Nova Ltd. filings document its foreign private issuer reporting for a semiconductor metrology and process control company. Form 6-K current reports incorporate press releases on financial results, scheduled earnings releases, investor conference participation, product adoption for Nova Metrion®, and other operating updates. The Form 20-F annual report includes audited consolidated financial statements and establishes the company's reporting framework under Form 20-F rather than Form 40-F.
The filing record also identifies Nova's Nasdaq ticker NVMI and TASE trading status. Current reports preserve formal notices for annual-report availability, scheduled conference calls and public communications made under Exchange Act Rule 13a-16 or 15d-16.
Form 144 for NVMI (NOVA LTD.) reports proposed and recent insider sales of ordinary shares. The notice states 1,360 ordinary shares are proposed for sale through Oppenheimer & Co. with an aggregate market value of $434,737.60 and an approximate sale date of 10/01/2025 on Nasdaq. The filer indicates those shares were acquired as restricted stock units on 06/23/2022 totaling 1,814 units and paid on that date. The filing also discloses sales by the named person during the past three months: 479 shares on 09/15/2025 for $143,221, 303 shares on 09/22/2025 for $96,960, and 549 shares on 10/01/2025 for $175,680. The form includes the standard seller representation about material nonpublic information and references Rule 10b5-1 language where applicable.
NOVA Ltd. (NVMI) Form 144 summary: An individual proposes to sell 852 ordinary shares through Oppenheimer & Co. on Nasdaq, with an aggregate market value of $263,770.68. The issuer shows 29,278,401 shares outstanding. The 852 shares were acquired as Restricted Stock Units (RSUs) on 05/18/2023 and were paid/issued on that date. The filer also reported multiple ordinary-share sales by the same person during the past three months: 135, 720, 1,390, and 479 shares on specified dates, with listed gross proceeds. The notice includes the standard attestation that the seller is not aware of undisclosed material adverse information.
NOVA Ltd. (NVMI) filing a Form 144 notifies the proposed sale of 426 ordinary shares on 09/15/2025 via Oppenheimer & Co. on Nasdaq, with an aggregate market value of $124,860.60. The filing shows 29,278,401 shares outstanding. The securities to be sold were acquired as restricted stock units on 05/18/2023 (1,704 units reported acquired). The notice also reports a prior sale within three months: Sagiv Sarit sold 1,281 ordinary shares on 09/11/2025 for gross proceeds of $358,744.05. The filer certifies there is no undisclosed material information and includes standard Rule 10b5-1/trading-plan language.
NOVA Ltd. (NVMI) filed a Form 144 reporting a proposed sale of 1,500 ordinary shares through Oppenheimer & Co. on Nasdaq with an aggregate market value of $439,650. The filing lists total outstanding shares of 29,278,401. The securities to be sold were acquired as restricted stock units on four dates in 2021–2023 totaling 1,910 shares (520, 514, 570, 306). The filer also disclosed a prior sale on 06/25/2025 of 2,051 shares for gross proceeds of $523,005. The notice includes the seller's representation that no undisclosed material adverse information is known.
Form 144 for NOVA LTD. (NVMI) reports a proposed sale of 479 ordinary shares through Oppenheimer & Co. on 09/15/2025 with an aggregate market value of $140,394.90. The filing shows 29,278,401 shares outstanding for the class. The shares to be sold were acquired as restricted stock units on 06/24/2021 (639 units). The filer also disclosed three recent transactions in the past three months by Simon Zehava: 135 shares on 06/24/2025 for $32,400, 720 shares on 06/26/2025 for $188,640, and 1,390 shares on 06/30/2025 for $391,980. The form includes the standard representation that the seller is not aware of undisclosed material information.
Form 144 notice for Nova Ltd. (NVMI): The filer reports a proposed sale of 1,281 ordinary shares through Oppenheimer & Co. Inc., listed on Nasdaq, with an aggregate market value of $356,310.15. The filing lists the total number of shares outstanding as 29,278,401 and gives an approximate sale date of 09/11/2025.
The securities to be sold were originally acquired as restricted stock units: 1,605 shares on 06/23/2022, 1,814 shares on 06/23/2022, and 1,704 shares on 05/18/2023. The filer reports no securities sold in the past three months for the account whose sale is proposed. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information about the issuer.
Form 144 notice for Nova Ltd. (NVMI) shows a proposed sale of 6,667 ordinary shares through Oppenheimer & Co. on 09/08/2025 with an aggregate market value of $1,704,751.90. The filing lists total shares outstanding as 29,278,401. The shares to be sold were acquired as restricted stock units (RSUs) on multiple dates: 09/01/2019 (8,500), 10/01/2020 (4,967), 09/01/2021 (5,000), 09/01/2022 (5,000), and 09/01/2023 (3,200). The filer reports "Nothing to Report" for securities sold during the past three months. The notice includes the standard representation that the seller is not aware of any undisclosed material adverse information about the issuer.
Nova Ltd. completed a private offering of 0.00% convertible senior notes due 2030 to qualified institutional buyers, issuing a total principal amount of $750 million, including $100 million from an option exercised by the initial purchasers. The notes pay no regular interest, mature on September 15, 2030, and can be converted at an initial rate of 3.1234 ordinary shares per $1,000 of notes, implying a conversion price of about $320.16 per share, subject to customary adjustments and certain make-whole increases.
Holders may convert earlier only if specific share-price or trading conditions are met, upon certain corporate events, or after Nova calls the notes for redemption, and the company can settle conversions in cash, shares, or a mix. Nova may redeem the notes after September 20, 2028 if its share price trades at least 130% of the conversion price for a defined period, and must offer to repurchase upon a fundamental change.
Net proceeds were about $729.0 million. Nova spent roughly $51.8 million on capped call transactions that reference the shares underlying the notes, with an initial cap price of about $415.03, designed to limit dilution or offset cash paid above principal on conversion. The remaining funds are earmarked for general corporate purposes, including possible acquisitions and product and technology development, with interim investment in high-quality short-term fixed income instruments.
Form 144 notice for NVMI shows a proposed sale of 2,220 ordinary shares through Oppenheimer & Co. Inc., with an aggregate market value of 526,495.20 and an approximate sale date of 09/03/2025 on Nasdaq. The filing identifies the securities were acquired as Restricted Stock Units on 09/01/2021 (7,000), 09/01/2022 (4,875), 09/01/2023 (2,250) and 09/01/2024 (766). Total outstanding shares listed are 29,278,401. The filer certifies they are not aware of any undisclosed material adverse information and no sales in the past three months are reported.
Nova Ltd. reported that it has priced a private offering of $650 million principal amount of 0.00% convertible senior notes due 2030. The notes are being offered in a private transaction to qualified institutional buyers, meaning larger professional investors rather than the general public.
This transaction represents a significant capital raise for the company through convertible senior notes, which carry a zero percent stated interest rate and a maturity in 2030. The details of the offering terms were released in a press release dated September 3, 2025, which is included as an exhibit to this report.