Director Makov Efrat sold $17,668 worth of Ordinary Shares (6,667 units at $2.65), was granted 21,270 units of Ordinary Shares and exercised 6,667 units of Ordinary Shares at a strike of $2.11, increasing direct ownership by 56% to 58,950 units (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 |
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| 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*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
CERAGON NETWORKS LTD [ CRNT ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 05/22/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 05/22/2026 | A(1) | 6,520 | A | $0 | 44,200 | D | |||
| Ordinary Shares | 05/22/2026 | M | 6,667(2) | A | $2.108 | 50,867 | D | |||
| Ordinary Shares | 05/22/2026 | S | 6,667(3) | D | $2.65 | 44,200 | D | |||
| Ordinary Shares | 05/23/2026 | A(4) | 14,750 | A | $0 | 58,950 | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | $2.79 | 05/22/2026 | A(5) | 13,030 | 05/22/2026 | 05/22/2032 | Ordinary Shares | 13,030 | $0 | 13,030 | D | ||||
| Stock Option (Right to Buy) | $2.108 | 05/22/2026 | M(6) | 6,667 | 10/03/2022 | 10/03/2028 | Ordinary Shares | 6,777 | $0 | 0 | D | ||||
| Stock Option (Right to Buy) | $2.8 | 05/23/2026 | A(7) | 29,500 | 05/23/2026 | 05/23/2032 | Ordinary Shares | 29,500 | $0 | 29,500 | D | ||||
| Explanation of Responses: |
| 1. The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Ceragon Networks Ltd. (the "Company"). The RSUs were fully vested upon grant and were automatically settled in ordinary shares on the grant date 05/22/2026. |
| 2. The shares were acquired upon the exercise of stock options |
| 3. The shares sold were acquired upon the exercise of stock options on the same date |
| 4. The Reporting Person was granted restricted stock units ("RSUs"), which each represent a contingent right to receive one share of ordinary stock of Ceragon Networks Ltd. (the "Company"). The RSUs were fully vested upon grant and were automatically settled in ordinary shares on the grant date 05/23/2026. |
| 5. The Reporting Person was granted stock options to purchase ordinary shares of Ceragon Networks Ltd. (the "Company"). The options were fully vested and immediately exercisable on the grant date 05/22/2026 |
| 6. The options reported herein were exercised and the underlying shares were sold on the same date as reported in Table I. |
| 7. The Reporting Person was granted stock options to purchase ordinary shares of Ceragon Networks Ltd. (the "Company"). The options were fully vested and immediately exercisable on the grant date 05/23/2026 |
| /s/ Netta Cohen on behalf of Oppenheimer Israel, as Attorney-in-fact | 05/26/2026 | |
| ** 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) | ||