Michael P. Wyatt Form 3 HOVNANIAN ENTERPRISES / Michael P. Wyatt ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Wyatt Michael P.

(Last) (First) (Middle)

C/O HOVNANIAN ENTERPRISES, INC.

90 MATAWAN ROAD

(Street)

MATAWAN NJ 07747

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/18/2024

3. Issuer Name and Ticker or Trading Symbol
HOVNANIAN ENTERPRISES INC [ HOV ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Group President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	15,702(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	(2)	06/13/2029	Class A Common Stock	1,200	7.85	D
Employee Stock Option (right to buy)	(2)	06/07/2028	Class A Common Stock	250	48.75	D
Employee Stock Option (right to buy)	(2)	06/08/2027	Class A Common Stock	800	56.25	D
Performance Share Units (2021)	(3)	(3)	Class A Common Stock	4,136	(4)	D
Performance Share Units (2022)	(5)	(5)	Class A Common Stock	6,310	(4)	D
Performance Share Units (2023)	(6)	(6)	Class A Common Stock	3,844	(4)	D
Performance Share Units (2024)	(7)	(7)	Class A Common Stock	1,176(8)	(4)	D

Explanation of Responses:

1. Includes restricted stock units and the share portion of long-term incentive plan awards that are subject to vesting

2. The option is fully vested

3. These Performance Share Units are fully vested and settle in shares of Class A Common Stock on June 11, 2026

4. Vested Performance Share Units convert into Class A Common Stock on a one-for-one basis

5. Earned portion of the performance share unit award vests based on satisfaction of service vesting conditions through June 10, 2025 and will be delivered in shares of Class A Common Stock on the date that is two years following the vesting date

6. Earned portion of the performance share unit award vests based on satisfaction of service vesting conditions through June 9, 2026 and will be delivered in shares of Class A Common Stock on the date that is two years following the vesting date

7. These Performance Share Units vest based on satisfaction of service vesting conditions through June 14, 2027 to the extent of the achievement of specified performance criteria over a performance period ending on April 30, 2025 and, to the extent vested, settle in shares of Class A Common Stock on June 14, 2029

8. The number of shares of Class A Common Stock that would be received upon vesting of the Performance Share Units will vary from 50% to 200% of the number shown depending on the achievement of certain performance criteria during the relevant performance period

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney.

	Elizabeth D. Tice Attorney-in-Fact	09/30/2024
	** Signature of Reporting Person	Date
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 5 (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).
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