Nayax (NYAX) CSO details ordinary share and RSU vesting holdings

Rhea-AI Filing Summary

Nayax Ltd. CSO Aaron Samuel Greenberg filed an amended statement of beneficial ownership showing multiple direct holdings of ordinary shares, including one line with 10,000 shares held directly. The filing also describes several restricted stock unit (RSU) grants that convert into one ordinary share each when they vest.

The RSUs vest over multi‑year schedules. One grant vests 25% on June 26, 2024, with the remaining 75% vesting in twelve equal quarterly installments over three years. Another vests 20% on February 1, 2025, with the remaining 80% vesting in sixteen quarterly installments over four years. Additional grants vest 25% on June 3, 2026 with the balance over three years, and 20% beginning 40 days after the March 12, 2026 grant date, with the rest in four annual installments, all subject to continued service.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Greenberg Aaron Samuel

(Last) (First) (Middle)

130 TRESSER BLVD, APT 1009

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2026

3. Issuer Name and Ticker or Trading Symbol
Nayax Ltd. [ NYAX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CSO

5. If Amendment, Date of Original Filed (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	1,625(1)	D
Ordinary Shares	3,953(2)	D
Ordinary Shares	886(3)	D
Ordinary Shares	7,905(4)	D
Ordinary Shares	2,440(5)	D
Ordinary Shares	10,000(6)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were issued upon vesting of previously granted RSU's

2. The Shares reported herein were purchased in the open market

3. The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). The RSUs vest 25% on the first year (06/26/2024 ) and the remaining 75% vest in twelve equal quarterly installments over a three-year period, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.

4. The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). The RSUs vest 20% on the first year (02/01/2025 ) and the remaining 80% vest in sixteen equal quarterly installments over a four-year period, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.

5. The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). The RSUs vest 25% on the first year (06/03/2026 ) and the remaining 75% vest in twelve equal quarterly installments over a three-year period, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.

6. The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). The RSUs vest 20% 40 days following the Grant Date of 03/12/2026 and the remaining 80% vest in four equal annual installments thereafter, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.

Remarks:

This Form 3 is being filed to report the Reporting Persons beneficial ownership of securities of the Issuer as of the date the Reporting Person became subject to the reporting requirements of Section 16 of the Securities Exchange Act of 1934. This amendment corrects information reported on Form 3 filed on 03/16/2026, EDGAR accession number 0001976408-26-000153.

	Aaron Greenberg by: Oppenheimer Israel, as Attorney-in-fact	03/16/2026
	** 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 5 (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.

FAQ

What does Nayax (NYAX) CSO Aaron Greenberg report in this Form 3/A?

CSO Aaron Samuel Greenberg reports his direct ownership of several blocks of Nayax ordinary shares and multiple restricted stock unit (RSU) grants. The RSUs each represent a right to receive one ordinary share, subject to multi-year vesting schedules tied to his continued service.

How do Aaron Greenberg’s Nayax (NYAX) RSUs granted in 2024 vest?

One RSU grant vests 25% on June 26, 2024, with the remaining 75% vesting in twelve equal quarterly installments over three years. Each RSU converts into one Nayax ordinary share if Greenberg continues to serve the company or its subsidiaries through each vesting date.

What is the vesting schedule for the February 1, 2025 Nayax (NYAX) RSU grant?

The February 1, 2025 RSU grant vests 20% on the first anniversary, then the remaining 80% in sixteen equal quarterly installments over four years. Vesting is conditioned on Aaron Greenberg’s continued service to Nayax Ltd. or its subsidiaries through each vesting date.

What future-dated Nayax (NYAX) RSU vesting is disclosed for June 3, 2026?

One RSU grant vests 25% on June 3, 2026, with the remaining 75% vesting in twelve equal quarterly installments over the following three years. Each vested RSU delivers one Nayax ordinary share, assuming Aaron Greenberg remains in service at each vesting point.

How do the March 12, 2026 Nayax (NYAX) RSUs for Aaron Greenberg vest?

For the March 12, 2026 grant, 20% of the RSUs vest 40 days after the grant date, with the remaining 80% vesting in four equal annual installments. Vesting requires Greenberg’s continued service to Nayax Ltd. or its subsidiaries at each scheduled vesting date.

Are Nayax (NYAX) RSUs in this Form 3/A equivalent to ordinary shares at grant?

No. Each RSU is a contingent right to receive one Nayax ordinary share, not an immediate share issuance. The RSUs convert into shares only when they vest, and vesting depends on Aaron Greenberg continuing to serve Nayax or its subsidiaries on each vesting date.