XML 74 R2.htm IDEA: XBRL DOCUMENT v3.23.4
Pay vs Performance Disclosure
12 Months Ended
Oct. 31, 2023
USD ($)
Rank
Oct. 31, 2022
USD ($)
Rank
Oct. 31, 2021
USD ($)
Rank
Pay vs Performance Disclosure [Table]      
Pay vs Performance [Table Text Block]

8 . PAY VERSUS PERFORMANCE

 

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between “compensation actually paid” as determined under SEC requirements to our CEO and to our other NEOs and certain financial performance of the Company.

 

Compensation actually paid does not reflect the actual amount of compensation earned by or paid to our executive officers during a covered year. For example, $26.9 million of the $38.8 million reported as compensation actually paid for the CEO in fiscal 2021 is related to the change in fair value of awards granted in prior years and a significant portion of the change is related to the significant increase in stock price from October 31, 2020 to October 31, 2021. For further information concerning the Company’s pay-for-performance philosophy and how the Company aligns executive compensation with Company’s performance, see the Compensation Discussion and Analysis.

 

          Value of Initial Fixed $100  
          Investment Based On:    





 
 
Fiscal
Year (1)
SCT Total
Compensation
for CEO
Compensation
Actually Paid (2) to CEO 
Average
SCT Total
Compensation
for Other NEOs
Average
Compensation
Actually Paid
(2) to Other NEOs 
Cumulative
TSR
Cumulative
Peer Group TSR (3)
Net
Income
Relative EBIT Return on Investment
Rank vs. Peer
Group (4)
                 
                 
2023 $9,482,398 $25,775,449 $3,698,952 $7,602,823 $218.77 $140.40 $205,900,000
Rank
1 of 10
2022 $16,509,497 $6,487,161 $4,951,393 $1,554,549 $126.98 $96.49 $225,500,000
Rank
1 of 10
2021 $12,478,182 $38,816,881 $3,891,574 $11,054,990 $265.30 $136.57 $607,800,000 (5)
Rank
4 of 10

 

(1) 

For each covered fiscal year, Mr. Hovnanian served as our CEO, and Messrs. Sorsby and O’Connor served as our other NEOs.

(2) 

Amounts reported in this column are based on total compensation reported for our CEO and for other NEOs, respectively, in the Summary Compensation Table (the “SCT”) for the indicated fiscal years and adjusted as shown in the table below. Fair value of equity awards was computed in accordance with the Company’s methodology used for financial reporting purposes.

    SCT Total
Compen-
sation
Grant
Date fair
value of
covered
fiscal year
grants as
disclosed
in the SCT
Year-End
fair
value of
awards
granted in
covered
fiscal
year and
unvested
at covered
fiscal year-
end
Vest Date
fair value
of
awards
granted
and
vested in
covered
fiscal
year
Change
in fair
value of
awards
granted
in prior
years and
unvested
at
covered
fiscal
year-end
Change
in fair
value of
awards
granted
in prior
years and
vested in
covered
fiscal
year
Prior
Year-End
fair value
of any
awards
forfeited
during
covered
fiscal year
Compensation
Actually Paid
                   
                   
2023 CEO $9,482,398 -$3,826,502 $4,116,829 $0 $8,315,871 $7,686,853 $0 $25,775,449
  Other                
  NEO $3,698,952 -$1,228,745 $984,837 $0 $2,310,915 $1,885,762 -$48,898 $7,602,823
  Average                
2022 CEO $16,509,497 -$3,068,492 $1,725,318 $0 -$6,433,885 -$2,245,277 $0 $6,487,161
  Other                
  NEO $4,951,393 -$1,006,184 $539,213 $0 -$1,962,790 -$967,083 $0 $1,554,549
  Average                
2021 CEO $12,478,182 -$3,330,082 $2,816,242 $0 $17,177,723 $9,674,816 $0 $38,816,881
  Other                
  NEO $3,891,574 -$986,612 $832,163 $0 $4,934,364 $2,383,501 $0 $11,054,990
  Average                

 

(3)       

Peer Group Total Shareholder Return is calculated based on the Company’s Proxy Statement Peer Group that was disclosed in the Compensation, Discussion and Analysis section of the Company’s Proxy Statement for each respective year shown in the table, weighted based on the Peer Group’s market capitalization as of October 31, 2020. Total shareholder return amounts assume an initial investment of $100 on October 31, 2020.

 

 

(4)

In accordance with SEC rules, the Company is required to include in the Pay Versus Performance Table the “most important” financial performance measure (as determined by the Company) used to link compensation actually paid to our executive officers to Company performance for the most recently completed fiscal year. The Company determined that Relative EBIT Return on Investment, which is a metric included in our long-term incentive program, meets this requirement, and therefore, we have included this performance measure in the Pay Versus Performance Table. See page 124 for information regarding adjustments made to EBIT Return on Investment.

(5)

Fiscal 2021 net income included a $468,600,000 benefit reduction in our deferred tax asset valuation allowance.

   
Company Selected Measure Name Relative EBIT Return on Investment    
Named Executive Officers, Footnote [Text Block]

(1) 

For each covered fiscal year, Mr. Hovnanian served as our CEO, and Messrs. Sorsby and O’Connor served as our other NEOs.

   
Peer Group Issuers, Footnote [Text Block]

(3)       

Peer Group Total Shareholder Return is calculated based on the Company’s Proxy Statement Peer Group that was disclosed in the Compensation, Discussion and Analysis section of the Company’s Proxy Statement for each respective year shown in the table, weighted based on the Peer Group’s market capitalization as of October 31, 2020. Total shareholder return amounts assume an initial investment of $100 on October 31, 2020.

   
PEO Total Compensation Amount $ 9,482,398 $ 16,509,497 $ 12,478,182
PEO Actually Paid Compensation Amount $ 25,775,449 6,487,161 38,816,881
Adjustment To PEO Compensation, Footnote [Text Block]

(2) 

Amounts reported in this column are based on total compensation reported for our CEO and for other NEOs, respectively, in the Summary Compensation Table (the “SCT”) for the indicated fiscal years and adjusted as shown in the table below. Fair value of equity awards was computed in accordance with the Company’s methodology used for financial reporting purposes.

    SCT Total
Compen-
sation
Grant
Date fair
value of
covered
fiscal year
grants as
disclosed
in the SCT
Year-End
fair
value of
awards
granted in
covered
fiscal
year and
unvested
at covered
fiscal year-
end
Vest Date
fair value
of
awards
granted
and
vested in
covered
fiscal
year
Change
in fair
value of
awards
granted
in prior
years and
unvested
at
covered
fiscal
year-end
Change
in fair
value of
awards
granted
in prior
years and
vested in
covered
fiscal
year
Prior
Year-End
fair value
of any
awards
forfeited
during
covered
fiscal year
Compensation
Actually Paid
                   
                   
2023 CEO $9,482,398 -$3,826,502 $4,116,829 $0 $8,315,871 $7,686,853 $0 $25,775,449
  Other                
  NEO $3,698,952 -$1,228,745 $984,837 $0 $2,310,915 $1,885,762 -$48,898 $7,602,823
  Average                
2022 CEO $16,509,497 -$3,068,492 $1,725,318 $0 -$6,433,885 -$2,245,277 $0 $6,487,161
  Other                
  NEO $4,951,393 -$1,006,184 $539,213 $0 -$1,962,790 -$967,083 $0 $1,554,549
  Average                
2021 CEO $12,478,182 -$3,330,082 $2,816,242 $0 $17,177,723 $9,674,816 $0 $38,816,881
  Other                
  NEO $3,891,574 -$986,612 $832,163 $0 $4,934,364 $2,383,501 $0 $11,054,990
  Average                
   
Non-PEO NEO Average Total Compensation Amount $ 3,698,952 4,951,393 3,891,574
Non-PEO NEO Average Compensation Actually Paid Amount $ 7,602,823 1,554,549 11,054,990
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]

(2) 

Amounts reported in this column are based on total compensation reported for our CEO and for other NEOs, respectively, in the Summary Compensation Table (the “SCT”) for the indicated fiscal years and adjusted as shown in the table below. Fair value of equity awards was computed in accordance with the Company’s methodology used for financial reporting purposes.

    SCT Total
Compen-
sation
Grant
Date fair
value of
covered
fiscal year
grants as
disclosed
in the SCT
Year-End
fair
value of
awards
granted in
covered
fiscal
year and
unvested
at covered
fiscal year-
end
Vest Date
fair value
of
awards
granted
and
vested in
covered
fiscal
year
Change
in fair
value of
awards
granted
in prior
years and
unvested
at
covered
fiscal
year-end
Change
in fair
value of
awards
granted
in prior
years and
vested in
covered
fiscal
year
Prior
Year-End
fair value
of any
awards
forfeited
during
covered
fiscal year
Compensation
Actually Paid
                   
                   
2023 CEO $9,482,398 -$3,826,502 $4,116,829 $0 $8,315,871 $7,686,853 $0 $25,775,449
  Other                
  NEO $3,698,952 -$1,228,745 $984,837 $0 $2,310,915 $1,885,762 -$48,898 $7,602,823
  Average                
2022 CEO $16,509,497 -$3,068,492 $1,725,318 $0 -$6,433,885 -$2,245,277 $0 $6,487,161
  Other                
  NEO $4,951,393 -$1,006,184 $539,213 $0 -$1,962,790 -$967,083 $0 $1,554,549
  Average                
2021 CEO $12,478,182 -$3,330,082 $2,816,242 $0 $17,177,723 $9,674,816 $0 $38,816,881
  Other                
  NEO $3,891,574 -$986,612 $832,163 $0 $4,934,364 $2,383,501 $0 $11,054,990
  Average                
   
Compensation Actually Paid vs. Total Shareholder Return [Text Block]

The graphs below provide descriptions of the relationship between compensation actually paid (CAP) to our CEO and the average of the CAP to our other NEOs and our total shareholder return (TSR), net income and relative EBIT return on investment for the period indicated. In addition, the first graph below describes the relationship between Hovnanian’s TSR and our Peer Group’s TSR for the period indicated. Compensation actually paid does not reflect the actual amount of compensation earned by or paid to our executive officers during a covered year. For example, $26.9 million of the $38.8 million reported as compensation actually paid for the CEO in fiscal 2021 is related to the change in fair value of awards granted in prior years and a significant portion of the change is related to the significant increase in stock price from October 31, 2020 to October 31, 2021. 

 

Compensation Actually Paid and TSR 

 

 

   
Compensation Actually Paid vs. Net Income [Text Block]

The graphs below provide descriptions of the relationship between compensation actually paid (CAP) to our CEO and the average of the CAP to our other NEOs and our total shareholder return (TSR), net income and relative EBIT return on investment for the period indicated. In addition, the first graph below describes the relationship between Hovnanian’s TSR and our Peer Group’s TSR for the period indicated. Compensation actually paid does not reflect the actual amount of compensation earned by or paid to our executive officers during a covered year. For example, $26.9 million of the $38.8 million reported as compensation actually paid for the CEO in fiscal 2021 is related to the change in fair value of awards granted in prior years and a significant portion of the change is related to the significant increase in stock price from October 31, 2020 to October 31, 2021. 

 

Compensation Actually Paid and Net Income 

 

graphic
 

 

   
Compensation Actually Paid vs. Company Selected Measure [Text Block]

The graphs below provide descriptions of the relationship between compensation actually paid (CAP) to our CEO and the average of the CAP to our other NEOs and our total shareholder return (TSR), net income and relative EBIT return on investment for the period indicated. In addition, the first graph below describes the relationship between Hovnanian’s TSR and our Peer Group’s TSR for the period indicated. Compensation actually paid does not reflect the actual amount of compensation earned by or paid to our executive officers during a covered year. For example, $26.9 million of the $38.8 million reported as compensation actually paid for the CEO in fiscal 2021 is related to the change in fair value of awards granted in prior years and a significant portion of the change is related to the significant increase in stock price from October 31, 2020 to October 31, 2021. 

 

Compensation Actually Paid and EBIT ROI Rank 

 

 

 

   
Total Shareholder Return Vs Peer Group [Text Block]

The graphs below provide descriptions of the relationship between compensation actually paid (CAP) to our CEO and the average of the CAP to our other NEOs and our total shareholder return (TSR), net income and relative EBIT return on investment for the period indicated. In addition, the first graph below describes the relationship between Hovnanian’s TSR and our Peer Group’s TSR for the period indicated. Compensation actually paid does not reflect the actual amount of compensation earned by or paid to our executive officers during a covered year. For example, $26.9 million of the $38.8 million reported as compensation actually paid for the CEO in fiscal 2021 is related to the change in fair value of awards granted in prior years and a significant portion of the change is related to the significant increase in stock price from October 31, 2020 to October 31, 2021. 

 

Compensation Actually Paid and TSR 

 

 

   
Tabular List [Table Text Block]

COMPANY’S MOST IMPORTANT FINANCIAL PERFORMANCE MEASURES 

 

The following are the most important financial performance measures (shown in alphabetical order), as determined by the Company, that link compensation actually paid to our CEO and other NEOs to the Company’s performance for the most recently completed fiscal year. 

 

Absolute EBIT

 

Absolute EBIT Return on Investment

 

Liquidity

   
Total Shareholder Return Amount $ 218.77 126.98 265.3
Peer Group Total Shareholder Return Amount 140.4 96.49 136.57
Net Income (Loss) $ 205,900,000 $ 225,500,000 $ 607,800,000
Company Selected Measure Amount | Rank 1 1 4
PEO Name Mr. Hovnanian Mr. Hovnanian Mr. Hovnanian
Benefit reduction in deferred tax asset valuation allowance     $ (468,600,000)
Measure [Axis]: 1      
Pay vs Performance Disclosure [Table]      
Measure Name Absolute EBIT    
Measure [Axis]: 2      
Pay vs Performance Disclosure [Table]      
Measure Name Absolute EBIT Return on Investment    
Measure [Axis]: 3      
Pay vs Performance Disclosure [Table]      
Measure Name Liquidity    
PEO [Member] | Grant Date Fair Value of Covered Fiscal Year Grants as Disclosed in the SCT [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ (3,826,502) $ (3,068,492) (3,330,082)
PEO [Member] | Year-End Fair Value of Awards Granted in Covered Fiscal Year and Unvested at Covered Fiscal Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 4,116,829 1,725,318 2,816,242
PEO [Member] | Vest Date Fair Value of Awards Granted and Vested in Covered Fiscal Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 0 0 0
PEO [Member] | Change in Fair Value of Awards Granted in Prior Years, Vested and Unvested in Covered Fiscal Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount     26,900,000
PEO [Member] | Change in Fair Value of Awards Granted in Prior Years and Unvested at Covered Fiscal Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 8,315,871 (6,433,885) 17,177,723
PEO [Member] | Change in Fair Value of Awards Granted in Prior Years and Vested in Covered Fiscal Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 7,686,853 (2,245,277) 9,674,816
PEO [Member] | Prior Year-End Fair Value of any Awards Forfeited During Covered Fiscal Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 0 0 0
Non-PEO NEO [Member] | Grant Date Fair Value of Covered Fiscal Year Grants as Disclosed in the SCT [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount (1,228,745) (1,006,184) (986,612)
Non-PEO NEO [Member] | Year-End Fair Value of Awards Granted in Covered Fiscal Year and Unvested at Covered Fiscal Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 984,837 539,213 832,163
Non-PEO NEO [Member] | Vest Date Fair Value of Awards Granted and Vested in Covered Fiscal Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 0 0 0
Non-PEO NEO [Member] | Change in Fair Value of Awards Granted in Prior Years and Unvested at Covered Fiscal Year-End [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 2,310,915 (1,962,790) 4,934,364
Non-PEO NEO [Member] | Change in Fair Value of Awards Granted in Prior Years and Vested in Covered Fiscal Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount 1,885,762 (967,083) 2,383,501
Non-PEO NEO [Member] | Prior Year-End Fair Value of any Awards Forfeited During Covered Fiscal Year [Member]      
Pay vs Performance Disclosure [Table]      
Adjustment to Compensation Amount $ (48,898) $ 0 $ 0