Nebius director trust to sell $1.35M in stock

Available on EDGAR 09/15/2026 - 04:45 PM EDT Accepted by SEC EDGAR 09/15/2026 - 04:44 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Nebius Group N.V. (NBIS) received a Rule 144 notice covering a proposed sale of 6,364 shares of common stock for the account of The John W Boynton IV Trust of 2006, to be executed through Morgan Stanley Smith Barney LLC Executive Financial Services, with a stated market value of $1,350,377.16 as of September 15, 2026.

The notice also lists prior 10b5-1 plan sales by the same trust of 5,296 shares of common stock for $1,435,142.39 on August 14, 2026 and 6,958 shares for $1,370,766.01 on July 15, 2026.

Key Figures

Proposed shares to be sold: 6,364 shares Market value of proposed sale: $1,350,377.16 10b5-1 sale on August 14, 2026: 5,296 shares for $1,435,142.39 +2 more

5 metrics

Proposed shares to be sold 6,364 shares Common stock covered by the Rule 144 notice for The John W Boynton IV Trust of 2006

Market value of proposed sale $1,350,377.16 Stated value of 6,364 Nebius Group N.V. common shares as of September 15, 2026

10b5-1 sale on August 14, 2026 5,296 shares for $1,435,142.39 Nebius Group N.V. common stock sold by The John W Boynton IV Trust of 2006

10b5-1 sale on July 15, 2026 6,958 shares for $1,370,766.01 Nebius Group N.V. common stock sold by The John W Boynton IV Trust of 2006

Security type Common stock from Restricted Stock Units dated January 3, 2025 Underlying securities referenced for the proposed Rule 144 sale

Key Terms

Rule 144, Restricted Stock Units, 10b5-1

3 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Restricted Stock Units financial

"Common | 01/03/2025 | Restricted Stock Units | Issuer"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

10b5-1 regulatory

"10b5-1 Sales for THE JOHN W.BOYNTON IV TR OF 2006"

A 10b5-1 plan is a pre-set schedule that lets company insiders buy or sell shares according to written instructions made when they do not possess material, nonpublic information. Think of it as a timed automatic payment for stock trades: it helps insiders avoid accusations of trading on secret information and gives outside investors a clearer signal about whether sales are routine or potentially informative about the company’s prospects.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 filing disclose for Nebius Group N.V. (NBIS)?

It discloses that The John W Boynton IV Trust of 2006 intends to sell 6,364 shares of Nebius Group N.V. common stock under Rule 144, with a stated market value of $1,350,377.16 as of September 15, 2026, through Morgan Stanley Smith Barney LLC.

Who is selling Nebius Group N.V. (NBIS) shares in this Form 144?

The seller is The John W Boynton IV Trust of 2006, identified in the filing in connection with a director of Nebius Group N.V. The trust is the account for which the 6,364 common shares are proposed to be sold under Rule 144.

How many Nebius Group N.V. (NBIS) shares are covered by the proposed Rule 144 sale?

The notice covers a proposed sale of 6,364 shares of Nebius Group N.V. common stock. The filing associates these shares with a market value of $1,350,377.16 as of September 15, 2026.

What recent 10b5-1 sales of NBIS shares does the filing report?

The filing reports 10b5-1 sales by The John W Boynton IV Trust of 2006 of 5,296 shares for $1,435,142.39 on August 14, 2026, and 6,958 shares for $1,370,766.01 on July 15, 2026, both in Nebius Group N.V. common stock.

What type of Nebius Group N.V. (NBIS) securities are involved in this Form 144?

The filing involves common stock of Nebius Group N.V. The shares to be sold under Rule 144 are tied to Restricted Stock Units dated January 3, 2025, and are to be sold through Morgan Stanley Smith Barney LLC Executive Financial Services.

On which market are the Nebius Group N.V. (NBIS) shares listed in this notice?

The common shares referenced in the Form 144 notice are identified as being traded on NASDAQ, with the proposed Rule 144 sale covering 6,364 shares for the John W Boynton IV Trust of 2006.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0002096831
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	NEBIUS GROUP N.V.
SEC File Number	001-35173
Address of Issuer	Schiphol Boulevard 165 Schiphol NETHERLANDS 1118 BG
Phone	31202066970
Name of Person for Whose Account the Securities are To Be Sold	THE JOHN W BOYNTON IV TR OF 2006
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Director

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	6364	1350377.16	238400165	09/15/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	01/03/2025	Restricted Stock Units	Issuer			6364	01/03/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for THE JOHN W.BOYNTON IV TR OF 2006 Schiphol Boulevard 165 Schiphol P7 1118 BG	Common	08/14/2026	5296	1435142.39
10b5-1 Sales for THE JOHN W.BOYNTON IV TR OF 2006 Schiphol Boulevard 165 Schiphol P7 1118 BG	Common	07/15/2026	6958	1370766.01

144: Remarks and Signature

Remarks
Date of Notice	09/15/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	03/06/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ John W Boyton
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)