Nayax (NYAX) CFO’s tax-related share sale tied to RSU vesting

Rhea-AI Filing Summary

Nayax Ltd. CFO Manor Sagit reported an open-market sale of 489 Ordinary Shares at $68.06 per share. According to the disclosure, these shares were sold by the company to satisfy tax withholding obligations tied to vesting restricted share units. After this tax-related sale, Sagit directly owns 46,783 Ordinary Shares.

Insider Trade Summary

Net Seller: 489 shares ($33,281)

Net Sell 1 txn

Insider Manor Sagit

Role CFO

Sold 489 shs ($33K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	489	$68.06	$33K

Holdings After Transaction: Ordinary Shares — 46,783 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares sold: 489 shares Sale price: $68.06 per share Shares held after transaction: 46,783 shares

3 metrics

Shares sold 489 shares Ordinary Shares sold on June 4, 2026

Sale price $68.06 per share Average sale price for the 489 shares

Shares held after transaction 46,783 shares Direct holdings of CFO Manor Sagit following the sale

Key Terms

restricted share units, tax withholding obligations, open-market sale, Form 4

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

"sold by the Issuer to satisfy tax withholding obligations"

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.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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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^*

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)
06/04/2026

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)		489	D	$68.06	46,783	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 insider transaction did Nayax (NYAX) CFO Manor Sagit report?

Nayax CFO Manor Sagit reported the sale of 489 Ordinary Shares at $68.06 each. The shares were sold by the company to cover tax withholding obligations arising from vesting restricted share units, rather than a discretionary portfolio sale.

Was the Nayax (NYAX) CFO’s share sale a discretionary transaction?

The sale was not a discretionary portfolio trade. The filing states the 489 shares were sold by the issuer to satisfy tax withholding obligations related to vesting restricted share units, making it a routine tax-related disposition instead of an elective open-market sale.

How many Nayax (NYAX) shares does CFO Manor Sagit hold after the transaction?

Following the reported transaction, CFO Manor Sagit directly owns 46,783 Ordinary Shares of Nayax. This post-transaction holding provides context that the 489 shares sold for tax withholding represent only a small portion of his disclosed equity position.

At what price were Nayax (NYAX) shares sold in the CFO’s Form 4 filing?

The Form 4 shows 489 Nayax Ordinary Shares sold at an average price of $68.06 per share. These shares were disposed of to cover tax withholding obligations tied to vesting restricted share units, according to the filing’s explanatory footnote.

What is the purpose of the Nayax (NYAX) tax-withholding share sale disclosed?

The filing explains that the 489 shares sold represent shares withheld and sold by Nayax to satisfy tax withholding obligations. These obligations arose in connection with the vesting of restricted share units granted to CFO Manor Sagit as part of his compensation.