UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16

OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of ~~July,~~August 2025

Commission file number: 001-41491

NAYAX LTD.

(Translation of registrant’s name into English)

Arik Einstein Street, Bldg. B, 1st Floor

Herzliya 4659071, Israel

(Address of principal executive offices)

_____________________

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

EXPLANATORY NOTE

On ~~July~~August 1613, 2025, Nayax Ltd. (the “Company”) ~~held~~ anissued ~~Annual~~a ~~General~~press ~~Meeting~~release oftitled ~~Shareholders (the~~ “~~Meeting”).~~Nayax ~~The~~Reports ~~proxy~~Second ~~statement~~Quarter ~~for~~2025 ~~the~~Results”. ~~Meeting~~A ~~was~~copy ~~furnished~~of by the ~~Company~~press torelease ~~the~~is ~~Securities~~furnished ~~and Exchange Commission~~ as anExhibit ~~exhibit to its Report on Form 6-K on June 5, 2025 and is incorporated herein by reference~~99.1 Each of the proposals brought before the shareholders at the Meeting has been approved by the applicable required majority in accordance with the Israeli Companies Law, 5759-1999, and the Company’s amended and restated articles of associationhereto.

~~This~~In ~~Form~~addition, ~~6-K~~on isAugust ~~hereby~~13, ~~incorporated~~2025, ~~by reference into all effective registration statements filed by~~ the Company ~~with~~posted ~~the U.S.~~on ~~Securities~~its ~~and~~website ~~Exchange~~a ~~Commission~~corporate ~~(the~~presentation titled “~~SEC”)~~Nayax orSecond ~~with~~Quarter ~~the~~2025 ~~Israel~~Earnings ~~Securities Authority (the “ISA~~Supplement”),. ~~including~~A ~~without~~copy ~~limitation~~of the ~~Company’s~~presentation ~~Registration~~is ~~Statement~~furnished ~~on Form S-8 filed with the SEC (File No. 333-267542), the Company’s Registration Statement on Form F-3 filed with the SEC (File~~as NoExhibit 99.2 ~~333-274812) and the Company’s Shelf Prospectus filed with the ISA~~hereto.

The information in this Form 6-K (including Exhibits 99.1 and 99.2 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as set forth by specific reference in such a filing.

EXHIBIT INDEX

The following exhibits are furnished as part of this Form 6-K:

Exhibit

Description

99.1	Press Release titled “Nayax Reports Second Quarter 2025 Results” dated August 13, 2025

99.2	Corporate Presentation titled “Nayax Second Quarter 2025 Earnings Supplement” dated August 13, 2025

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	NAYAX LTD.

	By:	/s/ Gal Omer
		Name: Gal Omer
		Title: Chief Legal Officer

Date: ~~July~~August 1713, 2025

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