Nebius Group (NBIS) executive reports options and Class A share stake

Rhea-AI Filing Summary

Nebius Group N.V. filed an initial ownership report for Chief Infrastructure Officer Andrey Korolenko, outlining his equity position in the company. He holds stock options over 2,000,000 Class A Shares with a $100.0000 exercise price, expiring on April 10, 2035. The options vest in quarterly installments beginning on March 31, 2025. He also directly owns 641,666 Class A Shares and an additional 1,876 Class A Shares. Footnotes state he received restricted share units on October 1, 2024 that vest quarterly from January 2, 2025, each RSU delivering one Class A Share upon vesting.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Korolenko Andrey

Role Chief Infrastructure 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 — 641,666 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.

Understanding Insider Trading Forms →

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^*

Korolenko Andrey

(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)
	Chief Infrastructure Officer

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	641,666(1)	D
Class A Shares	1,876	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
Stock Options	03/31/2025	04/10/2035	Class A Shares	2,000,000(2)	$100	D

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/ Andrey Korolenko	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 Form 3 disclose for Andrey Korolenko?

The Form 3 discloses Chief Infrastructure Officer Andrey Korolenko’s existing equity stake, including stock options, Class A share holdings, and restricted share units granted under Nebius Group’s Amended and Restated Equity Incentive Plan with specified vesting schedules.

How many Nebius Group NBIS stock options does Andrey Korolenko hold?

Andrey Korolenko holds stock options over 2,000,000 Class A Shares at an exercise price of $100.0000 per share, expiring on April 10, 2035, vesting in quarterly installments beginning on March 31, 2025.

How many Nebius Group NBIS Class A Shares does Andrey Korolenko directly own?

He directly owns 641,666 Class A Shares in one holding and an additional 1,876 Class A Shares in another. These figures represent his reported direct ownership of Nebius Group’s Class A equity as of the Form 3 filing.

What are the key terms of Andrey Korolenko’s Nebius Group stock options?

The options were granted on April 10, 2025 under Nebius Group’s Amended and Restated Equity Incentive Plan, carry a $100.0000 exercise price, vest in quarterly installments starting March 31, 2025, and expire on April 10, 2035.

What restricted share units did Nebius Group NBIS grant to Andrey Korolenko?

Nebius granted restricted share units to Andrey Korolenko on October 1, 2024 under its Amended and Restated Equity Incentive Plan. The RSUs vest in quarterly installments beginning January 2, 2025, and each RSU converts into one Nebius Class A Share upon vesting.

Does the Nebius Group NBIS Form 3 show any insider buying or selling?

The Form 3 functions as an initial ownership report and lists existing holdings rather than new market transactions. It records Korolenko’s stock options, Class A Shares, and RSUs but does not show open-market buying or selling activity.