SEC Form 4 · accession 0001225208-15-022188

HOVNANIAN ENTERPRISES INC · HOV

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Ara K Hovnanian

Officer — Chairman of Bd., Pres. & CEO · Director · 10% Owner

Period of report

Oct 29, 2015

Accepted (ET)

Dec 11, 2015 · 4:47 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000357294

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F2	Oct 29, 2015	W	3,075,138	$0.00	A	3,075,138	I	Held as trustee of the 2012 Marital Trust
Class A Common Stock^F3	Oct 29, 2015	W	4,451,284	$0.00	D	1,705,259	I	Held by executors for the Estate of Kevork S. Hovnanian
Class A Common Stock	holding	—	—		—	3,057,965	D
Class A Common Stock^F4	holding	—	—		—	194,170	I	Held as trustee of trust for Reporting Person's family
Class A Common Stock^F5,F6	holding	—	—		—	224,907	I	Held as trustee of trusts for Esther K. Barry's family
Class A Common Stock^F5,F7	holding	—	—		—	226,407	I	Held as trustee of trusts for Lucy K. Kalian's family
Class A Common Stock^F5,F8	holding	—	—		—	224,657	I	Held as trustee of trusts for Nadia K. Rodriguez's family
Class A Common Stock^F5,F9	holding	—	—		—	226,407	I	Held as trustee of trusts for Sossie K. Najarian's family
Class A Common Stock^F10	holding	—	—		—	18,000	I	Held by Ara K. Hovnanian Family 1994 long-term trusts
Class A Common Stock	holding	—	—		—	6,700	I	Held by daughter Serena
Class A Common Stock	holding	—	—		—	13,974	I	Held by son Alexander
Class A Common Stock^F5,F11	holding	—	—		—	89,099	I	Held by trusts for Esther K. Barry's family
Class A Common Stock^F5,F12	holding	—	—		—	103,319	I	Held by trusts for Lucy K. Kalian's family
Class A Common Stock^F5,F13	holding	—	—		—	18,000	I	Held by trusts for Nadia K. Rodriguez's family
Class A Common Stock^F5,F14	holding	—	—		—	18,000	I	Held by trusts for Sossie K. Najarian's family
Class A Common Stock	holding	—	—		—	16,700	I	Held by wife

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F2,F15,F16	—	Oct 29, 2015	W	2,204,378	A	—	—	Class A Common Stock	2,204,378	2,204,378	I
Class B Common Stock^F18,F15,F16	—	Oct 30, 2015	G	40,539	A	—	—	Class A Common Stock	40,539	1,241,357	I
Class B Common Stock^F3,F15,F16	—	Oct 29, 2015	W	3,255,251	D	—	—	Class A Common Stock	3,255,251	0	I
Class B Common Stock^{F5,F19,F15,F16}	—	Oct 30, 2015	G	81,078	A	—	—	Class A Common Stock	81,078	693,354	I
Class B Common Stock^{F20,F15,F16,F5}	—	Oct 29, 2015	W	1,050,873	A	—	—	Class A Common Stock	1,050,873	1,050,873	I
Class B Common Stock^{F5,F21,F15,F16}	—	Oct 30, 2015	G	60,808	A	—	—	Class A Common Stock	60,808	742,763	I
Class B Common Stock^{F5,F22,F15,F16}	—	Oct 30, 2015	G	40,539	A	—	—	Class A Common Stock	40,539	392,926	I
Class B Common Stock^{F5,F23,F15,F16}	—	Oct 30, 2015	G	70,943	A	—	—	Class A Common Stock	70,943	570,929	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	1,029,877	1,029,877	D
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	133,210	133,210	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	133,210	133,210	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	4,000	4,000	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	4,000	4,000	I
Class B Common Stock^F4,F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	776,679	776,679	I
Class B Common Stock^{F5,F6,F15,F16}	—	holding	—	—	—	—	—	Class A Common Stock	776,679	776,679	I
Class B Common Stock^{F5,F7,F15,F16}	—	holding	—	—	—	—	—	Class A Common Stock	776,679	776,679	I
Class B Common Stock^{F5,F8,F15,F16}	—	holding	—	—	—	—	—	Class A Common Stock	776,679	776,679	I
Class B Common Stock^{F5,F9,F15,F16}	—	holding	—	—	—	—	—	Class A Common Stock	776,679	776,679	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	80,150	80,150	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	128,132	128,132	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	94,824	94,824	I
Class B Common Stock^F15,F16	—	holding	—	—	—	—	—	Class A Common Stock	20,300	20,300	I

Explanation of responses

F1On October 29, 2015, the Reporting Person and the other executors of the estate of Kevork S. Hovnanian transferred 4,451,284 shares of Class A Common Stock, par value $.01 per share, non-cumulative ("Class A Common Stock"), and 3,255,251 shares of Class B Common Stock, par value $.01 per share, non-cumulative ("Class B Common Stock"), to various trusts for the benefit of Kevork S. Hovnanian's family, pursuant to the terms of the Will of Kevork S. Hovnanian, deceased.
F10Held by The Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee
F11Held by The Esther K. Barry Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
F12Held by The Lucy K. Kalian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
F13Held by The Nadia K. Rodriguez Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
F14Held by The Sossie K. Najarian Family 1994 Long-Term Trust, of which the reporting person is a trustee and has a potential remainder interest
F15The Class B Common Stock is immediately convertible into an equal number of shares of Class A Common Stock.
F16No expiration date
F17On October 30, 2015, the Sirwart Hovnanian 1994 Marital Trust transferred general partnership and limited partnership units of the Limited Partnership to trusts for the benefit of family members of children of Kevork S. Hovnanian. These units relate to shares of Class B Common Stock.
F18Held 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")
F19Held 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
F2Held 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")
F20Held 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
F21Held 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
F22Held 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
F23Held 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
F3Held by Sirwart Hovnanian, Ara K. Hovnanian, Sossie K. Najarian, Esto K. Barry, Lucy K. Kalian and Nadia K. Rodriguez, Executors of the Estate of Kevork S. Hovnanian, Deceased (the "Executors"). The reporting person is special purpose Executor with respect to investments in securities of the Issuer.
F4Held 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.
F5The 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
F6Held 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
F7Held 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
F8Held 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
F9Held 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