STOCK TITAN

Brainsway (BWAY) director exercises 27,500 options, uses 9,520 shares for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Brainsway Ltd. director Mitrany Rayten Michal Ety exercised stock options for 27,500 Ordinary Shares and settled related taxes with shares. On May 19–20, 2026, 27,500 options with an exercise price of NIS 15.26 per share were exercised, while 9,520 Ordinary Shares were retained by the company at NIS 44.36 and NIS 43.92 per share to cover the exercise price and tax liabilities.

Following these transactions, the director holds 30,480 Ordinary Shares directly, a figure that includes unvested RSUs for 6,250 shares that vest quarterly until March 5, 2028. The Ordinary Shares may also be represented by American Depositary Shares, each currently equal to one Ordinary Share. The filing reflects routine compensation-related activity rather than open‑market buying or selling.

Positive

  • None.

Negative

  • None.
Insider Mitrany Rayten Michal Ety
Role null
Type Security Shares Price Value
Exercise Stock Options (right to buy) 17,500 $0.00 --
Exercise Ordinary Shares 17,500 $0.00 --
Tax Withholding Ordinary Shares 6,080 $0.00 --
Exercise Stock Options (right to buy) 10,000 $0.00 --
Exercise Ordinary Shares 10,000 $0.00 --
Tax Withholding Ordinary Shares 3,440 $0.00 --
Holdings After Transaction: Stock Options (right to buy) — 0 shares (Direct, null); Ordinary Shares — 36,560 shares (Direct, null)
Footnotes (1)
  1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share. The exercise price is NIS 15.26 per share. This figure includes ordinary shares and unvested restricted stock units ("RSUs") to receive 6,250 ordinary shares that vest quarterly until March 5, 2028, with each RSU representing a contingent right to receive one ordinary share. These shares were retained by the Company at a price of NIS 44.36 per share in payment of the exercise price of the employee stock options exercised by the Reporting Person. These shares were retained by the Company at a price of NIS 43.92 per share in payment of the exercise price of the employee stock options exercised by the Reporting Person. Stock options were granted on January 13, 2020, and were fully vested by November 28, 2023.
Options exercised 27,500 shares Stock options for Ordinary Shares exercised on May 19–20, 2026
Shares withheld for taxes/exercise 9,520 shares Ordinary Shares retained by company as payment of exercise price and tax liability
Option exercise price NIS 15.26/share Exercise price per Ordinary Share for employee stock options
Withholding price (block 1) NIS 44.36/share Price for 6,080 shares retained by company on May 20, 2026
Withholding price (block 2) NIS 43.92/share Price for 3,440 shares retained by company on May 19, 2026
Post-transaction holdings 30,480 Ordinary Shares Direct holdings after transactions, including 6,250 unvested RSUs
Unvested RSUs 6,250 RSUs RSUs vesting quarterly until March 5, 2028, each for one Ordinary Share
ADS ratio 1 ADS : 1 Ordinary Share Each American Depositary Share currently represents one Ordinary Share
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Stock Options (right to buy) financial
"Stock Options (right to buy) with underlying Ordinary Shares"
restricted stock units ("RSUs") financial
"includes ordinary shares and unvested restricted stock units ("RSUs") to receive 6,250 ordinary shares"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
American Depositary Shares financial
"Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
exercise price financial
"The exercise price is NIS 15.26 per share"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
fully vested financial
"Stock options were granted on January 13, 2020, and were fully vested by November 28, 2023"
SEC Form 4
FORM 4UNITED 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*
Mitrany Rayten Michal Ety

(Last)(First)(Middle)
16 HARTUM STREET, RAD TOWER, 14TH FLOOR
HAR HAHOTZVIM

(Street)
JERUSALEM9777516

(City)(State)(Zip)

ISRAEL

(Country)
2. Issuer Name and Ticker or Trading Symbol
Brainsway Ltd. [ BWAY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
[BWAY]
3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares(1)05/19/2026M10,000A(2)22,500(3)D
Ordinary Shares(1)05/19/2026F3,440D(4)19,060(3)D
Ordinary Shares(1)05/20/2026M17,500A(2)36,560(3)D
Ordinary Shares(1)05/20/2026F6,080D(5)30,480(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (right to buy)(2)05/19/2026M10,000 (6)01/13/2028Ordinary Shares(1)10,000$017,500D
Stock Options (right to buy)(2)05/20/2026M17,500 (6)01/13/2028Ordinary Shares(1)17,500$00D
Explanation of Responses:
1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
2. The exercise price is NIS 15.26 per share.
3. This figure includes ordinary shares and unvested restricted stock units ("RSUs") to receive 6,250 ordinary shares that vest quarterly until March 5, 2028, with each RSU representing a contingent right to receive one ordinary share.
4. These shares were retained by the Company at a price of NIS 44.36 per share in payment of the exercise price of the employee stock options exercised by the Reporting Person.
5. These shares were retained by the Company at a price of NIS 43.92 per share in payment of the exercise price of the employee stock options exercised by the Reporting Person.
6. Stock options were granted on January 13, 2020, and were fully vested by November 28, 2023.
/s/ Ety Mitrany05/21/2026
** Signature of Reporting PersonDate
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 transactions did Brainsway (BWAY) disclose for director Mitrany Rayten Michal Ety?

The director exercised 27,500 stock options and used shares to cover costs. On May 19–20, 2026, options for 27,500 Ordinary Shares were exercised, and 9,520 shares were withheld by the company to pay the exercise price and related tax liabilities.

Did the Brainsway (BWAY) director sell shares on the open market in this Form 4?

No open-market sales were reported. All dispositions, totaling 9,520 Ordinary Shares, were tax-withholding transactions where the company retained shares at NIS 44.36 and NIS 43.92 per share to settle exercise price and tax obligations.

How many Brainsway (BWAY) shares does the director hold after these transactions?

Post-transaction holdings are 30,480 Ordinary Shares. This figure includes both currently held shares and unvested RSUs for 6,250 Ordinary Shares that vest quarterly until March 5, 2028, each RSU representing a right to receive one Ordinary Share.

What was the exercise price of the Brainsway (BWAY) stock options in this Form 4?

The stock options carried an exercise price of NIS 15.26 per share. These options were originally granted on January 13, 2020 and were fully vested by November 28, 2023 before being exercised for 27,500 Ordinary Shares in May 2026.

How were the withheld Brainsway (BWAY) shares valued for tax and exercise payments?

Withheld shares were valued around the low‑to‑mid NIS 40s. The company retained 6,080 shares at NIS 44.36 per share and 3,440 shares at NIS 43.92 per share to cover the option exercise price and related tax liabilities.

Are Brainsway (BWAY) Ordinary Shares linked to American Depositary Shares (ADSs)?

Yes, each ADS currently represents one Ordinary Share. The filing notes that Brainsway’s Ordinary Shares may be represented by American Depositary Shares, with a current one-to-one ratio, which is relevant for investors who trade the ADSs instead of local Ordinary Shares.