Rail Vision (RVSN) CFO Ofer Naveh reports shares, RSUs and options stake

Rhea-AI Filing Summary

Rail Vision Ltd. Chief Financial Officer Ofer Naveh filed an initial Form 3 showing his equity stake in the company. He directly holds 28,995 ordinary shares, plus restricted share units covering 4,939 and 8,361 shares that vest in six equal quarterly installments starting on March 31, 2026, subject to continued service.

Naveh also holds options to purchase 175, 55 and 520 ordinary shares, each with an exercise price of 444 per share and expirations in 2028, 2030 and 2032, respectively. The filing lists holdings only and does not report new purchases or sales.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

NAVEH OFER

(Last) (First) (Middle)

C/O RAIL VISION LTD.

15 HA'TIDHAR ST.

(Street)

RA'ANANA 4366517

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Rail Vision Ltd. [ RVSN ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	28,995	D
Restricted Share Units	4,939(1)(3)	D
Restricted Share Units	8,361(2)(3)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options to Purchase Ordinary Shares	01/04/2018	01/04/2028	Ordinary Shares	175(3)	$444	D
Options to Purchase Ordinary Shares	01/22/2020	01/22/2030	Ordinary Shares	55(3)	$444	D
Options to Purchase Ordinary Shares	05/11/2022	05/11/2032	Ordinary Shares	520(3)	$444	D

Explanation of Responses:

1. These restricted share units vest in 6 equal installments on a quarterly basis beginning on March 31, 2026, subject to the Reporting Person's continued service.

2. These restricted share units vest in 6 equal installments on a quarterly basis beginning on March 31, 2026, subject to the Reporting Person's continued service.

3. To qualify for certain tax benefits under Section 102 of the Israeli Tax Ordinance, securities issued to an employee in connection with the Rail Vision Ltd. Amended Share Option Plan must be registered in the name of a trustee.

	/s/ Ofer Naveh	03/18/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Ofer Naveh’s Form 3 for Rail Vision (RVSN) report?

The Form 3 reports CFO Ofer Naveh’s existing equity holdings in Rail Vision. It lists ordinary shares, restricted share units, and stock options he already holds, providing a baseline of his beneficial ownership when he became a reporting insider.

How many Rail Vision (RVSN) ordinary shares does Ofer Naveh hold?

Ofer Naveh directly holds 28,995 ordinary shares of Rail Vision. This figure reflects his reported beneficial ownership of common equity, separate from any restricted share units or stock options that may convert into additional ordinary shares in the future.

What restricted share units does the Rail Vision (RVSN) CFO report on Form 3?

Naveh reports restricted share units covering 4,939 and 8,361 shares. Both RSU awards vest in six equal installments on a quarterly schedule starting March 31, 2026, and vesting depends on his continued service with Rail Vision.

What stock options are disclosed for Ofer Naveh in the Rail Vision (RVSN) filing?

The filing shows options to purchase 175, 55, and 520 ordinary shares at an exercise price of 444 per share. These options expire in 2028, 2030, and 2032, respectively, if not exercised before their expiration dates.

Does the Rail Vision (RVSN) Form 3 show any recent insider buying or selling?

No new buying or selling activity is reported. The entries are classified as holdings, and the transaction summary shows zero buy and sell transactions, indicating this Form 3 establishes Naveh’s existing position rather than disclosing recent trades.

How do the vesting terms work for Rail Vision (RVSN) restricted share units?

Each RSU grant to Naveh vests in six equal installments on a quarterly basis beginning March 31, 2026. Vesting is conditioned on his continued service, meaning units are delivered over time as long as he remains with the company.

Why are some Rail Vision (RVSN) securities held through a trustee?

One footnote explains that, to qualify for tax benefits under Section 102 of the Israeli Tax Ordinance, certain employee securities issued under Rail Vision’s Amended Share Option Plan must be registered in a trustee’s name, even though they relate to the employee’s compensation.