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

Rhea-AI Filing Summary

Nova Ltd. director Oppenhaim Eitan filed a Form 3 as an initial statement of beneficial ownership of the company’s ordinary shares. The filing lists several direct holdings, with individual blocks including 3,008 ordinary shares, 2,586 ordinary shares, 1,932 ordinary shares, and 646 ordinary shares.

Footnotes clarify that these positions represent ordinary shares issuable upon vesting and settlement of restricted share units granted on May 18, 2023, June 20, 2024, and June 18, 2025. The 2023 and 2024 grants vest 25% on each anniversary of the grant date, while the 2025 grant vests 100% on the first anniversary. The document records existing equity awards rather than new open-market purchases or sales.

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^*

Oppenhaim Eitan

(Last) (First) (Middle)

4 HAMAAPILIM ST.

(Street)

RAMAT HASHARON 4704348

(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	646	D
Ordinary Shares(1)	3,008	D
Ordinary Shares(2)	1,932	D
Ordinary Shares(3)	2,586	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 May 18, 2023, 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 20, 2024, 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 18, 2025, which vest in accordance with the following schedule: 100% of the RSUs will vest on the first anniversary of the grant date.

	/S/ Eitan Oppenhaim	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 Nova (NVMI) director Oppenhaim Eitan’s Form 3 report?

The Form 3 reports Oppenhaim Eitan’s initial beneficial ownership of Nova ordinary shares. It lists several direct holdings in ordinary shares that mainly reflect restricted share unit grants and their associated vesting schedules rather than new open‑market transactions.

How many separate Nova (NVMI) ordinary share blocks are listed in the Form 3?

The Form 3 lists four separate blocks of ordinary shares. These include holdings of 3,008, 2,586, 1,932, and 646 ordinary shares, each shown as directly owned. They represent equity positions tied to prior restricted share unit awards.

Are there any buy or sell transactions in Nova (NVMI) director’s Form 3?

The Form 3 does not show explicit buy or sell transactions. All entries are categorized as holdings, with unknown transaction codes and no share amounts reported as purchased or sold, indicating disclosure of existing awards rather than trading activity.

What are the vesting terms for Nova (NVMI) RSUs granted to Oppenhaim Eitan?

The RSUs granted in 2023 and 2024 vest 25% on each anniversary of the grant date. The RSUs granted on June 18, 2025 vest 100% on the first anniversary, creating a mix of multi‑year and one‑year vesting schedules for these awards.

Which grant dates are referenced in Nova (NVMI) director’s RSU footnotes?

The footnotes reference RSU grants on May 18, 2023, June 20, 2024, and June 18, 2025. Each grant converts into ordinary shares upon vesting and settlement, with specific vesting schedules tied to these individual grant dates.