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Nebius Group (NBIS) CBO Roman Chernin details options and share holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Nebius Group N.V. executive Roman Chernin, the Chief Business Officer, has filed an initial statement of beneficial ownership. The filing reports direct holdings of stock options and Class A Shares rather than new market trades.

Chernin holds stock options over 2,000,000 Class A Shares with an exercise price of 100.0000 per share and an expiration date of April 10, 2035. The filing also lists direct Class A Share positions, including reported amounts of 687,500 shares and 312,500 shares. Footnotes explain that related restricted share units and options were granted under Nebius Group’s Amended and Restated Equity Incentive Plan and vest in quarterly installments beginning in 2025.

Positive

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Insider Chernin Roman
Role Chief Business Officer
Type Security Shares Price Value
holding Stock Options -- -- --
holding Class A Shares -- -- --
holding Class A Shares -- -- --
Holdings After Transaction: Stock Options — 2,000,000 shares (Direct); Class A Shares — 687,500 shares (Direct)
Footnotes (1)
  1. Represents restricted share units ("RSUs") granted on October 1, 2024 under the Company's Amended and Restated Equity Incentive Plan, as amended on August 15, 2024. The RSUs vest in quarterly installments beginning on January 2, 2025. Each RSU represents a right to receive one Class A Share of Nebius upon vesting. Options granted on April 10, 2025 under the Company's Amended and Restated Equity Incentive Plan, as amended on August 15, 2024. The options vest in quarterly installments beginning on March 31, 2025
SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Chernin Roman

(Last)(First)(Middle)
SCHIPHOL BOULEVARD 165

(Street)
SCHIPHOL1118BG

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Business Officer
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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 Shares687,500(1)D
Class A Shares312,500D
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 ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options03/31/202504/10/2035Class A Shares2,000,000(2)$100D
Explanation of Responses:
1. Represents restricted share units ("RSUs") granted on October 1, 2024 under the Company's Amended and Restated Equity Incentive Plan, as amended on August 15, 2024. The RSUs vest in quarterly installments beginning on January 2, 2025. Each RSU represents a right to receive one Class A Share of Nebius upon vesting.
2. Options granted on April 10, 2025 under the Company's Amended and Restated Equity Incentive Plan, as amended on August 15, 2024. The options vest in quarterly installments beginning on March 31, 2025
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/ Roman Chernin03/18/2026
** Signature of Reporting PersonDate
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) executive Roman Chernin report on this Form 3?

Roman Chernin reports his initial beneficial ownership in Nebius Group. The filing lists direct holdings of Class A Shares and stock options, establishing his equity position as Chief Business Officer without showing any new open-market purchases or sales.

How many Nebius Group stock options are reported for Roman Chernin on Form 3?

The Form 3 reports stock options over 2,000,000 underlying Class A Shares. These options carry an exercise price of 100.0000 per share and expire on April 10, 2035, reflecting a significant long-term incentive position tied to Nebius Group’s equity.

What Class A Share holdings does Roman Chernin disclose in Nebius Group (NBIS)?

The filing discloses direct holdings of Class A Shares, including reported amounts of 687,500 shares and 312,500 shares. These positions, together with options and equity awards, outline Chernin’s current equity exposure as an officer of Nebius Group.

How do Nebius Group’s equity incentive awards factor into Roman Chernin’s holdings?

Footnotes describe restricted share units granted October 1, 2024 and options granted April 10, 2025 under Nebius Group’s Amended and Restated Equity Incentive Plan. Both awards vest in quarterly installments beginning in 2025, gradually delivering Class A Shares upon vesting.

Does this Nebius Group (NBIS) Form 3 show Roman Chernin buying or selling shares?

The Form 3 functions as an initial ownership report and lists holdings and awards. The transaction summary shows no buy or sell activity, only holding entries and unknown transaction codes, indicating this filing simply records existing positions as of the reported date.