CEVA (CEVA) CEO adds stock with open-market buy and RSU grant

Rhea-AI Filing Summary

CEVA Inc. Chief Executive Officer Amir Panush reported two equity transactions in common stock. He made an open-market purchase of 5,100 shares at $19.70 per share, increasing his directly held common stock to 225,194 shares after this trade.

Panush also acquired 50,838 shares through a restricted stock unit grant at no cash cost. These RSUs vest 33.4% on February 19, 2027, 33.3% on February 19, 2028, and 33.3% on February 19, 2029. Following these awards, he holds 153,128 common shares and 122,904 unvested RSUs.

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

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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Panush Amir

(Last) (First) (Middle)

CEVA, INC.

15245 SHADY GROVE ROAD, SUITE 400

(Street)

ROCKVILLE MD 20850

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CEVA INC [ CEVA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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
Common Stock	02/19/2026		P		5,100	A	$19.7	225,194	D
Common Stock	02/19/2026		A		50,838(1)	A	$0	276,032(2)	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

Explanation of Responses:

1. Represents shares subject to restricted stock units (RSUs). The RSU grant vest 33.4% on February 19, 2027, 33.3% on February 19, 2028 and 33.3% on February 19, 2029. The RSU award was made pursuant to the Corporation's 2011 Equity Incentive Plan.

2. Represents 153,128 shares outstanding and 122,904 unvested RSU's.

	/s/ Amir Panush	02/23/2026
	** 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.
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FAQ

What insider stock purchase did CEVA (CEVA) CEO Amir Panush report?

CEVA CEO Amir Panush reported buying 5,100 shares of common stock in an open-market transaction at $19.70 per share. This trade increased his directly held common stock position to 225,194 shares immediately after the purchase, according to the Form 4 disclosure.

What equity award did the CEVA (CEVA) CEO receive in this Form 4?

The CEVA CEO received a grant of 50,838 restricted stock units (RSUs) at no cash cost. These RSUs were awarded under the company’s 2011 Equity Incentive Plan as a stock-based compensation grant rather than an open-market stock purchase.

How do the new RSUs for CEVA (CEVA) CEO Amir Panush vest over time?

The 50,838 CEVA RSUs for CEO Amir Panush vest in three annual installments. They vest 33.4% on February 19, 2027, then 33.3% on February 19, 2028, and the remaining 33.3% on February 19, 2029, subject to the award’s terms.

How many CEVA (CEVA) shares and RSUs does the CEO hold after these transactions?

After the reported transactions, the CEVA CEO directly holds 153,128 shares of common stock and 122,904 unvested restricted stock units. The holdings figures combine previously owned common shares with the newly granted RSUs disclosed in the Form 4 filing.

Were the CEVA (CEVA) CEO’s new RSUs granted under a specific equity plan?

Yes. The restricted stock unit award to the CEVA CEO was made under the corporation’s 2011 Equity Incentive Plan. This plan governs terms such as eligibility, vesting schedule, and other conditions applicable to the stock-based compensation grant.

Is the CEVA (CEVA) CEO’s Form 4 transaction a buy, a grant, or both?

The CEVA CEO’s Form 4 shows both an open-market stock purchase and a stock grant. He bought 5,100 common shares for cash and separately acquired 50,838 shares via a restricted stock unit award that does not involve a cash purchase price.