Sec Form 3 Filing - Hovnanian Alexander A. @ HOVNANIAN ENTERPRISES INC - 2024-09-18

FORM 3 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 Alexander A. 2. Issuer Name and Ticker or Trading Symbol HOVNANIAN ENTERPRISES INC [ HOV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Executive Vice President (Last) (First) (Middle) C/O HOVNANIAN ENTERPRISES, INC., 90 MATAWAN ROAD 3. Date of Earliest Transaction (MM/DD/YY) 09/18/2024 (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 558 D Class A Common Stock 14,272 ( 1 ) I Held by Hovnanian Family 2021 trusts

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 ( 2 ) ( 2 ) ( 3 ) Class A Common Stock 20,760 ( 4 ) D Class B Common Stock ( 2 ) ( 2 ) ( 3 ) Class A Common Stock 82,404 ( 1 ) I Held by Hovnanian Family 2021 trusts Option to purchase Class B Common Stock $ 7.85 ( 5 ) 06/13/2029 Class A Common Stock ( 6 ) 1,000 D Option to purchase Class B Common Stock $ 45.25 ( 5 ) 07/24/2026 Class A Common Stock ( 6 ) 1,200 D Option to purchase Class B Common Stock $ 48.75 ( 5 ) 06/07/2028 Class A Common Stock ( 6 ) 800 D Option to purchase Class B Common Stock $ 56.25 ( 5 ) 06/08/2027 Class A Common Stock ( 6 ) 600 D Performance Share Units (2021) ( 9 ) ( 7 ) ( 7 ) Class A Common Stock ( 8 ) 8,864 D Performance Share Units (2022) ( 9 ) ( 10 ) ( 10 ) Class A Common Stock ( 8 ) 13,520 D Performance Share Units (2023) ( 9 ) ( 11 ) ( 11 ) Class A Common Stock ( 8 ) 12,348 D Performance Share Units (2024) ( 9 ) ( 12 ) ( 12 ) Class A Common Stock ( 8 ) 4,616 ( 13 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Hovnanian Alexander A. C/O HOVNANIAN ENTERPRISES, INC. 90 MATAWAN ROAD MATAWAN, NJ07747 Executive Vice President Signatures Elizabeth D. Tice Attorney-in-Fact 09/30/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )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 benefi cial ownership of all of the reported shares for purposes of Section 16 or for any other purpose ( 2 )Vested Class B Common Stock, par value $.01 per share, non-cumulative ("Class B Common Stock"), is immediately convertible into an equal number of shares of Class A Common Stock, par value $.01 per share, non-cumulative ("Class A Common Stock") ( 3 )No expiration date ( 4 )Includes restricted stock units and the share portion of long-term incentive plan awards that are subject to vesting ( 5 )The option is fully vested ( 6 )Upon exercise of the option, shares of Class B Common Stock would be purchased. Shares of Class B Common Stock are immediately convertible into an equal number of shares of Class A Common Stock ( 7 )These Performance Share Units are fully vested and settle in shares of Class A Common Stock on June 11, 2026 ( 8 )Upon, and to the extent of, vesting of the Performance Share Units, shares of Class B Common Stock would be received. Shares of Class B Common Stock are immediately convertible into an equal number of shares of Class A Common Stock on a one-for-one basis ( 9 )Vested Performance Share Units convert into Class B Common Stock on a one-for-one basis ( 10 )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 B Common Stock on the date that is two years following the vesting date ( 11 )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 B Common Stock on the date that is two years following the vesting date ( 12 )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 B Common Stock on June 14, 2029. ( 13 )The number of shares of Class B 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.

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.