 776679.0000 776679.0000 I Held as trustee of trusts for Nadia K. Rodriguez's family Class B Common Stock Class A Common Stock 776679.0000 776679.0000 I Held as trustee of trusts for Sossie K. Najarian's family Class B Common Stock Class A Common Stock 1328509.9900 1328509.9900 I Held by Ara K. Hovnanian Family 1994 long-term trusts Class B Common Stock Class A Common Stock 128132.0000 128132.0000 I Held by Reporting Person through partnership interests in the Limited Partnership. Class B Common Stock Class A Common Stock 877266.0100 877266.0100 I Held by trusts for Esther K. Barry's family Class B Common Stock Class A Common Stock 1050873.0000 1050873.0000 I Held by trusts for Kevork S. Hovnanian's family Class B Common Stock Class A Common Stock 878295.0700 878295.0700 I Held by trusts for Lucy K. Kalian's family Class B Common Stock Class A Common Stock 480078.5900 480078.5900 I Held by trusts for Nadia K. Rodriguez's family Class B Common Stock Class A Common Stock 740257.0700 740257.0700 I Held by trusts for Sossie K. Najarian's family Class B Common Stock Class A Common Stock 20300.0000 20300.0000 I Held by wife 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") No expiration date The date of the transaction represents the date on which the financial performance criteria of a previously granted long-term incentive plan ("LTIP") award were determined to have been satisfied Represents the number of shares determined to have been earned for the share portion of the LTIP award The share portion of the LTIP award vests as follows: (a) 71,297 shares vest on October 31, 2019, and (b) 50,306 shares vest on October 31, 2020. N/A Shares of Class B Common Stock received upon vesting are immediately convertible into Class A Common Stock on a one-for-one basis The date of the transaction represents the date on which the financial performance criteria of previously granted Market Share Units were determined to have been satisfied 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, 2019, June 10, 2019, June 10, 2020 and June 10, 2021 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. 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 175% of the number shown depending on the market performance of the Class A Common Stock over each relevant vesting period Held by the 2012 Marital Trust, of which the reporting person is a trustee and has a potential remainder interest, through a limited liability company interest in the Hovnanian Family 2012 L.L.C. (the "2012 LLC") Held by Ara K. Hovnanian 2012 Trust, of which the reporting person is trustee, through a limited liability company interest in the 2012 L.L.C. 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 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 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 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 Held by trusts for the benefit of the family of Sossie K. Najarian, 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 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") 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 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 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 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 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 Nancy A. Marrazzo Attorney-in-Fact 2018-12-18