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  4. [Form 3] NOVA LTD. Initial Statement of Beneficial Ownership

Nova (NASDAQ: NVMI) director details ordinary share and option holdings

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

Rhea-AI Filing Summary

NOVA LTD. director Cohen Raanan filed an initial ownership report outlining his equity position in the company. The filing lists direct holdings of ordinary shares and equity awards rather than new purchases or sales.

He holds options to acquire 960 ordinary shares at an exercise price of $102.35 per share, which became fully exercisable on June 24, 2025 and expire on June 24, 2027. The report also describes several blocks of ordinary shares that are issuable upon vesting of restricted share units granted on June 23, 2022, May 18, 2023, June 20, 2024, and June 18, 2025. For the 2022–2024 grants, 25% of the RSUs vest on each anniversary of the grant date, while the 2025 grant vests 100% on the first anniversary.

Positive

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Insider Cohen Raanan
Role Director
Type Security Shares Price Value
holding Option (right to purchase) -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
holding Ordinary Shares -- -- --
Holdings After Transaction: Option (right to purchase) — 960 shares (Direct); Ordinary Shares — 3,035 shares (Direct)
Footnotes (1)
  1. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on June 23, 2022, which vest in accordance with the following schedule: 25% of the RSUs will vest upon each anniversary of the grant date. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on May 18. 2023, which vest in accordance with the following schedule: 25% of the RSUs will vest upon each anniversary of the grant date. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on June 20, 2024, which vest in accordance with the following schedule: 25% of the RSUs will vest upon each anniversary of the grant date. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on June 18, 2025, which vest in accordance with the following schedule: 100% of the RSUs will vest on the first anniversary of the grant date. The subject options have vested and became fully exercisable on June 24, 2025.
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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
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Cohen Raanan
(Last)(First)(Middle)
28 ELLA ST
(Street)
MEVASERET ZION070128
(City)(State)(Zip)
UNITED STATES
(Country)		2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026		3. Issuer Name and Ticker or Trading Symbol
NOVA LTD. [ NVMI ]
3a. Foreign Trading Symbol
[NVMI] 		5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
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 Shares3,035D
Ordinary Shares(1)454D
Ordinary Shares(2)852D
Ordinary Shares(3)546D
Ordinary Shares(4)827D
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
Option (right to purchase)06/24/2022(5)06/24/2027Ordinary shares960$102.35D
Explanation of Responses:
1. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on June 23, 2022, which vest in accordance with the following schedule: 25% of the RSUs will vest upon each anniversary of the grant date.
2. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on May 18. 2023, which vest in accordance with the following schedule: 25% of the RSUs will vest upon each anniversary of the grant date.
3. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on June 20, 2024, which vest in accordance with the following schedule: 25% of the RSUs will vest upon each anniversary of the grant date.
4. Represents ordinary shares issuable upon vesting and settlement of an equivalent number of restricted share units (RSUs) granted to the Reporting Person by the Issuer on June 18, 2025, which vest in accordance with the following schedule: 100% of the RSUs will vest on the first anniversary of the grant date.
5. The subject options have vested and became fully exercisable on June 24, 2025.
/S/ Raanan Cohen03/18/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What does the NOVA LTD. (NVMI) Form 3 filing for Cohen Raanan show?

The Form 3 shows director Cohen Raanan’s initial ownership in NOVA LTD., including ordinary shares, fully vested options on 960 shares at $102.35, and multiple restricted share unit (RSU) grants with specified vesting schedules.

How many NOVA LTD. shares are covered by Cohen Raanan’s stock options?

Cohen Raanan holds an option covering 960 ordinary shares of NOVA LTD., with an exercise price of $102.35 per share. According to the filing, these options became fully exercisable on June 24, 2025 and expire on June 24, 2027.

What RSU grants for NOVA LTD. are reported for Cohen Raanan?

The filing reports RSUs granted on June 23, 2022, May 18, 2023, June 20, 2024, and June 18, 2025. For the 2022–2024 grants, 25% vest on each anniversary, while the 2025 grant vests 100% on the first anniversary of the grant date.

How do Cohen Raanan’s RSUs in NOVA LTD. vest over time?

For RSUs granted in 2022, 2023, and 2024, 25% of the units vest on each anniversary of the grant date. The June 18, 2025 RSU grant instead vests 100% on the first anniversary of that grant date.

Does the NOVA LTD. Form 3 for Cohen Raanan report any share purchases or sales?

The Form 3 categorizes all entries as holdings, with buy and sell transaction counts shown as zero in the transaction summary. This indicates the filing is an ownership snapshot rather than a report of new purchase or sale activity.

What type of securities does Cohen Raanan directly hold in NOVA LTD.?

Cohen Raanan directly holds ordinary shares of NOVA LTD., as well as options on 960 ordinary shares and multiple series of restricted share units. All reported positions are listed with direct ownership status in the filing data.