Nayax Ltd. files foreign issuer reports that document its commerce payments and loyalty platform, operating results, shareholder governance, and capital-markets disclosures. Recent Form 6-K reports furnish earnings releases, corporate presentations, and performance materials tied to transaction value, processed transactions, connected devices, customers, recurring revenue, and profitability measures.
The company’s SEC record also includes Annual General Meeting materials, proxy statements, proxy cards, shareholder voting procedures, postponement notices, and references to effective registration statements on Form S-8 and Form F-3. Other disclosures address financing-related announcements and the incorporation of furnished materials into U.S. and Israeli registration documents.
Nayax Ltd. reported strong top-line growth for the quarter ended June 30, 2026, with revenue rising 28% to $122.6 million from $95.6 million, driven by payment processing and SaaS. Recurring revenue grew 24% to $87.7 million, representing 72% of total revenue. Total transaction value increased 29% to $2.06 billion, while managed and connected devices reached 1.55 million and customers grew to about 125,400.
Profitability mixed: gross margin eased to 46.9% from 48.3%, and the company posted a GAAP net loss of $10.1 million versus an $11.7 million profit a year earlier, mainly reflecting higher stock-based compensation and financial expenses. Adjusted EBITDA rose 12% to $14.1 million and adjusted net income was $6.0 million. Free cash flow for the quarter was negative $13.1 million. Nayax reaffirmed its 2026 revenue guidance of $510–$520 million and adjusted EBITDA of $85–$90 million, but cut expected free cash flow conversion to 5–10% of adjusted EBITDA due to accelerated investment in financial services, EV charging, and component sourcing.
Nayax Ltd. has applied to the Connecticut Department of Banking to establish Nayax America Bank Inc., a non-depository innovation bank under Connecticut’s Innovation Bank framework, to be headquartered in Fairfield County and wholly owned by Nayax USA Holdings Inc. Proposed leadership includes Carly Furman as CEO, Sagit Manor as CFO and Haim Pinto as CTO, with an initial board of three directors expected to expand to five, including three independents.
Once chartered, the bank would offer Nayax customers embedded financial services such as corporate cards, controlled-spend programs, merchant cash advances and equipment financing through the Nayax platform, without taking deposits, offering consumer products or operating branches. In parallel, Nayax launched Yellow Account, an account and deposit service operated by Nayax LLC with Adyen as sponsoring bank holding customer deposits and issuing Yellow Cards. The Connecticut review, including a feasibility study and public hearing, is expected to take approximately six months, and approval is not guaranteed. The proposed charter would extend Nayax’s existing EU, UK and Israel regulatory footprint to North America, which generates approximately 40% of its global revenue.
Nayax Ltd. chief strategy officer Aaron Samuel Greenberg reported tax-related share sales linked to restricted share unit vesting. On August 3, 2026, 55 and 221 ordinary shares were withheld and sold by Nayax to satisfy his tax withholding obligations at weighted average prices of $68.2029 and $69.2318 per share.
Nayax Ltd. insider Aaron Greenberg filed to sell 276 Ordinary Shares of Nayax through Oppenheimer & Co. Inc. on 08/03/2026, with an aggregate value of $18,842.52 on Nasdaq. On the same date, 5,500 Ordinary Shares are scheduled to be issued upon vesting of RSUs for no cash consideration.
The filing also lists prior sales of Nayax Ordinary Shares by Greenberg over the past three months, including transactions of 276, 440, 306, and 54 shares between 05/04/2026 and 06/29/2026.
Harel Insurance Investments & Financial Services Ltd. reports beneficial ownership of 1,964,739 Ordinary Shares of Nayax Ltd., representing 5.3% of the Ordinary Shares outstanding. These holdings are managed for public investors through various funds and insurance products run by Harel subsidiaries.
Harel reports 0 shares with sole voting or dispositive power and 1,964,739 shares with shared voting and dispositive power. The 5.3% ownership is calculated based on 37,378,139 Ordinary Shares outstanding as of March 24, 2026. Harel states this should not be viewed as an admission that it is the beneficial owner of these shares.
Nayax Ltd. reports on an information security incident first announced in July 2026. It states that system reviews and technical remediation are complete, systems have been cleared and confirmed free of unauthorized access, and production and core systems were not impacted, so business operations continue without disruption.
The company explains that exfiltrated information includes a copy of a backup of scanned documents, additional business-related information and mainly a backup of payment transaction records, which does not include sensitive payment authentication data such as cardholder names, CVV values or ID information, as such data is generally not retained. Many transactions involved digital wallets like Apple Pay and Google Pay, where single-use tokens have no value if disclosed. Nayax confirms all customer safeguarded funds were untouched and no unauthorized access to those accounts occurred. The Board of Directors has resolved not to comply with criminal extortion demands, viewing this as inconsistent with the long-term best interests of customers, partners, employees and shareholders.
The company has incurred, and may continue to incur, costs to respond to, remediate and investigate the attack. While the full financial impact, including insurance or indemnification offsets and any effect on customer behavior, is not yet determined, Nayax does not currently expect a material effect on its financial condition or results of operations. It continues to cooperate closely with law enforcement, and this report is incorporated by reference into its effective SEC and Israel Securities Authority registration statements.
Nayax Ltd. reported that it detected unusual activity in a cloud account related to one of its subsidiaries and immediately blocked and contained it. The company is working with leading subject matter experts and law enforcement agencies in Israel and the United States to investigate.
The investigation is ongoing and the scope of information involved is still being determined. Nayax states that it does not currently believe there is exposure of material information, its production environment and core systems have not been affected, and business activity continues as normal. The company plans to update customers, investors, partners and other parties on any material developments.
Nayax Ltd. reported that CFO Manor Sagit had 1,252 Ordinary Shares withheld and sold by the company to cover tax withholding obligations linked to the vesting of restricted share units at a weighted-average price of $66.7432 per share. Following these transactions, Sagit directly holds 45,238 Ordinary Shares.
Nayax Ltd. Chief Human Resources Officer Eden Zafrani reported an open-market sale of 500 Ordinary Shares at $64.89 per share. After this transaction, Zafrani directly holds 14,869 Ordinary Shares, indicating the sale represents only a portion of the overall stake.
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.