Nebius Group files Form 144 for Class A shares

Nebius Group NV submitted a Form 144 notice regarding proposed sales of Class A Ordinary Shares.

Rhea-AI Filing Summary

Nebius Group NV submitted a Form 144 notice regarding proposed sales of Class A Ordinary Shares. The filing lists recent dispositions by Elena Bunina, including sales on 02/23/2026 (35,044 shares for $3,466,842.50) and 03/16/2026 (16,442 shares for $2,092,047.50).

The form reports multiple additional small sales in March–May 2026 and identifies Citigroup Global Markets as the broker. The filing records the securities type as Restricted Stock Awards and classifies the transactions as compensation-related.

Key Figures

Sale on 02/23/2026: 35,044 shares Sale on 03/16/2026: 16,442 shares Sale on 03/11/2026: 9,984 shares +2 more

5 metrics

Sale on 02/23/2026 35,044 shares Proceeds $3,466,842.50

Sale on 03/16/2026 16,442 shares Proceeds $2,092,047.50

Sale on 03/11/2026 9,984 shares Proceeds $1,098,240.00

Sale on 04/14/2026 6,250 shares Proceeds $1,007,750.00

Reporting broker Citigroup Global Markets Listed address 390 Greenwich St, New York

Key Terms

Form 144, Restricted Stock Awards, Class A Ordinary Shares

3 terms

Form 144 regulatory

"144: Securities Sold During The Past 3 Months"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

Restricted Stock Awards financial

"05/06/2026 | RESTRICTED STOCK AWARDS | NEBIUS GROUP NV"

Restricted stock awards are company shares given to employees or executives that cannot be sold or transferred until certain conditions — like staying with the company for a set time or meeting performance targets — are met, like a gift that is locked in a safe until rules are satisfied. Investors care because these awards tie management’s pay to company performance, can increase the number of shares outstanding when they become tradable (dilution), and may signal expected future selling pressure or commitment to long-term growth.

Class A Ordinary Shares financial

"CLASS A ORDINARY SHARES | CITIGROUP GLOBAL MARKETS"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

FAQ

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

What does NBIS's Form 144 disclose about proposed share sales?

The Form 144 discloses proposed sales of Class A Ordinary Shares by Nebius Group NV with Citigroup Global Markets as broker. It lists specific dispositions by Elena Bunina on several dates in 2026, showing shares and gross proceeds for each sale.

How many shares did Elena Bunina sell on 02/23/2026 for NBIS?

Elena Bunina sold 35,044 shares on 02/23/2026 for $3,466,842.50. The filing lists this transaction as one of several dispositions during March–May 2026 tied to restricted stock or compensation.

Which broker is named in the NBIS Form 144 filing?

The filing names Citigroup Global Markets at 390 Greenwich St, New York, NY, as the broker. The notice lists the broker in the securities-to-be-sold section associated with the Class A Ordinary Shares transactions.

Are the reported NBIS transactions linked to compensation awards?

Yes. The Form 144 identifies the securities as Restricted Stock Awards and classifies the sales under compensation. Multiple line items show sales connected to restricted awards or compensation-related dispositions in early 2026.

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

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Accepted by SEC EDGAR 05/06/2026 - 10:10 AM EDT Learn about SEC filing dates

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	0002093234
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 1118BG
Phone	31202066970
Name of Person for Whose Account the Securities are To Be Sold	Bunina Elena
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
Relationship to Issuer	NON EXECUTIVE 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
CLASS A ORDINARY SHARES	CITIGROUP GLOBAL MARKETS 390 GREENWICH ST New York NY 10013	5556	1000080.00	253898194	05/06/2026	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 *
ORDINARY SHARES	05/06/2026	RESTRICTED STOCK AWARDS	NEBIUS GROUP NV			5556	05/06/2026	COMPENSATION

* 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
ELENA BUNINA SCHIPHOL BOULEVARD 165 SCHIPHOL P7 1118BG	CLASS A ORDINARY SHARES	03/16/2026	16442	2092047.50
ELENA BUNINA BOULEVARD 165 SCHIPHOL P7 1118BG	CLASS A ORDINARY SHARES	02/23/2026	35044	3466842.50
ELENA BUNINA SCHIPHOL BOULEVARD 165 SCHIPHOL P7 1118BG	CLASS A ORDINARY SHARES	03/11/2026	9984	1098240.00
ELENA BUNINA SCHIPHOL BOULEVARD 165 SCHIPHOL P7 1118BG	CLASS A ORDINARY SHARES	04/10/2026	7143	1000020.00
ELENA BUNINA SCHIPHOL BOULEVARD 165 SCHIPHOL P7 1118BG	CLASS A ORDINARY SHARES	04/13/2026	6667	1000050.00
ELENA BUNINA SCHIPHOL BOULEVARD 165 SCHIPHOL P7 1118BG	CLASS A ORDINARY SHARES	04/14/2026	6250	1007750.00
ELENA BUNINA SCHIPHOL BOULEVARD 165 SCHIPHOL P7 1118BG	CLASS A ORDINARY SHARES	05/04/2026	5882	999940.00

144: Remarks and Signature

Remarks	Under section 3 d market price is based on indicative market pricing OF 180--Shares being sold are pursuant to A 10B51 PLAN adopted November 24 2025
Date of Notice	05/06/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	11/24/2025
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	CONFORMED SIGNATURE ON FILE
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)