SEC Form 4

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* SORSBY J LARRY (Last) (First) (Middle) 110 WEST FRONT STREET (Street) RED BANK NJ 07701 (City) (State) (Zip)	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 10% Owner X Officer (give title below) Other (specify below) Exec. VP and CFO
	3. Date of Earliest Transaction (Month/Day/Year) 12/17/2013
	4. 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 Acquired, Disposed of, or Beneficially Owned
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	12/17/2013(1)		A		320,169(2)	A	$0.0000	441,971(3)	D
Class A Common Stock	12/17/2013(4)		A		2,500	A	$0.0000	444,471	D
Class A Common Stock	12/17/2013		F		176	D	$5.49	444,295	D

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 (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
Employee Stock Option (right to buy)	$1.93	12/17/2013(5)		A		67,500		(6)	06/09/2021	Class A Common Stock	67,500	$0.0000(7)	67,500(8)	D

Explanation of Responses:

1. The date of the transaction represents the date on which the financial performance criteria of a previously granted long-term incentive plan ("LTIP") award were determined to have been satisfied

2. Represents the number of shares determined to have been earned for the stock portion of the LTIP award based upon the financial performance criteria. The share portion of the LTIP award vests in annual installments, in the amounts set forth in the terms of the award, beginning on October 31, 2013.

3. The number of securities beneficially owned following the reported transaction reflects the deletion of 2,500 shares of Class A Common Stock relating to a previously reported grant of restricted stock units ("RSUs"). Following the grant, the RSU award was amended to include performance-based conditions to vesting. Consequently, the shares underlying such RSU awards were not considered as beneficially owned until the financial performance criteria were determined to have been satisfied.

4. The date of the transaction represents the date on which the financial performance criteria of previously granted RSUs were determined to have been satisfied

5. The date of the transaction represents the date on which the financial performance criteria of previously granted options were determined to have been satisfied

6. The option, for which the performance criteria have been determined to have been satisfied, vests in four equal annual installments beginning on June 10, 2013

7. N/A

8. The number of securities beneficially owned following the reported transaction reflects the deletion of the originally reported grant of the option. Following the grant, the option was amended to include performance-based conditions to vesting. Consequently, the option was not considered beneficially owned until the financial performance criteria were determined to have been satisfied.

	Nancy A. Marrazzo Attorney-in-Fact	12/19/2013
	** 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).
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