Nebius Group: John Wilson Boynton IV sells 7,260 shares

Sales were reported under a Rule 10b5-1 plan, and footnotes identify weighted-average prices for several groups of trades.

Rhea-AI Filing Summary

Nebius Group N.V. director John Wilson Boynton IV reported direct sales of 7,260 Class A shares across 19 transactions on October 15, 2026, under a Rule 10b5-1 plan. Reported prices included $164.80 per share for 200 shares and $188.77 per share for 100 shares. Footnotes identify several other reported prices as weighted averages for trades within stated price ranges.

Insider Trade Summary 10b5-1

Net Seller: 7,260 shares

Net Sell 19 txns

Insider Boynton John Wilson IV

Role Director

Sold 7,260 shs ($1.29M)

Type	Security	Shares	Price	Value
Sale	Class A Shares	200	$164.80	$33K
Sale	Class A Shares F1	500	$166.78	$83K
Sale	Class A Shares F2	500	$167.80	$84K
Sale	Class A Shares	100	$168.57	$17K
Sale	Class A Shares	100	$170.00	$17K
Sale	Class A Shares F3	400	$171.38	$69K
Sale	Class A Shares F4	200	$172.59	$35K
Sale	Class A Shares F5	400	$174.70	$70K
Sale	Class A Shares F6	500	$175.72	$88K
Sale	Class A Shares F7	700	$176.72	$124K
Sale	Class A Shares F8	400	$177.90	$71K
Sale	Class A Shares F9	400	$179.03	$72K
Sale	Class A Shares F10	600	$180.26	$108K
Sale	Class A Shares F11	400	$181.27	$73K
Sale	Class A Shares F12	200	$182.21	$36K
Sale	Class A Shares F13	200	$184.35	$37K
Sale	Class A Shares F14	400	$186.67	$75K
Sale	Class A Shares F15	960	$188.20	$181K
Sale	Class A Shares	100	$188.77	$19K

Holdings After Transaction: Class A Shares — 403,522 shares (Direct)

Footnotes (15)

1. F1. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $166.37 to $167.25, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
2. F2. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $167.45 to $168.38, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
3. F3. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $171.19 to $171.55, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
4. F4. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $172.51 to $172.66, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
5. F5. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $174.24 to $175.15, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
6. F6. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $175.24 to $176.18, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
7. F7. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $176.49 to $177.34, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
8. F8. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $177.71 to $178.33, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
9. F9. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $178.82 to $179.23, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
10. F10. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $179.94 to $180.71, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
11. F11. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $181.05 to $181.56, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
12. F12. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $182.13 to $182.29, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
13. F13. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $184.32 to $184.37, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
14. F14. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $186.41 to $186.88, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
15. F15. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $187.76 to $188.64, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

Key Figures

Class A shares sold: 7,260 shares Reported sale transactions: 19 transactions Reported sale price: $164.80 per share +3 more

6 metrics

Class A shares sold 7,260 shares Across 19 reported sale transactions on October 15, 2026

Reported sale transactions 19 transactions October 15, 2026

Reported sale price $164.80 per share 200 Class A shares sold on October 15, 2026

Reported sale price $188.77 per share 100 Class A shares sold on October 15, 2026

Weighted average sale price $166.78 per share 500 Class A shares; footnote states the shares were sold in multiple transactions

Weighted average sale price $188.20 per share 960 Class A shares; footnote states the shares were sold in multiple transactions

Key Terms

Rule 10b5-1 plan, weighted average sale price, foreign private issuer, Sections 16(b) and 16(c)

4 terms

Rule 10b5-1 plan regulatory

"The sales were reported under a Rule 10b5-1 plan"

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

weighted average sale price financial

"Reflects the weighted average sale price on October 15, 2026"

foreign private issuer regulatory

"status as a foreign private issuer"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

Sections 16(b) and 16(c) regulatory

"exempt from Sections 16(b) and 16(c) of the Act"

FAQ

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

How many NBIS shares did director John Wilson Boynton IV sell?

He reported direct sales of 7,260 Class A shares in 19 transactions on October 15, 2026, under a Rule 10b5-1 plan. Reported entries included 200 shares at $164.80 per share and 100 shares at $188.77 per share.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/19/2026 - 07:03 AM EDT Accepted by SEC EDGAR 10/19/2026 - 07:02 AM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Boynton John Wilson IV

(Last) (First) (Middle)

BURGERWEESHUISPAD 101

(Street)

AMSTERDAM 1076 ER

(City) (State) (Zip)

NETHERLANDS

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Shares	10/15/2026		S		200	D	$164.8	410,582	D
Class A Shares	10/15/2026		S		500(1)	D	$166.78	410,082	D
Class A Shares	10/15/2026		S		500(2)	D	$167.8	409,582	D
Class A Shares	10/15/2026		S		100	D	$168.57	409,482	D
Class A Shares	10/15/2026		S		100	D	$170	409,382	D
Class A Shares	10/15/2026		S		400(3)	D	$171.38	408,982	D
Class A Shares	10/15/2026		S		200(4)	D	$172.59	408,782	D
Class A Shares	10/15/2026		S		400(5)	D	$174.7	408,382	D
Class A Shares	10/15/2026		S		500(6)	D	$175.72	407,882	D
Class A Shares	10/15/2026		S		700(7)	D	$176.72	407,182	D
Class A Shares	10/15/2026		S		400(8)	D	$177.9	406,782	D
Class A Shares	10/15/2026		S		400(9)	D	$179.03	406,382	D
Class A Shares	10/15/2026		S		600(10)	D	$180.26	405,782	D
Class A Shares	10/15/2026		S		400(11)	D	$181.27	405,382	D
Class A Shares	10/15/2026		S		200(12)	D	$182.21	405,182	D
Class A Shares	10/15/2026		S		200(13)	D	$184.35	404,982	D
Class A Shares	10/15/2026		S		400(14)	D	$186.67	404,582	D
Class A Shares	10/15/2026		S		960(15)	D	$188.2	403,622	D
Class A Shares	10/15/2026		S		100	D	$188.77	403,522	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $166.37 to $167.25, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

2. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $167.45 to $168.38, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

3. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $171.19 to $171.55, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

4. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $172.51 to $172.66, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

5. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $174.24 to $175.15, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

6. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $175.24 to $176.18, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

7. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $176.49 to $177.34, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

8. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $177.71 to $178.33, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

9. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $178.82 to $179.23, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

10. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $179.94 to $180.71, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

11. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $181.05 to $181.56, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

12. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $182.13 to $182.29, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

13. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $184.32 to $184.37, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

14. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $186.41 to $186.88, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

15. Reflects the weighted average sale price on October 15, 2026. The shares were sold in multiple transactions at prices ranging from $187.76 to $188.64, inclusive. The reporting person undertakes to provide Nebius Group N.V., any shareholder of Nebius Group N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

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/ Anna Akimova, attorney-in-fact for Mr. Boynton	10/19/2026
	** 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 4 (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 4: SEC 1474 (03-26)