Nayax (NYAX) CRO Tepper sells 260 shares to cover RSU taxes

Rhea-AI Filing Summary

Nayax Ltd. CRO Oren Tepper reported a small tax-related share sale. On the transaction date, he sold 260 Ordinary Shares at $68.06 per share in an open-market transaction. According to the filing, the shares were sold to cover tax withholding obligations tied to vesting restricted share units. Following this transaction, Tepper directly holds 19,132 Ordinary Shares of Nayax.

Insider Trade Summary

Net Seller: 260 shares ($17,696)

Net Sell 1 txn

Insider Tepper Oren

Role CRO

Sold 260 shs ($18K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	260	$68.06	$18K

Holdings After Transaction: Ordinary Shares — 19,132 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold: 260 Ordinary Shares Sale price: $68.06 per share Shares held after transaction: 19,132 Ordinary Shares +1 more

4 metrics

Shares sold 260 Ordinary Shares Open-market sale linked to RSU tax withholding

Sale price $68.06 per share Price for 260 Ordinary Shares sold

Shares held after transaction 19,132 Ordinary Shares Direct holdings of Oren Tepper following sale

Transaction date June 4, 2026 Date of reported open-market sale

Key Terms

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

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"

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.

Ordinary Shares financial

"security_title: "Ordinary Shares""

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.

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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^*

Tepper Oren

(Last) (First) (Middle)

3 ARIK EINSTEIN

FLOOR 1 BUILDING B

(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)
	CRO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026

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	06/04/2026		S(1)		260	D	$68.06	19,132	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	06/08/2026
	** 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 did Nayax (NYAX) CRO Oren Tepper report in this Form 4?

Nayax CRO Oren Tepper reported a sale of 260 Ordinary Shares. The filing states these shares were sold to satisfy tax withholding obligations related to vesting restricted share units, rather than as a discretionary reduction of his overall equity position.

How many Nayax (NYAX) shares did Oren Tepper sell and at what price?

Oren Tepper sold 260 Nayax Ordinary Shares at $68.06 per share. This was reported as an open-market transaction, with the filing explaining that the sale was linked to tax withholding requirements on vested restricted share units.

Why were Oren Tepper’s Nayax (NYAX) shares sold according to the filing?

The filing explains the shares sold represented amounts withheld and sold by Nayax to meet tax withholding obligations. These obligations arose in connection with the vesting of restricted share units granted to Oren Tepper as part of his compensation.

How many Nayax (NYAX) shares does Oren Tepper hold after this transaction?

After the reported transaction, Oren Tepper directly holds 19,132 Nayax Ordinary Shares. This post-transaction balance comes from the Form 4 and shows his remaining equity stake following the tax-related sale of 260 shares.

Does Oren Tepper’s Nayax (NYAX) Form 4 indicate a change in sentiment?

The Form 4 links the sale to tax withholding on vesting restricted share units, not a discretionary sell decision. Such tax-related sales are typically administrative and do not necessarily reflect a change in the insider’s view of the company.