Nayax (NYAX) officer has shares sold to satisfy RSU tax obligations

Rhea-AI Filing Summary

Nayax Ltd. disclosed that Furman Carly Lisanne, CEO of Nayax North America, had shares withheld and sold by the company to cover tax obligations from vesting restricted share units. The transaction involved 1,753 Ordinary Shares at $73.31 per share, and she now directly holds 21,821 Ordinary Shares. This reflects a routine tax-withholding event tied to equity compensation rather than a discretionary open-market sale.

Insider Trade Summary

Net Seller: 1,753 shares ($128,512)

Net Sell 1 txn

Insider Furman Carly Lisanne

Role CEO NAYX North America

Sold 1,753 shs ($129K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	1,753	$73.31	$129K

Holdings After Transaction: Ordinary Shares — 21,821 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold for tax withholding: 1,753 shares Sale price per share: $73.31 per share Shares held after transaction: 21,821 shares +1 more

4 metrics

Shares sold for tax withholding 1,753 shares Ordinary Shares withheld and sold to satisfy RSU tax obligations

Sale price per share $73.31 per share Price for the 1,753 Ordinary Shares sold

Shares held after transaction 21,821 shares Direct Ordinary Shares held by officer following the transaction

Net shares sold 1,753 shares Net sell direction in transaction summary

Key Terms

restricted share units, tax withholding obligations, Ordinary Shares, open-market sale

4 terms

restricted share units financial

"in connection with the vesting of restricted share units"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

tax withholding obligations financial

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

Ordinary Shares financial

"security_title: "Ordinary Shares" in the transaction data"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

open-market sale financial

"transaction_action: "open-market sale" for the Form 4 code S"

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 →

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^*

Furman Carly Lisanne

(Last) (First) (Middle)

EXECUTIVE PLAZA 1

11350 MCCORMICK ROAD, SUITE 1004

(Street)

HUNT VALLEY MARYLAND 21031

(City) (State) (Zip)

UNITED STATES

(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)
	CEO NAYX North America

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	06/01/2026		S(1)		1,753	D	$73.31	21,821	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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

	/s/ Meirav Shemesh on behalf of Oppenheimer Israel, as Attorney-in-fact	06/02/2026
	** 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)

FAQ

What insider transaction did Nayax (NYAX) report in this Form 4?

Nayax reported that Furman Carly Lisanne had 1,753 Ordinary Shares withheld and sold to satisfy tax obligations from vesting restricted share units, at a price of $73.31 per share. This is a compensation-related tax event.

Who is Furman Carly Lisanne in relation to Nayax (NYAX)?

Furman Carly Lisanne is an officer of Nayax, serving as CEO of Nayax North America. The Form 4 shows a share disposition connected to tax withholding on her restricted share unit vesting.

How many Nayax (NYAX) shares were involved in the tax withholding sale?

The transaction covered 1,753 Ordinary Shares. These shares were withheld and sold by the issuer specifically to meet tax withholding obligations arising from the vesting of restricted share units granted to the officer.

What price was received per Nayax (NYAX) share in this transaction?

The shares were sold at $73.31 per Ordinary Share. This price applies to the 1,753 shares withheld and sold to cover tax obligations tied to the vesting of restricted share units.

How many Nayax (NYAX) shares does the officer hold after this Form 4 transaction?

After the tax-related share sale, Furman Carly Lisanne directly holds 21,821 Ordinary Shares of Nayax. This figure reflects her position following the withholding and sale of 1,753 shares for tax obligations.

Was this Nayax (NYAX) insider transaction a discretionary open-market sale?

No. A footnote explains the shares sold were withheld and sold by the issuer solely to satisfy tax withholding obligations related to vesting restricted share units, rather than a discretionary open-market sale by the officer.