[144] Nova Ltd. SEC Filing

Rhea-AI Filing Summary

Form 144 notice for Nova Ltd. (NVMI) shows a proposed sale of 6,667 ordinary shares through Oppenheimer & Co. on 09/08/2025 with an aggregate market value of $1,704,751.90. The filing lists total shares outstanding as 29,278,401. The shares to be sold were acquired as restricted stock units (RSUs) on multiple dates: 09/01/2019 (8,500), 10/01/2020 (4,967), 09/01/2021 (5,000), 09/01/2022 (5,000), and 09/01/2023 (3,200). The filer reports "Nothing to Report" for securities sold during the past three months. The notice includes the standard representation that the seller is not aware of any undisclosed material adverse information about the issuer.

Positive

• Disclosure completeness: The filing provides acquisition dates, share counts, broker name, proposed sale date, and aggregate market value.
• No recent dispositions: The filer reports "Nothing to Report" for securities sold in the past three months.

Negative

• Insider sale proposed: 6,667 shares with an aggregate market value of $1,704,751.90 are planned to be sold, which may be notable to investors monitoring insider activity.
• No Rule 10b5-1 plan date provided: The filing does not indicate whether the sale is under a prearranged trading plan or provide a plan adoption date.

Insights

Securities Analyst

TL;DR: Insider proposes a single-block sale of 6,667 RSU-derived ordinary shares valued at about $1.7M; disclosure appears routine.

This Form 144 documents a proposed brokered sale via Oppenheimer & Co. on 09/08/2025 for 6,667 ordinary shares with an aggregate market value of $1,704,751.90. The shares were acquired in RSU grants spanning 2019–2023. The filing indicates no sales in the prior three months, and it contains the standard attestation regarding material nonpublic information. From a compliance perspective, the notice provides the necessary acquisition dates, share counts, and broker details to satisfy Rule 144 disclosure requirements. There is no additional context in the filing about intent, plan timing beyond the approximate sale date, or any trading plan adoption date.

Corporate Governance Expert

TL;DR: Disclosure is complete for a Rule 144 transaction; the filing contains no governance or regulatory red flags on its face.

The Form 144 lists the class of security, broker, proposed sale date, and acquisition history by RSU, which are the core elements required for transparency around insider dispositions. The document states the filer represents no knowledge of undisclosed material adverse information. Absent other filings or context, this notice is procedural and does not, by itself, indicate governance concerns. The filing does not state whether the sale is pursuant to a prearranged trading plan (Rule 10b5-1) or include a plan adoption date.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Ordinary	Oppenheimer & Co. 85 Broad St. New York NY 10004	6667	1704751.90	29278401	09/08/2025	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Ordinary	09/01/2021	RSU	Issuer			5000	09/01/2021	N/A
Ordinary	09/01/2022	RSU	Issuer			5000	09/01/2022	N/A
Ordinary	09/01/2023	RSU	Issuer			3200	09/01/2023	N/A
Ordinary	09/01/2019	RSU	Issuer			8500	09/01/2019	N/A
Ordinary	10/01/2020	RSU	Issuer			4967	10/01/2020	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed for Nova Ltd. (NVMI) report?

The Form 144 reports a proposed sale of 6,667 ordinary shares via Oppenheimer & Co. on 09/08/2025 with an aggregate market value of $1,704,751.90.

How were the shares being sold by the filer acquired?

The shares were acquired as RSUs on multiple dates: 09/01/2019 (8,500), 10/01/2020 (4,967), 09/01/2021 (5,000), 09/01/2022 (5,000), and 09/01/2023 (3,200).

Does the filing show recent sales by the same person in the past three months?

No. The filing states "Nothing to Report" for securities sold during the past three months.

Which broker is handling the proposed sale listed on the Form 144?

Oppenheimer & Co., located at 85 Broad St., New York, NY 10004.

How many shares outstanding does Nova Ltd. report in this filing?

The filing lists 29,278,401 shares outstanding.