N2OFF (NITO) CEO awarded 100,000 restricted common shares via trust

Rhea-AI Filing Summary

N2OFF, Inc. reported an insider equity award for its Chief Executive Officer, David Palach. On February 9, 2026, a trust associated with him acquired 100,000 restricted shares of common stock at $0 per share under the Save Foods, Inc. 2022 Share Incentive Plan, bringing his indirectly held beneficial ownership to 129,144 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Palach David

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Shares of Common Stock	100,000	$0.00	--

Holdings After Transaction: Restricted Shares of Common Stock — 129,144 shares (Indirect, By Trust)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Palach David

(Last) (First) (Middle)

1 IBN GABIROL

(Street)

RISHON LEZION L3 7548101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
N2OFF, Inc. [ NITO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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
Restricted Shares of Common Stock	02/09/2026		A		100,000(1)	A	$0	129,144	I	By Trust

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. These restricted shares of common were issued to the Reporting Person in accordance with the Save Foods, Inc. 2022 Share Incentive Plan.

	/s/ David Palach	02/11/2026
	** 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.
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.

FAQ

What insider transaction did N2OFF (NITO) disclose in this Form 4?

N2OFF disclosed that its Chief Executive Officer, David Palach, received a grant of 100,000 restricted shares of common stock. The shares were acquired for $0 per share and are held indirectly through a trust associated with him, as reported in Table I.

How many restricted N2OFF (NITO) shares did the CEO receive?

The CEO, David Palach, received 100,000 restricted shares of common stock. These shares were issued as a grant or award transaction and are reported as indirectly owned through a trust, increasing his total beneficial ownership recorded in the filing.

When did the reported N2OFF (NITO) insider share grant occur?

The reported insider share grant occurred on February 9, 2026. On that date, 100,000 restricted shares of common stock were awarded to a trust associated with Chief Executive Officer David Palach, as reflected in the transaction date in Table I of the filing.

How many N2OFF (NITO) shares does the CEO beneficially own after this grant?

After the reported grant, David Palach beneficially owns 129,144 shares of N2OFF common stock. The filing shows this amount as indirectly held through a trust, reflecting his total beneficial ownership following the 100,000-share restricted stock award.

Under which plan were the N2OFF (NITO) restricted shares issued?

The restricted shares were issued under the Save Foods, Inc. 2022 Share Incentive Plan. The footnote explains that the 100,000 restricted shares of common stock were granted to the reporting person in accordance with this equity incentive plan structure.

Is the N2OFF (NITO) CEO’s ownership reported as direct or indirect?

The CEO’s ownership is reported as indirect. Table I states that the 129,144 shares, including the 100,000 restricted shares granted, are held "By Trust," indicating indirect beneficial ownership rather than direct personal registration in his own name.