Ben-Avi David of Nayax (NYAX) discloses founder shares and options

Rhea-AI Filing Summary

Nayax Ltd. director and CTO/co-founder Ben-Avi David filed an initial statement of beneficial ownership, outlining his existing stake in the company rather than new trades. He directly holds 6,617,904 Ordinary Shares, which the notes state were originally acquired as founder shares.

He also reports several fully vested stock option awards, each exercisable for Ordinary Shares at an exercise price of $33.7079 per share, with expirations in 2027 and 2030. The filing explains that the exercise price is denominated in New Israeli Shekels and the U.S. dollar figure reflects the exchange rate on the grant dates.

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^*

Ben-Avi David

(Last) (First) (Middle)

C/O NAYAX LTD.

3 ARIK EINSTEIN

(Street)

HERZLIYA L3 4659071

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CTO and Co Founder

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

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	6,617,904(1)	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
Stock Option (Right to Buy)	03/08/2022(2)	03/08/2027	Ordinary Shares	75,000	$33.7079(3)	D
Stock Option (Right to Buy)	03/04/2025(4)	03/04/2030	Ordinary Shares	75,000	$33.7079(5)	D
Stock Option (Right to Buy)	03/08/2022(6)	03/08/2027	Ordinary Shares	70,000	$33.7079(7)	D
Stock Option (Right to Buy)	03/04/2025(8)	03/04/2030	Ordinary Shares	15,605	$33.7079(9)	D

Explanation of Responses:

1. The shares were originally acquired as Founder Shares

2. The Stock Options are Fully vested and immediately exercisable

3. The exercise price is denominated in New Israeli Shekels. The U.S. dollar amount reported reflects the exchange rate on the grant date.

4. The Stock Options are Fully vested and immediately exercisable

5. The exercise price is denominated in New Israeli Shekels. The U.S. dollar amount reported reflects the exchange rate on the grant date.

6. The Stock Options are Fully vested and immediately exercisable

7. The exercise price is denominated in New Israeli Shekels. The U.S. dollar amount reported reflects the exchange rate on the grant date.

8. The Stock Options are Fully vested and immediately exercisable

9. The exercise price is denominated in New Israeli Shekels. The U.S. dollar amount reported reflects the exchange rate on the grant 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.

	David Ben Avi 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.
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FAQ

What does Nayax (NYAX) director Ben-Avi David report in this Form 3?

Ben-Avi David reports his existing ownership in Nayax, not new trades. He discloses millions of Ordinary Shares and multiple fully vested stock option grants that are already exercisable, providing a snapshot of his current equity stake in the company.

How many Nayax (NYAX) Ordinary Shares does Ben-Avi David beneficially own?

He beneficially owns 6,617,904 Ordinary Shares of Nayax directly. A footnote explains these shares were originally acquired as founder shares, indicating a large core holding tied to his role as co-founder and long-term involvement with the business.

What stock options does Ben-Avi David hold in Nayax (NYAX)?

He holds several stock option grants to buy Nayax Ordinary Shares at an exercise price of $33.7079. The options are fully vested and immediately exercisable, with expiration dates in 2027 and 2030, showing substantial remaining derivative exposure alongside his share holdings.

How is the Nayax (NYAX) stock option exercise price determined in this filing?

The exercise price is denominated in New Israeli Shekels, the company’s local currency. The filing states that the reported U.S. dollar amount of $33.7079 per share reflects the foreign exchange rate that applied on each grant date for those options.

Does this Nayax (NYAX) Form 3 show any recent insider buying or selling?

No recent buying or selling is indicated; entries are labeled as holdings. The Form 3 serves as an initial statement of beneficial ownership, listing Ben-Avi David’s existing Ordinary Shares and option positions rather than recording new market transactions.