Nayax CTO Ben-Avi David sells 30,186 shares

Nayax Ltd. director and CTO Ben-Avi David reported open-market sales of the company’s Ordinary Shares.

Rhea-AI Filing Summary

Nayax Ltd. director and CTO Ben-Avi David reported open-market sales of the company’s Ordinary Shares. On May 28, 2026, he sold 13,596 shares at a weighted average price of $74.93 per share. On May 29, 2026, he sold an additional 16,590 shares at a weighted average price of $76.48 per share, for total reported sales of 30,186 shares. Following these transactions, he directly owns 6,587,718 Ordinary Shares. The filing notes that trades were executed on the Tel Aviv Stock Exchange in New Israeli Shekels and the reported prices are converted to U.S. dollars using the exchange rate on each transaction date.

Insider Trade Summary

Net Seller: 30,186 shares

Net Sell 2 txns

Insider Ben-Avi David

Role CTO and Co Founder

Sold 30,186 shs ($2.29M)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	16,590	$76.48	$1.27M
Sale	Ordinary Shares	13,596	$74.93	$1.02M

Holdings After Transaction: Ordinary Shares — 6,587,718 shares (Direct)

Footnotes (1)

1. F1. The reported price is a weighted average price. These shares were sold in transactions on the Tel Aviv Stock Exchange in New Israeli Shekels (ILS) and have been converted to U.S. Dollars (USD) using the exchange rate in effect on the transaction date. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon request

Key Figures

Shares sold May 28, 2026: 13,596 shares Price May 28, 2026: $74.93 per share Shares sold May 29, 2026: 16,590 shares +3 more

6 metrics

Shares sold May 28, 2026 13,596 shares Open-market sale of Ordinary Shares at $74.93

Price May 28, 2026 $74.93 per share Weighted average sale price, currency converted from ILS

Shares sold May 29, 2026 16,590 shares Open-market sale of Ordinary Shares at $76.48

Price May 29, 2026 $76.48 per share Weighted average sale price, currency converted from ILS

Total shares sold 30,186 shares Aggregate of reported open-market sales

Shares owned after transactions 6,587,718 shares Direct holdings of Ordinary Shares following May 29, 2026 sale

Key Terms

open-market sale, Ordinary Shares, weighted average price, Tel Aviv Stock Exchange, +2 more

6 terms

open-market sale financial

"transaction_action: "open-market sale" for each Ordinary Shares transaction"

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" for the reported transactions"

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.

weighted average price financial

"The reported price 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.

Tel Aviv Stock Exchange financial

"These shares were sold in transactions on the Tel Aviv Stock Exchange"

The Tel Aviv Stock Exchange is Israel’s main marketplace where stocks, bonds and exchange-traded funds are bought and sold, providing a centralized place for investors to trade ownership in companies and government debt. It matters because it sets real-time prices and liquidity for Israeli securities, offering a barometer of the country’s corporate health and giving investors a way to enter or exit positions much like an auction house or farmers’ market sets the price for goods.

New Israeli Shekels (ILS) financial

"sold in transactions ... in New Israeli Shekels (ILS)"

U.S. Dollars (USD) financial

"have been converted to U.S. Dollars (USD) using the exchange rate"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Nayax (NYAX) CTO Ben-Avi David report in this Form 4?

He reported selling 30,186 Ordinary Shares of Nayax in two open-market transactions. The sales occurred on May 28 and 29, 2026 at weighted average prices of $74.93 and $76.48 per share, respectively.

How many Nayax (NYAX) shares did Ben-Avi David sell and at what prices?

He sold 13,596 shares at a weighted average price of $74.93 on May 28, 2026, and 16,590 shares at $76.48 on May 29, 2026. Altogether, the Form 4 reports 30,186 shares sold.

How many Nayax (NYAX) shares does Ben-Avi David own after these sales?

After the reported sales, Ben-Avi David directly owns 6,587,718 Ordinary Shares of Nayax. This figure comes from the post-transaction holdings disclosed for the May 29, 2026 trade in the Form 4 filing.

Were Ben-Avi David’s Nayax (NYAX) share sales open-market transactions?

Yes. The Form 4 describes both trades as open-market sales of Ordinary Shares. The transactions were executed on the Tel Aviv Stock Exchange and reported using weighted average prices converted into U.S. dollars.

In what currency were Ben-Avi David’s Nayax (NYAX) transactions executed?

The trades were executed in New Israeli Shekels (ILS) on the Tel Aviv Stock Exchange. The filing explains that the reported share prices are weighted averages converted into U.S. dollars (USD) using the exchange rate effective on each transaction date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/01/2026 - 09:38 AM EDT Learn about SEC filing dates

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^*

Ben-Avi David

(Last) (First) (Middle)

C/O NAYAX LTD.

3 ARIK EINSTEIN

(Street)

HERZLIYA 4659071

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026

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	05/28/2026		S		13,596	D	$74.93(1)	6,604,308	D
Ordinary Shares	05/29/2026		S		16,590	D	$76.48(1)	6,587,718	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 reported price is a weighted average price. These shares were sold in transactions on the Tel Aviv Stock Exchange in New Israeli Shekels (ILS) and have been converted to U.S. Dollars (USD) using the exchange rate in effect on the transaction date. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon request

	/s/ Meirav Shemesh on behalf of Oppenheimer Israel, as Attorney-in-fact	06/01/2026
	** 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)