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Nebius Group director Boynton sells 333 shares

The sale was made under a Rule 10b5-1 trading plan adopted on March 6, 2026; reported direct holdings afterward were 403,189 Class A shares.

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Form Type
4

Rhea-AI Filing Summary

Nebius Group N.V. director John Wilson Boynton IV sold 333 Class A shares on October 29, 2026, at $173.07 per share. The shares were held directly, and his reported direct holdings after the sale were 403,189 Class A shares. The sale was made under a Rule 10b5-1 trading plan adopted on March 6, 2026.

Insider Boynton John Wilson IV
Role Director
Sold 333 shs ($58K)
Share of Position Sold 0.08%
Type Security Shares Price Value
Sale Class A Shares F1 333 $173.07 $58K
Holdings After Transaction: Class A Shares — 403,189 shares (Direct)
Holdings Before and After: Class A Shares, 403,522 to 403,189 shares (Direct)
Other Insiders: 5 other insiders reported open-market sales of this stock in the 30 days up to this filing.
Footnotes (1)
  1. F1. The sales reported on this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 6, 2026.
Class A shares sold 333 shares October 29, 2026
Sale price $173.07 per share Sale on October 29, 2026
Direct holdings after sale 403,189 Class A shares After the October 29, 2026 sale
Trading plan adoption date March 6, 2026 Rule 10b5-1 trading plan
Rule 10b5-1 trading plan regulatory
"made pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
foreign private issuer regulatory
"issuer's 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

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How many NBIS shares did director John Wilson Boynton IV sell, and at what price?

Director John Wilson Boynton IV sold 333 Class A shares on October 29, 2026, at $173.07 per share. The shares were held directly, and his reported direct holdings after the sale were 403,189 Class A shares. The sale was made under a Rule 10b5-1 trading plan adopted on March 6, 2026.

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

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SEC Form 4
FORM 4UNITED 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)
AMSTERDAM1076 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/29/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Shares10/29/2026S333(1)D$173.07403,189D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported on this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 6, 2026.
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. Boynton11/02/2026
** 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 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)

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