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Nova (NVMI) director reports open-market sale of 820 ordinary shares

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

Rhea-AI Filing Summary

NOVA LTD. director Zehava Simon reported two open-market sales of Ordinary Shares. She sold 454 shares at $536.52 on June 23, 2026 and 366 shares at $581.20 on June 22, 2026, for a total of 820 shares sold. After these transactions, she directly holds 1,951 shares, along with multiple unvested restricted share unit awards scheduled to vest between 2026 and 2028.

Positive

  • None.

Negative

  • None.
Insider Simon Zehava
Role null
Sold 820 shs ($456K)
Type Security Shares Price Value
Sale Ordinary Shares 454 $536.52 $244K
Sale Ordinary Shares 366 $581.20 $213K
Holdings After Transaction: Ordinary Shares — 1,951 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 fully vested on June 18, 2026. Each RSU represents the right to receive one ordinary share upon vesting and settlement. Includes 334 RSUs, 100% of which will vest on June 18, 2027, 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.
Total shares sold 820 shares Two open-market sales in June 2026
Sale on June 22, 2026 366 shares at $581.20/share Ordinary Shares, open-market sale
Sale on June 23, 2026 454 shares at $536.52/share Ordinary Shares, open-market sale
Shares held after sales 1,951 shares Direct ownership following June 23, 2026 transaction
RSU grant vesting through 2026 454 RSUs Vest in equal annual installments through 2026
RSU grant vesting through 2027 426 RSUs Vest in equal annual installments through 2027
RSU grant vesting through 2028 546 RSUs Vest in equal annual installments through 2028
RSU grant vesting June 18, 2027 334 RSUs 100% vest on June 18, 2027
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.
restricted share units ("RSUs") financial
"Includes 454 restricted share units ("RSUs") which shall vest"
vest financial
"RSUs which shall vest in equal annual installments through 2027"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
settlement financial
"right to receive one ordinary share upon vesting and settlement"
Settlement is the process of completing a financial transaction, like buying or selling a stock, by transferring money and ownership between parties. It ensures that both the buyer gets the asset and the seller gets paid, making the deal official. Without settlement, the transaction wouldn't be finalized or legally recognized.
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.
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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)
06/22/2026		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 Shares06/22/202606/23/2026S366D$581.22,405(1)(2)(3)(4)(5)(6)D
Ordinary Shares06/23/202606/24/2026S454D$536.521,951(1)(2)(3)(4)(5)(6)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 fully vested on June 18, 2026. Each RSU represents the right to receive one ordinary share upon vesting and settlement.
6. Includes 334 RSUs, 100% of which will vest on June 18, 2027, 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 Simon06/24/2026
** 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 insider transactions did NOVA LTD. (NVMI) director Zehava Simon report?

Zehava Simon reported two open-market sales of NOVA LTD. Ordinary Shares. She sold 366 shares on June 22, 2026 and 454 shares on June 23, 2026, totaling 820 shares disposed in direct transactions.

At what prices did Zehava Simon sell NOVA LTD. (NVMI) shares?

The reported NOVA LTD. share sales occurred at two different prices. She sold 366 Ordinary Shares at $581.20 per share and 454 Ordinary Shares at $536.52 per share, reflecting open-market sale prices on June 22 and June 23, 2026.

How many NOVA LTD. (NVMI) shares does Zehava Simon hold after these sales?

Following the reported transactions, Zehava Simon directly holds 1,951 NOVA LTD. Ordinary Shares. This figure reflects her remaining direct ownership position after selling a combined 820 shares across two open-market sales in June 2026.

Does Zehava Simon still have unvested RSUs in NOVA LTD. (NVMI)?

Yes. The filing notes several restricted share unit (RSU) awards. These include blocks of 454, 426, 546, 827, and 334 RSUs, scheduled to vest in annual installments through 2028, each convertible into one NOVA LTD. Ordinary Share upon vesting and settlement.

Were the NOVA LTD. (NVMI) insider transactions classified as open-market sales?

Both reported NOVA LTD. transactions are coded as "S" and described as sales in open market or private transactions. The filing further labels the transaction action as open-market sale, confirming they are discretionary dispositions rather than tax withholding or derivative exercises.