Sec Form 4 Filing - HOVNANIAN ARA K @ HOVNANIAN ENTERPRISES INC - 2021-10-29

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
HOVNANIAN ARA K
2. Issuer Name and Ticker or Trading Symbol
HOVNANIAN ENTERPRISES INC [ HOV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman of Bd., Pres. & CEO
(Last) (First) (Middle)
90 MATAWAN ROAD, FIFTH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
10/29/2021
(Street)
MATAWAN, NJ07747
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Class A Common Stock 10/29/2021 G( 1 ) V 13,552 ( 2 ) D $ 0 0 ( 2 ) I Held as trustee of trust for Reporting Person's family ( 4 )
Class A Common Stock 10/29/2021 G( 1 ) V 720 D $ 0 0 I Held by Ara K. Hovnanian Family 1994 long-term trusts ( 5 )
Class A Common Stock 10/29/2021 G( 1 ) V 14,272 A $ 0 136,590 D
Class A Common Stock 10/29/2021 G( 1 ) V 14,272 D $ 0 122,318 D
Class A Common Stock 10/29/2021 G( 1 ) V 14,272 A $ 0 14,272 ( 3 ) I Held by 2021 trusts ( 6 )
Class A Common Stock 63,514.872 ( 2 ) ( 3 ) I Held as trustee of trusts for Esther K. Barry's family ( 7 )
Class A Common Stock 51,574.872 ( 2 ) ( 3 ) I Held as trustee of trusts for Lucy K. Kalian's family ( 8 )
Class A Common Stock 73,504.872 ( 2 ) ( 3 ) I Held as trustee of trusts for Nadia K. Rodriguez's family ( 9 )
Class A Common Stock 63,574.872 ( 2 ) ( 3 ) I Held as trustee of trusts for Sossie K. Najarian's family ( 10 )
Class A Common Stock 3,563.96 ( 3 ) I Held by trusts for Esther K. Barry's family ( 11 )
Class A Common Stock 4,132.76 ( 3 ) I Held by trusts for Lucy K. Kalian's family ( 12 )
Class A Common Stock 720 ( 3 ) I Held by trusts for Nadia K. Rodriguez's family ( 13 )
Class A Common Stock 720 ( 3 ) I Held by trusts for Sossie K. Najarian's family ( 14 )
Class A Common Stock 668 I Held by wife
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock ( 14 ) 10/29/2021 G( 1 ) V 6,278 ( 14 ) ( 15 ) Class A Common Stock 6,278 $ 0 50,507.51 I Held by Ara K. Hovnanian Family 1994 long-term trusts ( 5 )
Class B Common Stock ( 14 ) 10/29/2021 G( 1 ) V 6,278 ( 14 ) ( 15 ) Class A Common Stock 6,278 $ 0 315,188 D
Class B Common Stock ( 14 ) 10/29/2021 G( 1 ) V 82,404 ( 14 ) ( 15 ) Class A Common Stock 82,404 $ 0 232,784 D
Class B Common Stock ( 14 ) 10/29/2021 G( 1 ) V 82,404 ( 14 ) ( 15 ) Class A Common Stock 82,404 $ 0 82,404 I Held by 2021 trusts ( 6 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 5,328.4 5,328.4 I Held as trustee for daughter Serena
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 5,328.4 5,328.4 I Held as trustee for son Alexander
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 160 160 I Held as trustee of the Alexander Hovnanian Trust
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 160 160 I Held as trustee of the Alton Hovnanian Trust
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 157,434.56 157,434.56 ( 2 ) I Held as trustee of trust for Reporting Person's family ( 4 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 25,281.4 25,281.4 ( 2 ) ( 3 ) I Held as trustee of trusts for Esther K. Barry's family ( 7 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 25,281.4 25,281.4 ( 2 ) ( 3 ) I Held as trustee of trusts for Lucy K. Kalian's family ( 8 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 25,281.4 25,281.4 ( 2 ) ( 3 ) I Held as trustee of trusts for Nadia K. Rodriguez's family ( 9 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 25,281.4 25,281.4 ( 2 ) ( 3 ) I Held as trustee of trusts for Sossie K. Najarian's family ( 10 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 5,125.28 5,125.28 I Held by Reporting Person through partnership interests in the Limited Partnership.
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 38,736.694 38,736.694 ( 3 ) I Held by trusts for Esther K. Barry's family ( 11 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 42,034.92 42,034.92 ( 3 ) I Held by trusts for Kevork S. Hovnanian's family ( 15 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 38,777.8564 38,777.8564 ( 3 ) I Held by trusts for Lucy K. Kalian's family ( 12 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 22,849.1972 22,849.1972 ( 3 ) I Held by trusts for Nadia K. Rodriguez's family ( 13 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 33,256.3364 33,256.3364 ( 3 ) I Held by trusts for Sossie K. Najarian's family ( 14 )
Class B Common Stock ( 14 ) ( 14 ) ( 15 ) Class A Common Stock 812 812 I Held by wife
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HOVNANIAN ARA K
90 MATAWAN ROAD, FIFTH FLOOR
MATAWAN, NJ07747
X X Chairman of Bd., Pres. & CEO
Signatures
/s/ Ara K. Hovnanian 11/02/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents transfers in connection with the long-term estate planning of the reporting person, including (i) the distribution of 13,552 shares of Class A Common Stock, par value $.01 per share, non-cumulative ("Class A Common Stock") from the Hovnanian Family 2012 LLC (the "2012 LLC") to a trust for the benefit of the reporting person and the further distribution of such shares from such trust to the reporting person, (ii) the distribution of 720 shares of Class A Common Stock and 6,278 shares of Class B Common Stock, par value $.01 per share, non-cumulative ("Class B Common Stock") from Ara K. Hovnanian Family 1994 long-term trusts to the reporting person, and (iv) the gift of all of such aforementioned shares, along with 76,126 shares of Class B Common Stock held directly by the reporting person, to trusts for the benefit of the reporting person's family, of which the reporting person is the investment trustee.
( 2 )Represents an adjustment to the previously reported balance of shares held due to the incorrect reporting of balances following the of Class A Common Stock held by the Ara K. Hovnanian 2012 Trust for Class B Common Stock held by the Hovnanian Family 2012 L.L.C. on April 30, 2019, whereby certain balances of Class A Common Stock were understated by 5,785.60 shares and certain balances of Class B Common Shares were overstated by 5,785.60 as a result of changes in indirect ownership following the exchange.
( 3 )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.
( 4 )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 2012 LLC
( 5 )Held by The Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee
( 6 )Held by trusts for the benefit of the reporting person's family (the "2021 trusts"), of which the reporting person is the investment trustee.
( 7 )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.
( 8 )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
( 9 )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
( 10 )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
( 11 )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
( 12 )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
( 13 )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
( 14 )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
( 15 )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

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.