NOVA LTD. (NVMI) director sells 426 shares and details RSU holdings

Q: What RSU awards related to NOVA LTD. (NVMI) does Sagiv Sarit currently hold?

Sarit holds several RSU awards: 454 RSUs vesting in equal annual installments through 2026, 426 RSUs vesting through 2027, 546 RSUs vesting through 2028, and 827 RSUs scheduled to fully vest on June 18, 2026, each convertible into one Ordinary Share upon vesting.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

NOVA LTD. director Sagiv Sarit reported an open-market sale of 426 Ordinary Shares on May 18, 2026 at an average price of $514.49 per share. After the sale, Sarit directly holds 2,437 Ordinary Shares.

In addition to those shares, Sarit has multiple outstanding restricted share unit (RSU) awards. These include 454 RSUs vesting in equal annual installments through 2026, 426 RSUs vesting through 2027, 546 RSUs vesting through 2028, and 827 RSUs that are scheduled to fully vest on June 18, 2026, each RSU representing one Ordinary Share upon vesting and settlement.

Insider Trade Summary 10b5-1

Net Seller: 426 shares ($219,173)

Net Sell 1 txn

Insider Sagiv Sarit

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)

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.

Key Figures

Shares sold: 426 shares Sale price per share: $514.49 per share Shares held after transaction: 2,437 shares +4 more

7 metrics

Shares sold 426 shares Open-market sale on May 18, 2026

Sale price per share $514.49 per share Average price for the 426 shares sold

Shares held after transaction 2,437 shares Direct ownership after the May 18, 2026 sale

RSUs vesting through 2026 454 RSUs Vest in equal annual installments through 2026

RSUs vesting through 2027 426 RSUs Vest in equal annual installments through 2027

RSUs vesting through 2028 546 RSUs Vest in equal annual installments through 2028

RSUs vesting on June 18, 2026 827 RSUs 100% vest on June 18, 2026

Key Terms

restricted share units ("RSUs"), open-market sale, vesting, Ordinary Shares

4 terms

open-market sale financial

"transaction_action": "open-market sale""

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.

vesting financial

"shall vest in equal annual installments through 2027, subject to the Reporting Person's provision of service"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Ordinary Shares financial

"security_title": "Ordinary Shares""

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.

Form 4 Insider Transactions: What Each Field Means →

05/20/2026 - 12:18 PM

SEC Form 4

FORM 4

UNITED 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).

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^*

Sagiv Sarit

(Last)

(First)

(Middle)

5 DAVID FIKES ST.

(Street)

REHOVOT

7632805

(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)

X	Director	10% 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)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	05/18/2026	05/19/2026	S		426	D	$514.49	2,437⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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/ Sarit Sagiv	05/20/2026
	** 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 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 insider transaction did NOVA LTD. (NVMI) report for Sagiv Sarit?

NOVA LTD. director Sagiv Sarit reported selling 426 Ordinary Shares in an open-market transaction. The shares were sold at an average price of $514.49 per share, and the transaction was dated May 18, 2026, according to the Form 4 filing.

How many NOVA LTD. (NVMI) shares does Sagiv Sarit hold after the sale?

After the reported sale, Sagiv Sarit directly holds 2,437 Ordinary Shares of NOVA LTD. In addition to these shares, he also has several restricted share unit (RSU) awards outstanding that may convert into additional Ordinary Shares as they vest over time.

At what price did Sagiv Sarit sell NOVA LTD. (NVMI) shares on May 18, 2026?

Sagiv Sarit’s open-market sale of NOVA LTD. Ordinary Shares was executed at an average price of $514.49 per share. The transaction covered 426 shares and is disclosed in the Form 4, detailing the per-share sale price and resulting holdings.

Is Sagiv Sarit’s NOVA LTD. (NVMI) transaction a buy or sell?

The Form 4 shows that Sagiv Sarit executed a sell transaction in NOVA LTD. stock. It is classified as an open-market sale under transaction code “S,” covering 426 Ordinary Shares at an average price of $514.49 per share.