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* Alroy Erez (Last) (First) (Middle) C/O NANO-X IMAGING LTD., OFER TECH PARK 94 SHLOMO SHMELTZER ROAD (Street) PETACH TIKVA L3 4970602 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Nano-X Imaging Ltd. [ NNOX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/10/2026
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person Form filed by More than One Reporting Person

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	06/10/2026		S(1)		209	D	$1.65	6,753(2)	D
Ordinary Shares	06/10/2026		S(1)		469	D	$1.65	17,075(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy ordinary shares)(4)	$17.63							(5)	12/28/2032	Ordinary Shares	50,000		50,000	D
Stock Option (right to buy ordinary shares)(4)	$11.52							(6)	12/31/2033	Ordinary Shares	10,000		10,000	D

Explanation of Responses:

1. The transaction reported in this row involved the sale of ordinary shares to cover tax liabilities arising from the vesting of restricted share units ("RSUs").

2. The ordinary shares reported in this row consist of shares underlying RSUs that were granted to the Reporting Person by the Issuer that began vesting on December 10, 2024. Currently, 6,753 ordinary shares constitute the remainder of the ordinary shares held by, or issuable to, the Reporting Person under the subject grant. The 7,792 RSUs originally granted vest (and settle for underlying ordinary shares) on an equal, quarterly basis over twelve calendar quarters (for 649.33 underlying ordinary shares per quarter) such that all such 7,792 RSUs - reduced by RSUs for which underlying shares have been sold to cover tax liability - will be vested by December 10, 2027.

3. The ordinary shares reported in this row consist of shares underlying RSUs that were granted to the Reporting Person by the Issuer that began vesting on December 10, 2025. Currently, 17,075 ordinary shares constitute the remainder of the ordinary shares held by, or issuable to, the Reporting Person under the subject grant. The 17,544 RSUs originally granted vest (and settle for underlying ordinary shares) on an equal, quarterly basis over twelve calendar quarters (for 1,462 underlying ordinary shares per quarter) such that all such 17,544 RSUs - reduced by RSUs for which underlying shares have been sold to cover tax liability - will be vested by December 10, 2028.

4. There were no transactions effected in respect of the securities reported in this row, and the holdings in this row are being included for informational purposes only.

5. The options reported in this row were granted to the Reporting Person by the Issuer on December 28, 2022 and vest and become exercisable in 16 equal quarterly installments of 6.25% each on each three-month anniversary of the date of appointment of the Reporting Person to the Issuer's Board of Directors on June 30, 2022, such that all options reported in this row will be exercisable by the four-year anniversary of that appointment date (June 30, 2026).

6. The options reported in this row were granted to the Reporting Person by the Issuer on December 31, 2023 and vest and become exercisable in 16 equal quarterly installments of 6.25% each on each three-month anniversary of the date of approval of the grant by the Issuer's Board of Directors (i.e., August 14, 2023), such that all options reported in this row will be exercisable by the four-year anniversary of that grant approval date (August 14, 2027).

	/s/ Marina Gofman Feler, attorney-in-fact	06/15/2026
	** 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).
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Exhibit 24.1

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned hereby constitutes and appoints Marina Gofman Feler, Chief Legal Officer of Nano-X Imaging Ltd. (the “Company”), with full power of substitution, signing individually, the undersigned’s true and lawful attorney-in fact and agent to:

 

1. Prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the Securities and Exchange Commission (the “SEC”) Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended and the rules and regulations thereunder (the “Exchange Act”) in the undersigned’s capacity as an officer, director or beneficial owner of more than 10% of a registered class of securities of the Company;

 

2. Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to execute such Forms 3, 4, or 5, (including any amendments thereto) and timely file such forms with the SEC, and any stock exchange, self-regulatory association or similar authority; and

 

3. Take any other action of any nature whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, and his substitutes, in serving in such capacity at the request of the undersigned, is not assuming (nor is the Company assuming) any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

 

This Power of Attorney shall remain in full force and effect until the earliest to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorney-in-fact or (c) as to any attorney-in-fact individually, until such attorney-in-fact is no longer employed by the Company.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 18th day of March, 2026.

 

	By:	/s/ Erez Alroy
	Name:	Erez Alroy