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Nova Ltd. (NVMI) director sells 426 shares in open-market trade

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Nova Ltd. director Zehava Simon reported an open-market sale of 426 ordinary shares at $514.49 per share on May 18, 2026. After this transaction, Simon holds 2,437 shares directly, including ordinary shares and several RSU awards scheduled to vest through 2028.

Positive

  • None.

Negative

  • None.
Insider Simon Zehava
Role null
Sold 426 shs ($219K)
Type Security Shares Price Value
Sale Ordinary Shares 426 $514.49 $219K
Holdings After Transaction: Ordinary Shares — 2,437 shares (Direct, null)
Footnotes (1)
  1. Includes 184 ordinary shares. Includes 454 restricted share units ("RSUs") which shall vest in equal annual installments through 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement. Includes 426 RSUs which shall vest in equal annual installments through 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement. Includes 546 RSUs which shall vest in equal annual installments through 2028, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement. Includes 827 RSUs which 100% vest on June 18, 2026, the first anniversary of grant, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
Shares sold 426 shares Open-market sale on May 18, 2026
Sale price per share $514.49 per share Ordinary shares transaction price
Shares held after transaction 2,437 shares Direct ownership following sale
Ordinary shares included 184 shares Component of post-transaction holdings
RSU grant 1 454 RSUs Vest in equal annual installments through 2026
RSU grant 2 426 RSUs Vest in equal annual installments through 2027
RSU grant 3 546 RSUs Vest in equal annual installments through 2028
RSU grant 4 827 RSUs Vests 100% on June 18, 2026
open-market sale financial
"reported an open-market sale of 426 ordinary shares"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
Ordinary Shares financial
"The reported transaction price was $514.49 per ordinary share"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
restricted share units ("RSUs") financial
"Includes 454 restricted share units ("RSUs") which shall vest"
vest in equal annual installments financial
"RSUs which shall vest in equal annual installments through 2028"
vesting and settlement financial
"Each RSU represents the right to receive one ordinary share upon vesting and settlement"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Simon Zehava
(Last)(First)(Middle)
5 DAVID FIKES ST.
(Street)
REHOVOT7632805
(City)(State)(Zip)
ISRAEL
(Country)		2. Issuer Name and Ticker or Trading Symbol
NOVA LTD. [ NVMI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
[NVMI]
3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Ordinary Shares05/18/202605/19/2026S426D$514.492,437(1)(2)(3)(4)(5)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Includes 184 ordinary shares.
2. Includes 454 restricted share units ("RSUs") which shall vest in equal annual installments through 2026, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
3. Includes 426 RSUs which shall vest in equal annual installments through 2027, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
4. Includes 546 RSUs which shall vest in equal annual installments through 2028, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
5. Includes 827 RSUs which 100% vest on June 18, 2026, the first anniversary of grant, subject to the Reporting Person's provision of service to the Issuer on each vesting date. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
/S/ Zehava Simon05/20/2026
** 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 4 (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 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Nova (NVMI) director Zehava Simon report in this Form 4?

Zehava Simon reported an open-market sale of 426 Nova ordinary shares. The shares were sold at a reported price of $514.49 per share, and the filing updates her direct ownership position after the transaction.

At what price were Zehava Simon’s Nova (NVMI) shares sold?

The reported transaction price was $514.49 per ordinary share. This figure reflects the weighted average sale price disclosed for the 426 shares sold in the open market on May 18, 2026.

How many Nova (NVMI) shares does Zehava Simon hold after the sale?

Following the sale, Zehava Simon holds 2,437 Nova ordinary shares directly. This total includes existing ordinary shares and multiple RSU awards that convert into one ordinary share each upon future vesting and settlement.

What RSU awards are included in Zehava Simon’s Nova (NVMI) holdings?

Her holdings include RSU awards of 454, 426, 546 and 827 units. These RSUs vest in equal annual installments through 2026, 2027 and 2028, with one grant of 827 RSUs vesting entirely on June 18, 2026.

Does the Nova (NVMI) Form 4 mention any ordinary shares besides RSUs?

Yes. A footnote states the position includes 184 ordinary shares in addition to RSUs. Together, these ordinary shares and the various RSU grants comprise the 2,437 total shares reported as directly owned after the transaction.