Nova (NVMI) CEO reports ordinary share and RSU vesting schedule

Rhea-AI Filing Summary

NOVA LTD. filed an initial insider ownership report for CEO and president Gabriel Waisman. The Form 3 lists his direct holdings of ordinary shares along with several grants of restricted share units (RSUs).

The RSUs were granted on September 1, 2022, June 1, 2023, July 1, 2024, and July 1, 2025. For each grant, 25% of the RSUs vest on every anniversary of the grant date, and ordinary shares are issuable upon vesting and settlement of an equivalent number of RSUs. The filing does not show new purchases or sales, but instead establishes Waisman’s starting equity position and time-based vesting schedule as an executive of the company.

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^*

Waisman Gabriel

(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)

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

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	2,968	D
Ordinary Shares(1)	1,500	D
Ordinary Shares(2)	6,000	D
Ordinary Shares(3)	4,446	D
Ordinary Shares(4)	6,710	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

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 September 1, 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 June 1. 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 July 1, 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 July 1, 2025, which vest in accordance with the following schedule: 25% of the RSUs will vest upon each anniversary of the grant date.

	/S/ Gabriel Waisman	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 the NOVA LTD. (NVMI) Form 3 filing show?

The Form 3 shows CEO and president Gabriel Waisman’s initial ownership in NOVA LTD., including ordinary shares and multiple restricted share unit (RSU) awards, each scheduled to vest in 25% increments on anniversaries of their respective grant dates.

Who is the insider reporting holdings for NOVA LTD. (NVMI)?

The reporting person is Gabriel Waisman, who serves as CEO and president of NOVA LTD. The Form 3 details his direct ownership of ordinary shares and several time-vested RSU grants awarded between 2022 and 2025.

How do Gabriel Waisman’s RSUs at NOVA LTD. (NVMI) vest?

Each RSU grant vests in four equal annual installments. Specifically, 25% of the RSUs from each grant date vests on every anniversary of that grant, after which ordinary shares are issued upon vesting and settlement.

What grant dates are disclosed for NOVA LTD. (NVMI) RSUs?

The filing lists RSU grants to Gabriel Waisman dated September 1, 2022, June 1, 2023, July 1, 2024, and July 1, 2025. Each award converts into ordinary shares over time as 25% vests on each anniversary of its grant date.

Does the NOVA LTD. (NVMI) Form 3 indicate insider buying or selling?

The Form 3 does not indicate any buy or sell transactions. It is an initial ownership statement that records Gabriel Waisman’s existing ordinary share holdings and RSU awards, rather than reporting new market purchases or sales.

What type of securities does Gabriel Waisman hold in NOVA LTD. (NVMI)?

He holds ordinary shares and restricted share units (RSUs). The RSUs represent rights to receive an equivalent number of ordinary shares upon vesting and settlement, with vesting occurring at 25% on each anniversary of the grant dates listed.