NOVA LTD. (NVMI) has a significant shareholder disclosure from Phoenix Financial Ltd. and Partnership for Israeli shares, which together report beneficial ownership of its ordinary shares under a Schedule 13G. Phoenix Financial Ltd., through various subsidiaries, reports beneficial ownership of 2,746,913.24 ordinary shares, representing 8.64% of NOVA LTD.’s ordinary shares, based on 31,782,972 shares outstanding as of September 9, 2026. Partnership for Israeli shares separately reports beneficial ownership of 1,867,585.28 ordinary shares, or 5.88% of the class, with voting and dispositive power shared among Phoenix group entities. The filing notes that each subsidiary operates under independent management and that Phoenix and its subsidiaries disclaim beneficial ownership beyond their actual pecuniary interest and do not admit that a Section 13(d) “group” exists.
Positive
None.
Negative
None.
Key Figures
Phoenix Financial beneficial ownership:2,746,913.24 ordinary shares (8.64%)Partnership for Israeli shares beneficial ownership:1,867,585.28 ordinary shares (5.88%)Shares outstanding baseline:31,782,972 ordinary shares+4 more
7 metrics
Phoenix Financial beneficial ownership2,746,913.24 ordinary shares (8.64%)Beneficial ownership of NOVA LTD. ordinary shares reported by Phoenix Financial Ltd.
Partnership for Israeli shares beneficial ownership1,867,585.28 ordinary shares (5.88%)Beneficial ownership of NOVA LTD. ordinary shares reported by Partnership for Israeli shares
Shares outstanding baseline31,782,972 ordinary sharesNOVA LTD. shares outstanding as of September 9, 2026, used for ownership percentages
Trust funds holdings715,660.96 ordinary shares (2.25%)Held by The Phoenix Investments House trust funds as of September 8, 2026
Nostro accounts holdings117,740 ordinary shares (0.37%)Held by The Phoenix “nostro” accounts as of September 8, 2026
Pension and provident funds holdings18,707 ordinary shares (0.06%)Held by Phoenix pension and provident funds as of September 8, 2026
Linked insurance policies holdings25,606 ordinary shares (0.08%)Held by linked insurance policies of Phoenix as of September 8, 2026
"the beneficial ownership of the securities reported herein is described"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
shared voting powerfinancial
"Shared Voting Power 2,746,913.24"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"Shared Dispositive Power 2,746,913.24"
pecuniary interestfinancial
"disclaims any beneficial ownership of the securities covered beyond their actual pecuniary interest"
Schedule 13Gregulatory
"Neither the filing of this nor any of its contents shall be deemed an admission under Schedule 13G"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
Joint Filing Agreementregulatory
"Exhibit 2 - Joint Filing Agreement by and among the Reporting Persons"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much of NOVA LTD. (NVMI) does Phoenix Financial Ltd. report owning?
Phoenix Financial Ltd., through its subsidiaries, reports beneficial ownership of 2,746,913.24 ordinary shares of NOVA LTD., representing 8.64% of the ordinary shares outstanding, based on 31,782,972 shares outstanding as of September 9, 2026.
What stake in NOVA LTD. (NVMI) does Partnership for Israeli shares report?
Partnership for Israeli shares reports beneficial ownership of 1,867,585.28 ordinary shares of NOVA LTD., representing 5.88% of the outstanding ordinary shares, calculated against 31,782,972 shares outstanding as of September 9, 2026.
How many NOVA LTD. (NVMI) shares are used as the ownership base in this Schedule 13G?
The reported ownership percentages are based on 31,782,972 ordinary shares of NOVA LTD. outstanding as of September 9, 2026, as reported on Bloomberg LP and cited in the beneficial ownership calculations.
How are NOVA LTD. (NVMI) shares held among Phoenix group entities?
As of September 8, 2026, holdings include 715,660.96 shares by The Phoenix Investments House trust funds, 117,740 shares by Phoenix “nostro” accounts, 18,707 shares by pension and provident funds, 25,606 shares by linked insurance policies, and 1,867,585.28 shares by Partnership for Israeli shares.
Do Phoenix Financial Ltd. and its subsidiaries admit forming a group for NOVA LTD. (NVMI) under Section 13(d)?
No. The filing states that neither the filing persons nor the subsidiaries admit that a group exists for Section 13(d) purposes and that they disclaim beneficial ownership of any shares beyond their actual pecuniary interest.
Who signed the Schedule 13G related to NOVA LTD. (NVMI)?
The Schedule 13G is signed by Eli Schwartz, Vice President – Chief Financial Officer, and Haggai Schreiber, Executive Vice President – Chief Investment Officer, with signatures authorized by a Board resolution referenced as Exhibit 1.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
NOVA LTD.
(Name of Issuer)
Ordinary Shares
(Title of Class of Securities)
M7516K103
(CUSIP Number)
09/07/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
M7516K103
1
Names of Reporting Persons
Phoenix Financial Ltd.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
ISRAEL
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,746,913.24
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,746,913.24
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,746,913.24
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.64 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: With regard to rows (6), (7) and (11), the beneficial ownership of the securities reported herein is described in Item 4(a).
Row (11) is Based on 31,782,972 Ordinary Shares outstanding as of September 9, 2026 (as reported on Bloomberg LP).
SCHEDULE 13G
CUSIP Number(s):
M7516K103
1
Names of Reporting Persons
Partnership for Israeli shares
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
ISRAEL
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,867,585.28
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,867,585.28
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,867,585.28
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.88 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: With regard to rows (6), (7) and (11), the beneficial ownership of the securities reported herein is described in Item 4(a).
Row (11) is Based on 31,782,972 Ordinary Shares outstanding as of September 9, 2026 (as reported on Bloomberg LP).
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
NOVA LTD.
(b)
Address of issuer's principal executive offices:
5 David Fikes Street, Rehovot, Israel, 7632805
Item 2.
(a)
Name of person filing:
Phoenix Financial Ltd.
Partnership for Israeli shares.
The securities reported herein are beneficially owned by various direct or indirect, majority or wholly-owned subsidiaries of Phoenix Financial Ltd. (the "Subsidiaries"). The Subsidiaries manage their own funds and/or the funds of others, including for holders of exchange-traded notes or various insurance policies, members of pension or provident funds, unit holders of mutual funds, and portfolio management clients. Each of the Subsidiaries operates under independent management and makes its own independent voting and investment decisions.
(b)
Address or principal business office or, if none, residence:
The address of the Phoenix Financial Ltd. is Derech Hashalom 53, Givataim, 53454, Israel.
The address of Partnership for Israeli shares is Derech Hashalom 53, Givataim, 53454, Israel.
(c)
Citizenship:
Phoenix Financial Ltd. - Israel
Partnership for Israeli shares - Israel
(d)
Title of class of securities:
Ordinary Shares
(e)
CUSIP Number(s):
M7516K103
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
See row 9 of cover page of each reporting person.
Each of the Subsidiaries operates under independent management and makes its own independent voting and investment decisions. Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission by either the Filing Persons or Subsidiaries that a group exists for purposes of Section 13(d) of the Securities Exchange Act of 1934 or for any other purpose, and each reporting person disclaims the existence of any such group. In addition, each of the Filing Persons and Subsidiaries disclaims any beneficial ownership of the securities covered by this report in excess of their actual pecuniary interest therein. This Statement shall not be construed as an admission by the Filing Persons or Subsidiaries that they are the beneficial owners of any of the Ordinary Shares covered by this Statement.
As of September 8, 2026, the securities reported herein were held as follows:
715,660.96 ordinary shares (representing 2.25% of the total ordinary shares outstanding) beneficially owned by The Phoenix Investments House - trust funds.
117,740 ordinary shares (representing 0.37% of the total ordinary shares outstanding) beneficially owned by The Phoenix "nostro" accounts.
18,707 ordinary shares (representing 0.06% of the total ordinary shares outstanding) beneficially owned by The Phoenix pension and provident funds.
25,606 ordinary shares (representing 0.08% of the total ordinary shares outstanding) beneficially owned by Linked insurance policies of Phoenix.
1,867,585.28 ordinary shares (representing 5.88% of the total ordinary shares outstanding) beneficially owned by Partnership for Israeli shares (1).
1,614 ordinary shares (representing 0.01% of the total ordinary shares outstanding) beneficially owned by Partnership for investing in shares indexes (1).
(1) All ownership rights in this partnership belong to companies that are part of Phoenix Group. The amount of ownership rights held by such companies in the partnership changes frequently according to a mechanism provided in the partnership agreement.
(b)
Percent of class:
See row 11 of cover page of each reporting person
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See row 5 of cover page of each reporting person
(ii) Shared power to vote or to direct the vote:
See row 6 of cover page of each reporting person and note in Item 4(a) above
(iii) Sole power to dispose or to direct the disposition of:
See row 7 of cover page of each reporting person
(iv) Shared power to dispose or to direct the disposition of:
See row 8 of cover page of each reporting person and note in Item 4(a) above
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Phoenix Financial Ltd.
Signature:
/s/ Eli Schwartz
Name/Title:
Eli Schwartz /Vice President - Chief Financial Officer
Date:
09/14/2026
Signature:
/s/ Haggai Schreiber
Name/Title:
Haggai Schreiber /Executive Vice President - Chief Investment Officer
Date:
09/14/2026
Partnership for Israeli shares
Signature:
/s/ Haggai Schreiber
Name/Title:
Haggai Schreiber /Executive Vice President - Chief Investment Officer
Date:
09/14/2026
Signature:
/s/ Eli Schwartz
Name/Title:
Eli Schwartz /Vice President - Chief Financial Officer
Date:
09/14/2026
Comments accompanying signature: Signature duly authorized by resolution of the Board of Directors, notice of which is attached as Exhibit 1 to this Schedule 13G.
Exhibit Information
Exhibit 1 - Notice of resolution of the Board of Directors of the Phoenix Holdings Ltd., dated as of December 12, 2019.
Exhibit 2 - Joint Filing Agreement by and among the Reporting Persons, dated as of September 14, 2026
