Nebius Group (NBIS): Goldman Sachs discloses 7.2% beneficial stake in Class A shares

Rhea-AI Filing Summary

The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC report beneficial ownership of Class A Ordinary Shares of Nebius Group N.V. They report aggregate beneficial ownership of 15,896,355.61 shares, representing 7.2% of the Class A Ordinary Shares.

Both entities report shared voting power over 15,891,852.61 shares and shared dispositive power over 15,891,899.61 shares, with no sole voting or dispositive power. Goldman Sachs & Co. LLC is identified as a broker-dealer and investment adviser subsidiary of The Goldman Sachs Group, Inc., and the filing is made on a joint basis under a Joint Filing Agreement. The Goldman Sachs reporting units disclaim beneficial ownership for certain client accounts and investment entities as described.

Key Figures

Beneficially owned shares: 15,896,355.61 shares Ownership percentage: 7.2% Shared voting power: 15,891,852.61 shares +3 more

6 metrics

Beneficially owned shares 15,896,355.61 shares Aggregate Class A Ordinary Shares reported as beneficially owned by Goldman Sachs entities

Ownership percentage 7.2% Percentage of Nebius Group N.V. Class A Ordinary Shares reported as beneficially owned

Shared voting power 15,891,852.61 shares Shares over which Goldman Sachs reports shared power to vote or direct the vote

Shared dispositive power 15,891,899.61 shares Shares over which Goldman Sachs reports shared power to dispose or direct disposition

Sole voting power 0.00 shares Shares over which Goldman Sachs reports sole power to vote

Sole dispositive power 0.00 shares Shares over which Goldman Sachs reports sole power to dispose

Key Terms

beneficially owned, shared voting power, shared dispositive power, parent holding company, +2 more

6 terms

beneficially owned financial

"The securities being reported on by The Goldman Sachs Group, Inc. ("GS Group"), as a parent holding company, are owned, or may be deemed to be beneficially owned"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power financial

"6 | Shared Voting Power 15,891,852.61"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"8 | Shared Dispositive Power 15,891,899.61"

parent holding company financial

"The securities being reported on by The Goldman Sachs Group, Inc. ("GS Group"), as a parent holding company"

Joint Filing Agreement regulatory

"EXHIBIT (99.1) JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)"

disclaim beneficial ownership financial

"The Goldman Sachs Reporting Units disclaim beneficial ownership of the securities beneficially owned by (i) any client accounts"

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FAQ

What percentage of Nebius Group N.V. (NBIS) does Goldman Sachs report owning?

The Goldman Sachs entities report beneficial ownership of 7.2% of Nebius Group N.V.’s Class A Ordinary Shares. This percentage is based on their reported holdings relative to the company’s outstanding Class A Ordinary Shares.

How many Nebius Group N.V. (NBIS) shares does Goldman Sachs report as beneficially owned?

The filing states that Goldman Sachs entities beneficially own 15,896,355.61 Class A Ordinary Shares of Nebius Group N.V. This total is the amount reported in response to Item 9 on the Schedule 13G cover pages.

What voting power does Goldman Sachs have over Nebius Group N.V. (NBIS) shares?

Goldman Sachs reports 0.00 shares with sole voting power and 15,891,852.61 shares with shared voting power. This means all reported voting authority over Nebius Group shares is shared rather than held solely.

What dispositive power does Goldman Sachs report over Nebius Group N.V. (NBIS) shares?

The filing shows 0.00 shares with sole dispositive power and 15,891,899.61 shares with shared dispositive power. Dispositive power refers to the authority to dispose of or direct the disposition of the shares.

Which Goldman Sachs entities are included in the Nebius Group N.V. (NBIS) Schedule 13G filing?

The Schedule 13G is jointly filed by The Goldman Sachs Group, Inc. and Goldman Sachs & Co. LLC. Goldman Sachs & Co. LLC is described as a broker-dealer and investment adviser subsidiary of The Goldman Sachs Group, Inc.

Does Goldman Sachs claim full beneficial ownership of all reported Nebius Group N.V. (NBIS) shares?

The filing states that Goldman Sachs reporting units disclaim beneficial ownership of securities held in certain client accounts and investment entities. These accounts may be managed with voting or investment discretion or have limits on such authority.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

NEBIUS GROUP N.V.

(Name of Issuer)

Class A Ordinary Shares

(Title of Class of Securities)

N97284108

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): N97284108

1

Names of Reporting Persons

THE GOLDMAN SACHS GROUP, INC.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 15,891,852.61
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 15,891,899.61

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,896,355.61

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.2 %

12

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13G

CUSIP Number(s): N97284108

1

Names of Reporting Persons

GOLDMAN SACHS & CO. LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 15,891,852.61
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 15,891,899.61

9

Aggregate Amount Beneficially Owned by Each Reporting Person

15,896,355.61

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.2 %

12

Type of Reporting Person (See Instructions)

BD, OO, IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: NEBIUS GROUP N.V.
(b)	Address of issuer's principal executive offices: SCHIPHOL BOULEVARD 165, Schiphol, P7, 1118BG
Item 2.
(a)	Name of person filing: THE GOLDMAN SACHS GROUP, INC.| GOLDMAN SACHS & CO. LLC
(b)	Address or principal business office or, if none, residence: The Goldman Sachs Group, Inc. 200 West Street New York, NY 10282| Goldman Sachs & Co. LLC 200 West Street New York, NY 10282
(c)	Citizenship: THE GOLDMAN SACHS GROUP, INC. - Delaware| GOLDMAN SACHS & CO. LLC - New York
(d)	Title of class of securities: Class A Ordinary Shares
(e)	CUSIP Number(s): N97284108
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See the response(s) to Item 9 on the attached cover page(s).
(b)	Percent of class: See the response(s)to Item 11 on the attached cover page(s).
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See the response(s) to Item 5 on the attached cover page(s).
	(ii) Shared power to vote or to direct the vote: See the response(s) to Item 6 on the attached cover page(s).
	(iii) Sole power to dispose or to direct the disposition of: See the response(s) to Item 7 on the attached cover page(s).
	(iv) Shared power to dispose or to direct the disposition of: See the response(s) to Item 8 on the attached cover page(s).
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit (99.2)
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

THE GOLDMAN SACHS GROUP, INC.

Signature:	Name:
Name/Title:	Attorney-in-fact
Date:	07/17/2026

GOLDMAN SACHS & CO. LLC

Signature:	Name:
Name/Title:	Attorney-in-fact
Date:	07/17/2026

Exhibit Information

EXHIBIT (99.1) JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Class A Ordinary Shares, par value $ per share, of NEBIUS GROUP N.V. and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13G. Date: 07/17/2026 THE GOLDMAN SACHS GROUP, INC. By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact GOLDMAN SACHS & CO. LLC By:/s/ ---------------------------------------- Name: Title: Attorney-in-fact EXHIBIT (99.2) ITEM 7 INFORMATION The securities being reported on by The Goldman Sachs Group, Inc. ("GS Group"), as a parent holding company, are owned, or may be deemed to be beneficially owned, by Goldman Sachs & Co. LLC ("Goldman Sachs"), a broker or dealer registered under Section 15 of the Act and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940. Goldman Sachs is a subsidiary of GS Group. "EXHIBIT (99.3) ITEM 4 INFORMATION *In accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the ""Release""), this filing reflects the securities beneficially owned by certain operating units (collectively, the ""Goldman Sachs Reporting Units"") of The Goldman Sachs Group, Inc. and its subsidiaries and affiliates (collectively, ""GSG""). This filing does not reflect securities, if any, beneficially owned by any operating units of GSG whose ownership of securities is disaggregated from that of the Goldman Sachs Reporting Units in accordance with the Release. The Goldman Sachs Reporting Units disclaim beneficial ownership of the securities beneficially owned by (i) any client accounts with respect to which the Goldman Sachs Reporting Units or their employees have voting or investment discretion or both, or with respect to which there are limits on their voting or investment authority or both and (ii) certain investment entities of which the Goldman Sachs Reporting Units act as the general partner, managing general partner or other manager, to the extent interests in such entities are held by persons other than the Goldman Sachs Reporting Units."