Nebius Group (NBIS) CFO details Form 3 RSU share holdings

Rhea-AI Filing Summary

Nebius Group N.V. CFO Alonso Sanchez Maria del Dado filed an initial Form 3 reporting his beneficial ownership in Class A Shares through restricted share units (RSUs). These include grants of 1,935, 4,082 and 8,164 RSUs awarded on June 1, 2025, November 5, 2025 and January 1, 2026. All RSUs vest in quarterly installments beginning on May 31, 2026, with each RSU delivering one Class A Share upon vesting.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Alonso Sanchez Maria del Dado

(Last) (First) (Middle)

SCHIPHOL BOULEVARD 165

(Street)

SCHIPHOL 1118BG

(City) (State) (Zip)

NETHERLANDS

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Nebius Group N.V. [ NBIS ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Shares	1,935(1)	D
Class A Shares	4,082(2)	D
Class A Shares	8,164(3)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted share units ("RSUs") granted on January 1, 2026 under the Company's Amended and Restated Equity Incentive Plan, as amended on August 15, 2024. The RSUs vest in quarterly installments beginning on May 31, 2026. Each RSU represents a right to receive one Class A Share of Nebius upon vesting.

2. Represents restricted share units ("RSUs") granted on June 1, 2025 under the Company's Amended and Restated Equity Incentive Plan, as amended on August 15, 2024. The RSUs vest in quarterly installments beginning on May 31, 2026. Each RSU represents a right to receive one Class A Share of Nebius upon vesting.

3. Represents restricted share units ("RSUs") granted on November 5, 2025 under the Company's Amended and Restated Equity Incentive Plan, as amended on August 15, 2024. The RSUs vest in quarterly installments beginning on May 31, 2026. Each RSU represents a right to receive one Class A Share of Nebius upon vesting.

Remarks:

Due to the issuer's status as a foreign private issuer pursuant to Rule 3a12-3(b) under the Act, the reporting person's transactions in the issuer's equity securities are exempt from Sections 16(b) and 16(c) of the Act.

	/s/ Maria del Dado Alonso Sanchez	03/18/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What does Nebius Group (NBIS) CFO report in this Form 3 filing?

The Nebius Group CFO reports his initial beneficial ownership of Class A Shares via restricted share units. The filing lists three RSU grants and their vesting terms, establishing a baseline of equity-based compensation tied to future quarterly vesting schedules.

How many Nebius (NBIS) RSUs are reported by the CFO in this Form 3?

The CFO reports 1,935, 4,082 and 8,164 restricted share units in separate Class A Share entries. Each RSU is a right to receive one Nebius Class A Share upon vesting, reflecting multiple equity awards under the company’s incentive plan.

When do the Nebius (NBIS) CFO’s reported RSUs begin vesting?

All reported RSU grants begin vesting in quarterly installments starting on May 31, 2026. This means portions of each award convert into Class A Shares over time, aligning the CFO’s compensation with the company’s longer-term performance and retention goals.

On what dates were the Nebius (NBIS) CFO’s RSUs granted?

The reported restricted share units were granted on June 1, 2025, November 5, 2025 and January 1, 2026. Each grant was made under Nebius Group’s Amended and Restated Equity Incentive Plan, as amended on August 15, 2024, according to the filing footnotes.

What plan governs the Nebius (NBIS) CFO’s RSU grants reported on Form 3?

All RSU grants were made under Nebius Group’s Amended and Restated Equity Incentive Plan, amended on August 15, 2024. This plan sets the terms for equity awards, including vesting schedules and the CFO’s right to receive Class A Shares upon each RSU’s vesting.