Are the Nayax (NYAX) CFO’s June 2026 share sales a strong insider signal?

These transactions appear to be weak as an insider signal because they are explicitly tied to tax withholding on restricted share unit vesting. Such tax-driven sales are common in equity compensation plans and typically do not reflect a change in the executive’s outlook.

Nayax (NYAX) CFO Sagit sells 293 shares for RSU tax withholding

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Nayax Ltd. CFO Manor Sagit reported small share sales linked to tax withholding. On June 29, 2026, Sagit sold 214 Ordinary Shares at a weighted average price of $63.86 per share, and on June 26, 2026, 79 Ordinary Shares at $64.02 per share.

According to the footnotes, these shares were sold by the company to satisfy tax withholding obligations arising from the vesting of restricted share units, rather than discretionary open‑market sales. After these transactions, Sagit directly holds 46,490 Ordinary Shares, so the 293 shares sold represent a very small portion of the reported holdings.

Insights

Small, tax-related sales by Nayax's CFO look routine and low signal.

The filing shows CFO Manor Sagit disposing of a total of 293 Ordinary Shares at weighted average prices around $64. Footnotes state these shares were sold to cover tax withholding obligations tied to restricted share unit vesting.

Because the transactions are driven by tax requirements rather than a discretionary portfolio decision, they typically carry weak informational value about management’s view of the stock. Post‑transaction direct holdings of 46,490 shares indicate the CFO retains essentially the entire equity position disclosed here.

This pattern aligns with standard equity compensation mechanics, where a small slice of vested shares is sold or withheld for taxes while the executive keeps the remainder. There is no additional timing, plan, or derivative position information in this filing that would materially change that interpretation.

Insider Trade Summary

Net Seller: 293 shares ($18,724)

Net Sell 2 txns

Insider Manor Sagit

Role CFO

Sold 293 shs ($19K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	214	$63.86	$14K
Sale	Ordinary Shares	79	$64.02	$5K

Holdings After Transaction: Ordinary Shares — 46,490 shares (Direct, null)

Footnotes (1)

The shares sold represent shares withheld and sold by the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted share units The price reported is a weighted average price. The reporting person undertakes to provide full information, regarding the number of shares and prices at which the transaction was effectuated, upon request.

Key Figures

Shares sold 2026-06-29: 214 shares at $63.86 Shares sold 2026-06-26: 79 shares at $64.02 Total shares sold: 293 shares +2 more

5 metrics

Shares sold 2026-06-29 214 shares at $63.86 Ordinary Shares sold to cover tax withholding

Shares sold 2026-06-26 79 shares at $64.02 Ordinary Shares sold to cover tax withholding

Total shares sold 293 shares Net shares disposed across both tax-related transactions

Post-transaction holdings 46,490 shares Direct Ordinary Shares held by CFO after June 29, 2026

Net buy/sell direction Net-sell of 293 shares Transaction summary for this Form 4

Key Terms

restricted share units, tax withholding obligations, weighted average price, open-market sale

4 terms

tax withholding obligations financial

"to satisfy tax withholding obligations in connection with the vesting"

weighted average price financial

"The price reported is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

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.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/30/2026 - 11:00 AM Accepted by SEC EDGAR 06/30/2026 - 11:00 AM

SEC Form 4

FORM 4

UNITED 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).

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^*

Manor Sagit

(Last)

(First)

(Middle)

3 ARIK EINSTEIN ST.

BUILDING B, FLOOR 1

(Street)

HERZLIYA

(City)

(State)

(Zip)

ISRAEL

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	06/26/2026		S⁽¹⁾		79	D	$64.02	46,704	D
Ordinary Shares	06/29/2026		S⁽¹⁾		214	D	$63.86⁽²⁾	46,490	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The shares sold represent shares withheld and sold by the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted share units

2. The price reported is a weighted average price. The reporting person undertakes to provide full information, regarding the number of shares and prices at which the transaction was effectuated, upon request.

	/s/ Yohanan Azriel on behalf of Oppenheimer Israel, as Attorney-in-fact	06/30/2026
	** 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 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 Nayax (NYAX) CFO Manor Sagit report?

Nayax CFO Manor Sagit reported two small share sales totaling 293 Ordinary Shares. These occurred on June 26 and June 29, 2026, at weighted average prices of $64.02 and $63.86, respectively, and were linked to tax withholding on restricted share unit vesting.

Why were Nayax (NYAX) shares sold in Manor Sagit’s latest Form 4?

The shares were sold to satisfy tax withholding obligations from vesting restricted share units. Footnotes state the issuer withheld and sold the shares for taxes, indicating a routine compensation-related event rather than a discretionary open-market sale by the CFO.

How many Nayax (NYAX) shares did the CFO sell and at what prices?

The CFO’s Form 4 reports sales of 214 Ordinary Shares at a weighted average price of $63.86 and 79 Ordinary Shares at $64.02. In total, 293 shares were sold in these tax-related transactions linked to equity compensation vesting.

How many Nayax (NYAX) shares does CFO Manor Sagit hold after these transactions?

After the reported transactions, Manor Sagit directly holds 46,490 Nayax Ordinary Shares. This indicates the 293 shares sold for tax withholding represent only a very small fraction of the CFO’s disclosed equity position in the company.

Were the Nayax (NYAX) CFO’s transactions open-market sales or part of compensation?

While coded as sales, footnotes explain the issuer withheld and sold the shares to cover tax obligations from RSU vesting. This links the trades directly to compensation mechanics, distinguishing them from discretionary open-market selling by the executive.