NBIS holder plans sale of 6,958 common shares

A holder of NBIS shares, identified as the John W. Boynton IV Trust of 2006, has filed notice of a proposed sale of up to 6,958 NBIS common shares through Morgan Stanley Smith Barney LLC’s Executive Financial Services on NASDAQ around July 15, 2026.

Rhea-AI Filing Summary

A holder of NBIS shares, identified as the John W. Boynton IV Trust of 2006, has filed notice of a proposed sale of up to 6,958 NBIS common shares through Morgan Stanley Smith Barney LLC’s Executive Financial Services on NASDAQ around July 15, 2026. These shares were acquired from the issuer on January 3, 2025 as Restricted Stock Units.

NBIS has 219,465,088 common shares outstanding; this is a baseline figure, not the amount being sold. Over the prior three months, the same trust sold 5,812 NBIS common shares on June 15, 2026 in transactions labeled “10b5-1 Sales,” generating gross proceeds of 1,472,093.29.

Key Figures

Proposed shares to be sold: 6958 shares Aggregate market value of proposed sale: 1350478.22 NBIS shares outstanding: 219465088 shares +2 more

5 metrics

Proposed shares to be sold 6958 shares Number of NBIS common shares proposed for sale through Morgan Stanley Smith Barney LLC on NASDAQ around 07/15/2026

Aggregate market value of proposed sale 1350478.22 Aggregate market value of the 6,958 NBIS common shares proposed for sale

NBIS shares outstanding 219465088 shares Number of NBIS common shares outstanding referenced alongside the proposed sale

Recent 10b5-1 shares sold 5812 shares NBIS common shares sold on 06/15/2026 in transactions labeled “10b5-1 Sales”

Recent 10b5-1 gross proceeds 1472093.29 Gross proceeds from the 5,812-share “10b5-1 Sales” transaction on 06/15/2026

Key Terms

Restricted Stock Units, 10b5-1 Sales, Executive Financial Services

3 terms

Restricted Stock Units financial

"Common | 01/03/2025 | Restricted Stock Units | Issuer | ... | 6958"

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 Sales financial

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

10b5-1 sales are pre-arranged stock-trading plans that let company insiders automatically buy or sell shares according to a fixed schedule or formula, even if they later learn confidential information. Think of it as setting up an automatic thermostat for trades: it creates a clear, documented path that can protect insiders from insider-trading accusations and gives investors a signal about predictable insider activity—though it can also simply be a way for insiders to diversify or raise cash.

Executive Financial Services financial

"Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza"

FAQ

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

What NBIS share sale is being proposed in this Form 144-style notice?

The John W. Boynton IV Trust of 2006 proposes to sell up to 6,958 NBIS common shares through Morgan Stanley Smith Barney LLC on NASDAQ around July 15, 2026, according to the disclosed broker and timing details.

How were the 6,958 NBIS shares to be sold originally acquired?

The 6,958 NBIS common shares proposed for sale correspond to awards described as Restricted Stock Units acquired from the issuer on 01/03/2025, linking the proposed sale to equity compensation previously granted.

How many NBIS common shares are outstanding in relation to this planned sale?

The disclosure lists 219,465,088 NBIS common shares outstanding. This figure provides context for the company’s total equity base and is separate from the 6,958 shares covered by the proposed sale notice.

What recent 10b5-1 related NBIS sales are reported for the Boynton trust?

For the past three months, the John W. Boynton IV Trust of 2006 is shown having completed “10b5-1 Sales” of 5,812 NBIS common shares on 06/15/2026, generating gross proceeds of 1,472,093.29.

Who is the selling security holder associated with the NBIS proposed sale?

The selling security holder is identified as JOHN W BOYNTON TTEE THE JOHN W. BOYNTON IV TR OF 2006, which is the entity associated with both the proposed 6,958-share NBIS sale and the prior 5,812-share “10b5-1 Sales” transaction.

Which broker is designated for executing the proposed NBIS share sale?

The proposed transaction designates Morgan Stanley Smith Barney LLC Executive Financial Services, located at 1 New York Plaza, 8th Floor, New York, NY 10004, as the broker to handle the sale of the 6,958 NBIS common shares on NASDAQ.

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

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Accepted by SEC EDGAR 07/15/2026 - 04:25 PM 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	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	JOHN W BOYNTON TTEE 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	Officer

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	6958	1350478.22	219465088	07/15/2026	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			6958	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 JOHN W BOYNTON TTEE THE JOHN W.BOYNTON IV TR OF 2006 Schiphol Boulevard 165 Schiphol P7 1118 BG	Common	06/15/2026	5812	1472093.29

144: Remarks and Signature

Remarks
Date of Notice	07/15/2026
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)