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Nayax Ltd. — Director's Dealing 2026
May 14, 2026
6940_rns_2026-05-14_93d13faf-06bb-4f84-af70-5a081c9abef0.pdf
Director's Dealing
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SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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* Greenberg Aaron Samuel | 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) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Last) (First) (Middle) 3 ARIK EINSTEIN BUILDING B, FLOOR 1 | 2a. Foreign Trading Symbol | ||||||||||
| 3. Date of Earliest Transaction (Month/Day/Year) 05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | ||||||||||
| (Street) HERZLIYA 4659071 | 4. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||
| (City) (State) (Zip) | |||||||||||
| ISRAEL (Country) | |||||||||||
| 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 | 05/10/2026 | A(1) | 878 | A | $0 | 26,355 | 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) | ||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). The RSUs vest in full after 20 days on 05/30/2026, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Aaron Greenberg by:
Oppenheimer Israel, as
Attorney-in-fact
** Signature of Reporting Person
05/12/2026
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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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*
Amnipour Erez | 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)
CPO |
| --- | --- | --- |
| (Last) (First) (Middle)
ARIK EINSTEIN 3 | 2a. Foreign Trading Symbol |
| BUILDING B, FLOOR 1 | 3. Date of Earliest Transaction (Month/Day/Year)
05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person |
| (Street)
HERZLIYA |
| (City) (State) (Zip) | 4. If Amendment, Date of Original Filed (Month/Day/Year) |
| ISRAEL
(Country) |
| 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 | 05/10/2026 | | A(1) | | 12,000 | A | $0 | 16,858 | 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) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Erez Aminpour by:
Oppenheimer Israel, as
Attorney-in-fact
05/12/2026
** 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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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* Furman Carly Lisanne | | | 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)
CEO
NAYX
North America | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| (Last) (First) (Middle)
EXECUTIVE PLAZA 1
11350 MCCORMICK ROAD, SUITE 1004 | | | 2a. Foreign Trading Symbol | | | | | | | | |
| (Street)
HUNT
MARYLAND 21031
VALLEY | | | 3. Date of Earliest Transaction (Month/Day/Year)
05/10/2026 | | | | | | 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person | | |
| (City) (State) (Zip)
UNITED STATES | | | 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) | | |
| | | | | Code | V | Amount | (A) or (D) | | | Price | |
| Ordinary Shares | | 05/10/2026 | | | A(1) | | 12,000 | A | $0 | 23,574 | 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) |
| | | | | Code | V | (A) | (D) | Date Exercisable | Expiration Date | | |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Carly Furman by:
Oppenheimer Israel, as
05/12/2026
Attorney-in-fact
** 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. 789(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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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*Zafrani Eden | 2. Issuer Name and Ticker or Trading SymbolNayax Ltd. [NYAX] | 5. Relationship of Reporting Person(s) to Issuer(Check all applicable)Director 10% OwnerXOfficer (give title below)Other (specify below)CHRO |
|---|---|---|
| (Last) (First) (Middle)3 ARIK EINSTEINBUILDING B FLOOR 1 | 2a. Foreign Trading Symbol | |
| (Street)HERZLIYA | 3. Date of Earliest Transaction (Month/Day/Year)05/10/2026 | 6. Individual or Joint/Group Filing (Check ApplicableLine)X Form filed by One Reporting PersonForm filed by More than One ReportingPerson |
| (City) (State) (Zip) | 4. If Amendment, Date of Original Filed (Month/Day/Year) | |
| ISRAEL(Country) | ||
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||
| 1. Title of Security (Instr. 3) | 2. TransactionDate(Month/Day/Year) | 2A. DeemedExecution Date,if any(Month/Day/Year) |
| Code | V | Amount |
| Ordinary Shares | 05/10/2026 | |
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned(e.g., puts, calls, warrants, options, convertible securities) | ||
| 1. Title ofDerivativeSecurity(Instr. 2) | 2. Conversionor ExercisePrice ofDerivativeSecurity | 3. TransactionDate(Month/Day/Year) |
| Code | V | (A) |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Eden Zafrani by:
Oppenheimer Israel, as
Attorney-in-fact
05/12/2026
** 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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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*
Omer Gal | 2. Issuer Name and Ticker or Trading Symbol
Nayax Ltd. [ NYAX ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director
X Officer (give title below)
10% Owner
Other (specify below)
CLO |
| --- | --- | --- |
| (Last) (First) (Middle)
3 ARIK EINSTEIN ST.
BUILDING B | 2a. Foreign Trading Symbol |
| 3. Date of Earliest Transaction (Month/Day/Year)
05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person |
| (Street)
HERZILYA 4659071 |
| (City) (State) (Zip) | 4. If Amendment, Date of Original Filed (Month/Day/Year) |
| ISRAEL
(Country) |
| 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) |
| Code | V | Amount | (A) or (D) | Price |
| Ordinary Shares | 05/10/2026 | | A(1) | | 12,000 | A | $0 | 18,539 |
| 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) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Gal Omer by: Oppenheimer
Israel, as Attorney-in-fact
05/12/2026
** 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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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* Sharir Keren | 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) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Last) (First) (Middle) ARIK EINSTEIN 3 BUILDING B, FLOOR 1 | 2a. Foreign Trading Symbol | ||||||||||
| 3. Date of Earliest Transaction (Month/Day/Year) 05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | ||||||||||
| (Street) HERZLIYA | 4. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||
| (City) (State) (Zip) ISRAEL | |||||||||||
| (Country) | |||||||||||
| 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 | 05/10/2026 | A(1) | 12,000 | A | $0 | 26,876 | 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) | ||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Keren Sharir by:
Oppenheimer Israel, as
Attorney-in-fact
05/12/2026
** 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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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* Sever Michal | 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) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Last) (First) (Middle) 3 ARIK EINSTEIN BUILDING B FLOOR 1 | 2a. Foreign Trading Symbol | |||||||||||
| 3. Date of Earliest Transaction (Month/Day/Year) 05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | |||||||||||
| (Street) HERZLIYA | 4. If Amendment, Date of Original Filed (Month/Day/Year) | |||||||||||
| (City) (State) (Zip) ISRAEL (Country) | ||||||||||||
| 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) | ||||||
| Code | V | Amount | (A) or (D) | Price | ||||||||
| Ordinary Shares | 05/10/2026 | A(1) | 12,000 | A | $0 | 17,306 | 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) | |||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Michal Sever by:
Oppenheimer Israel, as
Attorney-in-fact
05/12/2026
** 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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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 | 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) |
|---|---|---|
| (Last) (First) (Middle) 3 ARIK EINSTEIN FLOOR I BUILDING B | 2a. Foreign Trading Symbol | |
| 3. Date of Earliest Transaction (Month/Day/Year) 05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | |
| (Street) HERZLIYA | 4. If Amendment, Date of Original Filed (Month/Day/Year) | |
| (City) (State) (Zip) ISRAEL (Country) | ||
| 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) |
| Code | V | Amount |
| Ordinary Shares | 05/10/2026 | |
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||
| 1. Title of Derivative Security (Instr. 2) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) |
| Code | V | (A) |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Oren Tepper by:
Oppenheimer Israel, as
Attorney-in-fact
05/12/2026
** 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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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*
Erel Tami | | | 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)
CBO | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| (Last) (First) (Middle)
ARIK EINSTEIN 3 | | | 2a. Foreign Trading Symbol | | | | | | | | |
| BUILDING B FLOOR 1 | | | 3. Date of Earliest Transaction (Month/Day/Year)
05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person | | | | | | | |
| (Street)
HERZLIYA | | | | | | | | | | | |
| (City) (State) (Zip) | | | 4. If Amendment, Date of Original Filed (Month/Day/Year) | | | | | | | | |
| ISRAEL
(Country) | | | | | | | | | | | |
| 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) | | |
| | | | | Code | V | Amount | (A) or (D) | | | Price | |
| Ordinary Shares | | 05/10/2026 | | | A(1) | | 12,000 | A | $0 | 25,849 | 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) |
| | | | | Code | V | (A) | (D) | Date Exercisable | Expiration Date | | |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Tami Erel by: Oppenheimer
Israel, as Attorney-in-fact
05/12/2026
** 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)
SEC Form 4
FORM 4
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
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).
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
☐ 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* Aharon Yaron | 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)
COO |
| --- | --- | --- |
| (Last) (First) (Middle)
ARIK EINSTEIN 3
BUILDING B FLOOR 1 | 2a. Foreign Trading Symbol |
| (Street)
HERZLIYA | 3. Date of Earliest Transaction (Month/Day/Year)
05/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person |
| (City) (State) (Zip) | 4. If Amendment, Date of Original Filed (Month/Day/Year) |
| ISRAEL
(Country) |
| 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 | 05/10/2026 | | A(1) | 12,000 | A | $0 | 20,794 | 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) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date |
Explanation of Responses:
- The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Nayax Ltd. (the "Company"). 3,500 RSUs vest after 20 days (05/30/2026) and the remaining 8,500 vest in four equal annual installments on March 15th of each year, subject to the Reporting Person's continued service to the Company or its subsidiaries through each vesting date.
Yaron Aharon by:
Oppenheimer Israel, as
Attorney-in-fact
05/12/2026
** 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)