[144] NOVA LTD. SEC Filing

Rhea-AI Filing Summary

NOVA Ltd. (NVMI) filing a Form 144 notifies the proposed sale of 426 ordinary shares on 09/15/2025 via Oppenheimer & Co. on Nasdaq, with an aggregate market value of $124,860.60. The filing shows 29,278,401 shares outstanding. The securities to be sold were acquired as restricted stock units on 05/18/2023 (1,704 units reported acquired). The notice also reports a prior sale within three months: Sagiv Sarit sold 1,281 ordinary shares on 09/11/2025 for gross proceeds of $358,744.05. The filer certifies there is no undisclosed material information and includes standard Rule 10b5-1/trading-plan language.

Positive

• Regulatory compliance: The filer has submitted a Form 144 with required details, demonstrating adherence to Rule 144 disclosure obligations.
• Acquisition transparency: The filing shows the securities were acquired as restricted stock units on 05/18/2023, clarifying the origin of the holdings.

Negative

• Insider selling activity: A related sale of 1,281 shares on 09/11/2025 generated $358,744.05, indicating recent insider liquidity.
• Outstanding share context: The proposed sale is against a reported 29,278,401 shares outstanding, which may dilute relative insider holdings (factual context only).

Insights

Securities Compliance Analyst

TL;DR: Routine insider sale notice; records acquisition via RSUs and a recent related sale.

This Form 144 documents a proposed sale under Rule 144 rather than an open-market press event. It specifies the class, broker, approximate date, shares outstanding, and acquisition details (restricted stock units acquired 05/18/2023, 1,704 units). The form also discloses a related sale of 1,281 shares on 09/11/2025 for $358,744.05. From a compliance perspective, the filing contains the required elements for a Rule 144 notice and the signer attests to absence of undisclosed material information.

Equity Capital Markets Specialist

TL;DR: Transaction size is specified but not large relative to typical public float disclosures; appears procedural.

The Form 144 lists a proposed sale of 426 ordinary shares valued at $124,860.60 and shows total shares outstanding of 29,278,401. The securities originated as RSUs on 05/18/2023. The filing also records a recent sale (1,281 shares, $358,744.05). These facts are useful for tracking insider liquidity events; however, the form itself is a statutory disclosure rather than a corporate operational update.

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. Inc 85 Broad St. New York NY 10004	426	124860.60	29278401	09/15/2025	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	05/18/2023	Restricted Stock Units	Issuer			1704	05/18/2023	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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Sagiv Sarit 5 DAVID FIKES STREET REHOVOT L3 7610201	Ordinary	09/11/2025	1281	358744.05

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 by NOVA Ltd. (NVMI) disclose?

The Form 144 discloses a proposed sale of 426 ordinary shares on 09/15/2025 via Oppenheimer & Co. on Nasdaq with an aggregate market value of $124,860.60.

When and how were the securities to be sold acquired?

The securities were acquired as restricted stock units on 05/18/2023, with 1,704 units reported as acquired on that date.

Has the filer sold any NVMI shares recently?

Yes. The filing reports that Sagiv Sarit sold 1,281 ordinary shares on 09/11/2025 for gross proceeds of $358,744.05.

What broker is handling the proposed sale and on which exchange?

The proposed sale lists Oppenheimer & Co. Inc. as the broker and names Nasdaq as the exchange for the transaction.

How many shares outstanding does NOVA Ltd. report in the filing?

The filing reports 29,278,401 shares outstanding.