Avi Cohen discloses NOVA LTD. (NVMI) share and stock option holdings

Rhea-AI Filing Summary

NOVA LTD. director Avi Cohen has filed an initial statement of beneficial ownership. The filing reports direct holdings of Ordinary Shares and vested stock options in NOVA LTD.

The holdings include Ordinary Shares, with one line showing 5,057 shares held directly, and vested options over 2,090 Ordinary Shares at an exercise price of $48.2000 per share expiring on June 24, 2027, and options over 960 Ordinary Shares at $102.3500 per share expiring on June 27, 2028.

Footnotes state that the options became fully exercisable on June 25, 2024 and June 24, 2025, and that several reported positions represent Ordinary Shares issuable upon vesting of restricted share units that vest in annual installments following their respective grant dates.

SEC Form 3

FORM 3

UNITED 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

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1. Name and Address of Reporting Person^*

COHEN AVI

(Last) (First) (Middle)

5 DAVID FIKES ST.

(Street)

REHOVOT 7632805

(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)

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

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 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	5,057	D
Ordinary Shares(1)	454	D
Ordinary Shares(2)	1,484	D
Ordinary Shares(3)	546	D
Ordinary Shares(4)	827	D

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 Exercisable	Expiration Date	Title	Amount or Number of Shares
Options (right to buy)	06/25/2021(5)	06/24/2027	Ordinary Shares	2,090	$48.2	D
Options (right to buy)	06/24/2022(6)	06/27/2028	Ordinary Shares	960	$102.35	D

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 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 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 25, 2024.

6. The subject options have vested and became fully exercisable on June 24, 2025.

	/S/ Avi Cohen	03/18/2026
	** 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 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 Avi Cohen’s Form 3 filing show for NOVA LTD. (NVMI)?

The Form 3 shows initial beneficial ownership for director Avi Cohen in NOVA LTD., including Ordinary Shares and vested stock options, plus RSUs that vest over time into additional Ordinary Shares, all held directly rather than through separate entities.

How many NOVA LTD. (NVMI) options does Avi Cohen hold and at what prices?

Avi Cohen holds vested options over 2,090 Ordinary Shares at $48.2000 per share and options over 960 Ordinary Shares at $102.3500 per share, each with stated expiration dates in June 2027 and June 2028, respectively.

Are Avi Cohen’s NOVA LTD. (NVMI) options currently exercisable?

Yes. Footnotes state the options became fully exercisable on June 25, 2024 and June 24, 2025. This means Cohen can choose to exercise these options into Ordinary Shares any time before their respective expiration dates, subject to applicable company and regulatory rules.

What do the RSU-related footnotes mean in the NOVA LTD. (NVMI) Form 3?

The RSU footnotes explain that certain reported positions are Ordinary Shares issuable upon RSU vesting. Grants from 2022, 2023, and 2024 vest 25% on each anniversary of the grant date, while 2025 RSUs vest 100% on the first anniversary.

Does the NOVA LTD. (NVMI) Form 3 show any recent insider buying or selling?

No. The Form 3 lists holdings and derivative positions only, with no buy or sell transactions. It serves as an initial baseline of Avi Cohen’s ownership when he became a reportable insider, rather than a record of recent trading activity.