FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
HOVNANIAN ENTERPRISES INC [ HOV ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/21/2005 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 04/21/2005 | J(1) | 250,000 | A | (2) | 250,000 | I | Held by the Ara K. Hovnanian 2004 GRAT | ||
Class A Common Stock | 04/22/2005 | M | 100,000 | A | $2.5625 | 1,166,766 | D | |||
Class A Common Stock | 2,000,000 | I | Held as trustee of the KSH 2004 GRAT in which Reporting Person has a potential remainder interest | |||||||
Class A Common Stock | 33,060 | I | Held by estate of son Alton | |||||||
Class A Common Stock | 13,974 | I | Held by son Alexander | |||||||
Class A Common Stock | 6,700 | I | Held by daughter Serena | |||||||
Class A Common Stock | 16,700 | I | Held by wife |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | (3) | 04/21/2005 | J(4) | 250,000 | (3) | (5) | Class A Common Stock | 250,000 | (2) | 250,000 | I | Held by the Ara K. Hovnanian 2004 GRAT | |||
Option to Purchase Class A Common Stock | $2.5625 | 04/22/2005 | M | 100,000 | (6) | 05/04/2005 | Class A Common Stock | 100,000 | (7) | 350,000(8) | D | ||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 1,664,150 | 1,664,150 | D | ||||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 53,974 | 53,974 | I | Held by son Alexander | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 39,300 | 39,300 | I | Held by daughter Serena | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 20,300 | 20,300 | I | Held by wife | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 70,960 | 70,960 | I | Held by estate of son Alton | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 150,000 | 150,000 | I | Held by the Family Limited Partnership(9) | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 1,074,208.58 | 1,074,208.58 | I | Held by the Limited Partnership(10) | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 387,643.6 | 387,643.6 | I | Held by the Limited Partnership(11) | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 484,554 | 484,554 | I | Held by the Limited Partnership(12) | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 581,464.42 | 581,464.42 | I | Held by the Limited Partnership(13) | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 265,693.8 | 265,693.8 | I | Held by the Limited Partnership(14) | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 4,000 | 4,000 | I | Held by the Reporting Person as trustee(15) | |||||||
Class B Common Stock | (3) | (3) | (5) | Class A Common Stock | 4,000 | 4,000 | I | Held by the Reporting Person as trustee(16) |
Explanation of Responses: |
1. On April 21, 2005, the reporting person was appointed as a trustee of a grantor retained annuity trust of which the reporting person is the principal beneficiary. The reporting person had transferred to the trust on May 28, 2004 the 250,000 shares of Class A Common Stock currently held by the trust. |
2. N/A |
3. The Class B Common Stock, par value $.01 per share, non-cumulative, is immediately convertible into an equal number of shares of Class A Common Stock, par value $.01 per share, non-cumulative. |
4. On April 21, 2005, the reporting person was appointed as a trustee of a grantor retained annuity trust of which the reporting person is the principal beneficiary. The reporting person had transferred to the trust on May 28, 2004 the 250,000 shares of Class A Common Stock currently held by the trust. |
5. No expiration date. |
6. Immediate |
7. N/A |
8. This option was previously reported as covering 225,000 shares at an exercise prices of $5.125 per share, but was adjusted to reflect the 2-for-1 stock split on March 19, 2004. |
9. Held by the Kevork S. Hovnanian Family Limited Partnership (the "Limited Partnership") |
10. Held by the Limited Partnership through the partnership interest held by the Ara K. Hovnanian Family 1994 Long-Term Trust, of which the reporting person is trustee |
11. Held by the Limited Partnership through the partnership interest held by the Sossie K. Najarian Family 1994 Long-Term Trust, of which the reporting person is trustee |
12. Held by the Limited Partnership through the partnership interest held by the Esther K. Barry Family 1994 Long-Term Trust, of which the reporting person is trustee |
13. Held by the Limited Partnership through the partnership interest held by the Lucy K. Kalian Family 1994 Long-Term Trust, of which the reporting person is trustee |
14. Held by the Limited Partnership through the partnership interest held by the Nadia K. Rodriquez Family 1994 Long-Term Trust, of which the reporting person is trustee |
15. Held by reporting person as trustee of the Alton Hovnanian Trust |
16. Held by reporting person as trustee of the Alexander Hovnanian Trust |
Remarks: |
Nancy A. Marrazzo | 04/25/2005 | |
** 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 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. |