Hovnanian Enterprises Files 8-K with Material Agreement

TL;DR

HOV filed an 8-K on 9/25/25 detailing a material definitive agreement and financial obligations.

AI Summary

On September 25, 2025, Hovnanian Enterprises, Inc. entered into a material definitive agreement related to a direct financial obligation. The company also reported other events and filed financial statements and exhibits as part of this 8-K filing.

Why It Matters

This filing indicates a significant financial event or agreement for Hovnanian Enterprises, which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and financial obligations, which inherently carry financial risk for the company.

Key Players & Entities

• HOVNANIAN ENTERPRISES INC (company) — Registrant
• September 25, 2025 (date) — Date of Report
• 90 Matawan Road, Fifth Floor Matawan, New Jersey 07747 (location) — Principal Executive Offices
• 22-1851059 (organization_id) — IRS Employer Identification No.

FAQ

Key Financial Figures

• $0.01 — which registered Class A Common Stock $0.01 par value per share HOV New York St
• $450.0 million — y ") , completed a private placement of $450.0 million aggregate principal amount of 8.000 % S
• $125.0 million — ders party thereto, providing for up to $125.0 million in aggregate amount of senior secured f

Filing Documents

• hov-20250925.htm (8-K) — 70KB
• ex41_1.htm (EX-4.1) — 1863KB
• 0001753926-25-001557.txt ( ) — 2328KB
• hov-20250925_def.xml (EX-101.DEF) — 19KB
• hov-20250925_pre.xml (EX-101.PRE) — 19KB
• hov-20250925_cal.xml (EX-101.CAL) — 1KB
• hov-20250925_lab.xml (EX-101.LAB) — 25KB
• hov-20250925.xsd (EX-101.SCH) — 4KB
• hov-20250925_htm.xml (XML) — 7KB

.01 Entry into a Material Definitive Agreement

Item 1 .01 Entry into a Material Definitive Agreement . On September 25 , 2025, K. Hovnanian Enterprises, Inc . ("K. Hovnanian"), a wholly owned subsidiary of Hovnanian Enterprises, Inc. ( the " Company ") , completed a private placement of $450.0 million aggregate principal amount of 8.000 % Senior Notes due 2031 (the "2031 Notes") and $450.0 million aggregate principal amount of 8.375 % Senior Notes due 2033 (the "2033 Notes" and , together with the 2031 Notes, the "Notes") . The N otes are guaranteed by the Company and substantially all of its subsidiaries, other than K. Hovnanian, its home mortgage subsidiaries, certain of its title insurance subsidiaries, joint ventures and subsidiaries holding interests in joint ventures (collectively, the "Subsidiary Guarantors" and, together with the Company, the "Guarantors"). In connection with the issuance of the Notes, K. Hovnanian, the Company and the Subsidiary Guarantors entered into an Indenture (the "Indenture"), dated as of September 25, 2025, with Wilmington Trust, National Association, as trustee (the "Trustee"). The 2031 Notes will bear interest at 8. 00 0% per annum and mature on April 1 , 20 31 . The 2033 Notes will bear interest at 8.375 % per annum and mature on October 1 , 20 33 . Interest on each series of Notes will be payable semi-annually on April 1 and October 1 of each year, beginning on April 1 , 202 6 , to holders of record of the applicable series of Notes at the close of business on March 15 or September 15, as the case may be, immediately preceding each such interest payment date. The 2031 Notes are redeemable in whole or in part at K. Hovnanian's option at any time prior to April 1 , 202 8 at 100.0 00 % of their principal amount plus an applicable "Make-Whole Amount." K. Hovnanian may also redeem some or all of the 2031 Notes at 104.0 00 % of their principal amount commencing on April 1, 2028 , at 102.0 00 % of their principal amount commencing on April 1 , 202 9 and at 10 0 .0 00 % of the

01 Other Events

Item 8.01 Other Events . K. Hovnanian used the net proceeds from the Notes issuance , together with cash on hand, to (i) fund the redemption on September 25, 2025 of the entire outstanding principal amount of its 11.75 % Senior Secured 1.25 Lien Notes due 202 9 (the "1.25 Lien Notes") at a redemption price equal to 100.000% of the principal amount thereof plus the applicable "make-whole" premium, plus accrued and unpaid interest to, but excluding, the redemption date (the "Redemption") , (ii) deposit with Wilmington Trust, National Association, as trustee under the indenture (the "1.125 Lien Notes Indenture") governing its 8.0% Senior Secured 1.125 Lien Notes due 2028 (the "1.125 Lien Notes" and together with the 1.25 Lien Notes, the "Existing Secured Notes" ) funds to satisfy and discharge the 1.125 Lien Notes Indenture and the related security documents and to fund the redemption of the entire outstanding principal amount of its 1.125 Lien Notes at a redemption price equal to 104.000% of the principal amount thereof , plus accrued and unpaid interest to, but excluding, the redemption date of September 30, 2025 (the "Satisfaction and Discharge") and (i i i) repay in full all outstanding loans under its Senior Secured 1.75 Lien Term Loan Facility due 2028 (the "Existing Term Loan Facility") at par plus accrued and unpaid interest to, but excluding, the prepayment date (the "Prepayment") . In connection with the Redemption, the Satisfaction and Discharge and the Prepayment , all of the liens on the collateral securing the 1.25 Lien Notes, the 1.125 Lien Notes and the Existing Term Loan Facility, as applicable, were released and K. Hovnanian, the Company and the other guarantors were discharged from their respective obligations under the Existing Secured Notes, the Existing Term Loan Facility and the guarantees thereof, as applicable. In addition, on September 25, 2025, the previously disclosed amendments to the Fourth Amendment (the "Fourth Amendment") to the C

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits . (d) Exhibits. 4.1 Indenture , dated as of September 25 , 202 5 , relating to the 8.000% Senior Notes due 2031 and the 8.375% Senior Notes due 2033, among K. Hovnanian Enterprises, Inc., Hov nanian Enterprises, Inc., the subsidiary guarantors named therein and Wilmington Tr ust, National Association, as Trustee, including the forms of the 8.000% Senior Note due 2031 and the 8.375% Senior Note due 2033 . 104 Cover Page Interactive Data File (embedded within the Inline XBLR document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HOVNANIAN ENTERPRISES, INC. (Registrant) By: /s/ Brad G. O'Connor Name: Brad G. O'Connor Title: Chief Financial Officer Date: September 25, 2025

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View this 8-K filing on SEC EDGAR