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Elbit Systems (ESLT) EVP discloses option and share stakes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Elbit Systems Ltd Executive Vice President Yoram Shmuely has filed an initial statement of holdings showing both options and shares in the company. He holds employee stock options held in an employee benefit trust by IBI Trust Management over 9,000 underlying ordinary shares at an exercise price of 134.34 and 50,000 underlying ordinary shares at an exercise price of 197.82, expiring in 2027 and 2028. Footnotes explain that the 2021 option grant is mostly vested, with the remainder vesting in 2026, and that the 2024 grant vests in stages from 2026 to 2028. A net exercise mechanism means the actual shares received on exercise will likely be fewer than the optioned amounts. He also directly owns 50 ordinary shares.

Positive

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Insider Shmuely Yoram
Role Executive Vice President
Type Security Shares Price Value
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Ordinary shares, par value 1.00 NIS per share -- -- --
Holdings After Transaction: Employee Stock Option (right to buy) — 9,000 shares (Indirect, Held in an employee benefit trust by IBI Trust Management); Ordinary shares, par value 1.00 NIS per share — 50 shares (Direct)
Footnotes (1)
  1. Mr. Shmuely received a grant of options on April 7, 2021, 80% of which has vested and become exercisable. The remaining 20% will vest and become exercisable on April 7, 2026. Unless otherwise determined by the option plans' administrators, a net exercise mechanism will be used with respect to the options, which entitles Mr. Shmuely to exercise the options for a number of shares determined based on the excess, if any, of the fair market value of the shares underlying such options minus the exercise price of such options, calculated based on the date of exercise. Therefore, the number of shares actually received by Mr. Shmuely following any exercise of options will likely be fewer than the number of shares subject to the options. Mr. Shmuely's options are held in trust in accordance with the terms of his award agreement and the option plan under which they were granted. Mr. Shmuely is the sole beneficiary of the options. Mr. Shmuely received a grant of options on September 19, 2024, which vests and becomes exercisable in three tranches: 40% on September 19, 2026, 30% on September 19, 2027, and 30% on September 19, 2028.
SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
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hours per response:0.5
1. Name and Address of Reporting Person*
Shmuely Yoram

(Last)(First)(Middle)
ADVANCED TECHNOLOGY CENTER PO BOX 539

(Street)
HAIFA3100401

(City)(State)(Zip)

ISRAEL

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
ELBIT SYSTEMS LTD [ ESLT ]
3a. Foreign Trading Symbol
[ESLT]
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive Vice President
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary shares, par value 1.00 NIS per share50D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy) (1)07/07/2027Ordinary Shares9,000(2)$134.34I(3)Held in an employee benefit trust by IBI Trust Management
Employee Stock Option (right to buy) (4)12/19/2028Ordinary Shares50,000(2)$197.82I(3)Held in an employee benefit trust by IBI Trust Management
Explanation of Responses:
1. Mr. Shmuely received a grant of options on April 7, 2021, 80% of which has vested and become exercisable. The remaining 20% will vest and become exercisable on April 7, 2026.
2. Unless otherwise determined by the option plans' administrators, a net exercise mechanism will be used with respect to the options, which entitles Mr. Shmuely to exercise the options for a number of shares determined based on the excess, if any, of the fair market value of the shares underlying such options minus the exercise price of such options, calculated based on the date of exercise. Therefore, the number of shares actually received by Mr. Shmuely following any exercise of options will likely be fewer than the number of shares subject to the options.
3. Mr. Shmuely's options are held in trust in accordance with the terms of his award agreement and the option plan under which they were granted. Mr. Shmuely is the sole beneficiary of the options.
4. Mr. Shmuely received a grant of options on September 19, 2024, which vests and becomes exercisable in three tranches: 40% on September 19, 2026, 30% on September 19, 2027, and 30% on September 19, 2028.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Adi Pinchas Confino, Attorney-in-Fact03/18/2026
** Signature of Reporting PersonDate
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 5 (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.
* Form 3: SEC 1473 (03-26)

FAQ

What does the Elbit Systems (ESLT) Form 3 filing by Yoram Shmuely show?

The Form 3 shows Executive Vice President Yoram Shmuely’s initial beneficial holdings in Elbit Systems. It lists indirect employee stock options held in trust and a small direct holding of 50 ordinary shares, outlining strike prices, expirations, and vesting schedules for the option grants.

How many Elbit Systems (ESLT) shares underlie Yoram Shmuely’s employee stock options?

Yoram Shmuely’s options cover 9,000 underlying ordinary shares at an exercise price of 134.34 and 50,000 underlying ordinary shares at an exercise price of 197.82. These option series expire in 2027 and 2028 and are held indirectly through an employee benefit trust arrangement.

How do Yoram Shmuely’s Elbit Systems (ESLT) option grants vest over time?

One grant from April 7, 2021 has 80% already vested and exercisable, with the remaining 20% vesting on April 7, 2026. A second grant from September 19, 2024 vests in three tranches: 40% in 2026, 30% in 2027, and 30% in 2028.

What is the net exercise mechanism described in the Elbit Systems (ESLT) Form 3?

The net exercise mechanism lets Yoram Shmuely receive only the value of the options above the exercise price. The number of ordinary shares delivered on exercise is based on fair market value minus strike price, so it will likely be fewer than the total shares subject to the options.

How are Yoram Shmuely’s Elbit Systems (ESLT) options held according to the Form 3?

The options are held in trust by IBI Trust Management under the terms of his award agreement and the relevant option plan. The filing states that Yoram Shmuely is the sole beneficiary of these options, clarifying his beneficial interest despite the indirect trust structure.

What direct Elbit Systems (ESLT) share ownership does Yoram Shmuely report?

Beyond his indirect option interests, Yoram Shmuely reports direct ownership of 50 ordinary shares of Elbit Systems. This small direct position complements his larger economic exposure through employee stock options that may be exercised in the future under the plan’s terms.