0001225208-23-006743.txt : 20230612 0001225208-23-006743.hdr.sgml : 20230612 20230612180310 ACCESSION NUMBER: 0001225208-23-006743 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230608 FILED AS OF DATE: 20230612 DATE AS OF CHANGE: 20230612 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: 001-08551 FILM NUMBER: 231009628 MAIL ADDRESS: STREET 1: 90 MATAWAN ROAD, FIFTH FLOOR CITY: MATAWAN STATE: NJ ZIP: 07747 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: 90 MATAWAN ROAD, 5TH FLOOR CITY: MATAWAN STATE: NJ ZIP: 07747 BUSINESS PHONE: 7327477800 MAIL ADDRESS: STREET 1: 90 MATAWAN ROAD, 5TH FLOOR CITY: MATAWAN STATE: NJ ZIP: 07747 4 1 doc4.xml X0407 4 2023-06-08 0000357294 HOVNANIAN ENTERPRISES INC HOV 0000938549 HOVNANIAN ARA K C/O HOVNANIAN ENTERPRISES, INC. 90 MATAWAN ROAD MATAWAN NJ 07747 1 1 1 Chairman of Bd., Pres. & CEO 0 Class B Common Stock 2023-06-08 4 M 0 4952.0000 0.0000 A Class A Common Stock 4952.0000 268484.0000 D Class B Common Stock 2023-06-08 4 M 0 4952.0000 0.0000 A Class A Common Stock 4952.0000 273436.0000 D Class B Common Stock 2023-06-08 4 F 0 3899.0000 91.0000 D Class A Common Stock 3899.0000 269537.0000 D Market Share Units 2023-06-08 4 M 0 3000.0000 0.0000 D 2023-06-08 Class A Common Stock 3000.0000 0.0000 D Market Share Units (Performance) 2023-06-08 4 M 0 3000.0000 0.0000 D 2023-06-08 Class A Common Stock 3000.0000 0.0000 D Class B Common Stock Class A Common Stock 5328.4000 5328.4000 I Held as trustee for daughter Serena Class B Common Stock Class A Common Stock 5328.4000 5328.4000 I Held as trustee for son Alexander Class B Common Stock Class A Common Stock 160.0000 160.0000 I Held as trustee of the Alexander Hovnanian Trust Class B Common Stock Class A Common Stock 160.0000 160.0000 I Held as trustee of the Alton Hovnanian Trust Class B Common Stock Class A Common Stock 157434.5600 157434.5600 I Held as trustee of trust for Reporting Person's family Class B Common Stock Class A Common Stock 25281.4000 25281.4000 I Held as trustee of trusts for Esther K. Barry's family Class B Common Stock Class A Common Stock 25281.4000 25281.4000 I Held as trustee of trusts for Lucy K. Kalian's family Class B Common Stock Class A Common Stock 25281.4000 25281.4000 I Held as trustee of trusts for Nadia K. Rodriguez's family Class B Common Stock Class A Common Stock 25281.4000 25281.4000 I Held as trustee of trusts for Sossie K. Najarian's family Class B Common Stock Class A Common Stock 50507.5100 50507.5100 I Held by Ara K. Hovnanian Family 1994 long-term trusts Class B Common Stock Class A Common Stock 5125.2800 5125.2800 I Held by Reporting Person through partnership interests in the Limited Partnership. Class B Common Stock Class A Common Stock 38736.6940 38736.6940 I Held by trusts for Esther K. Barry's family Class B Common Stock Class A Common Stock 42034.9200 42034.9200 I Held by trusts for Kevork S. Hovnanian's family Class B Common Stock Class A Common Stock 38777.8564 38777.8564 I Held by trusts for Lucy K. Kalian's family Class B Common Stock Class A Common Stock 22849.1972 22849.1972 I Held by trusts for Nadia K. Rodriguez's family Class B Common Stock Class A Common Stock 33256.3364 33256.3364 I Held by trusts for Sossie K. Najarian's family Class B Common Stock Class A Common Stock 812.0000 812.0000 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") On June 8, 2022, 3,000 Market Share Units vested and converted into 4,952 shares of Class B Common Stock pursuant to the terms of the award granted on June 8, 2018 that was subject to additional financial performance criteria that was determined to have been satisfied on December 15, 2020 No expiration date On June 8, 2022, 3,000 Market Share Units vested and converted into 4,952 shares of Class B Common Stock pursuant to the terms of the award granted on June 8, 2018 Shares of Class B Common Stock received upon vesting are immediately convertible into Class A Common Stock on a one-for-one basis Adjusted for the Issuer's 1-for-25 reverse stock split with respect to the Class A Common Stock and Class B Common Stock that occurred on March 29, 2019 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 8, 2020 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. On June 8, 2022, 3,000 Market Share Units vested and converted into 4,952 shares of Class B Common Stock pursuant to the terms of the award granted on June 8, 2018. Adjusted for the Issuer's 1-for-25 reverse stock split with respect to the Class A Common Stock and Class B Common Stock that occurred on March 29, 2019. 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, 2021, June 8, 2021, June 8, 2022 and June 8, 2023 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") 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 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 Held by The Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee Held by The Esther K. Barry Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest 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 The Lucy K. Kalian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest Held by The Nadia K. Rodriguez Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest Held by The Sossie K. Najarian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest Elizabeth D. Tice Attorney-in-Fact 2023-06-12