Exor group entities report 7.12% beneficial stake in VEON Ltd. (VEON)

Rhea-AI Filing Summary

VEON Ltd. received an updated Schedule 13G/A from Giovanni Agnelli B.V., Exor N.V., Lingotto Investment Management (UK) Limited and Lingotto Investment Management LLP. The group reports beneficial ownership of 131,628,075 common shares, represented by 5,265,123 American Depositary Shares, each ADS representing twenty-five common shares. This stake represents 7.12% of VEON’s common shares outstanding, based on 1,849,190,667 common shares reported outstanding as of July 31, 2026. The filing identifies Lingotto Investment Management LLP as the subsidiary that acquired the securities and notes it is controlled through Lingotto Investment Management (UK) Limited and Exor N.V., which is in turn controlled by Giovanni Agnelli B.V.

Key Figures

Beneficial ownership: 131,628,075 common shares Ownership percentage: 7.12% ADSs representing stake: 5,265,123 ADSs +2 more

5 metrics

Beneficial ownership 131,628,075 common shares Shares beneficially owned by the Exor/Lingotto group

Ownership percentage 7.12% Percentage of VEON common shares outstanding represented by the group’s holdings

ADSs representing stake 5,265,123 ADSs American Depositary Shares, each representing twenty-five common shares

Shares outstanding basis 1,849,190,667 common shares Common shares outstanding as reported in VEON’s Form 6-K on July 31, 2026

Lingotto LLP ownership by UK entity 99.7% Lingotto Investment Management LLP owned by Lingotto Investment Management (UK) Limited

Key Terms

American Depositary Shares, beneficially owned, sole dispositive power, parent holding company, +1 more

5 terms

American Depositary Shares financial

"Title of class of securities: American Depositary Shares, or ADSs, each representing twenty-five common shares"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

beneficially owned financial

"Amount beneficially owned: See the responses to Item 9 on the attached cover pages."

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.

sole dispositive power financial

"Sole Dispositive Power 131,628,075.00 6 | Shared Dispositive Power 0.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

parent holding company financial

"Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company"

percent of class financial

"Percent of class based on 1,849,190,667 common shares outstanding"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

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

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Available on EDGAR 08/10/2026 - 09:05 AM Accepted by SEC EDGAR 08/10/2026 - 09:05 AM Learn about SEC filing dates

FAQ

What ownership stake in VEON (VEON) is reported in this Schedule 13G/A amendment?

The filing reports beneficial ownership of 131,628,075 common shares of VEON, representing 7.12% of the outstanding common shares, based on 1,849,190,667 shares reported outstanding as of July 31, 2026.

Which entities are reporting beneficial ownership of VEON (VEON) shares?

The reporting group comprises Giovanni Agnelli B.V., Exor N.V., Lingotto Investment Management (UK) Limited, and Lingotto Investment Management LLP, with control flowing from Giovanni Agnelli B.V. down to Lingotto Investment Management LLP.

How many VEON (VEON) ADSs correspond to the reported shareholding?

The stake is represented by 5,265,123 American Depositary Shares (ADSs), with each ADS representing twenty-five common shares of VEON, corresponding in total to 131,628,075 common shares.

On what share count is the 7.12% ownership of VEON (VEON) based?

The 7.12% ownership figure is calculated using 1,849,190,667 common shares outstanding, as reported by VEON in a Form 6-K filed on July 31, 2026, and referenced as the basis for the percentage.

Which subsidiary actually acquired the VEON (VEON) securities for the reporting group?

The filing states that Lingotto Investment Management LLP acquired the securities. It is 99.7% owned by Lingotto Investment Management (UK) Limited, which is wholly owned by Exor N.V., itself controlled by Giovanni Agnelli B.V.

What voting and dispositive powers over VEON (VEON) shares are reported by the group?

Each reporting entity shows 131,628,075 shares with sole voting power and sole dispositive power, and 0 shares with shared voting or shared dispositive power, indicating control over voting and disposition is not shared.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 4)

VEON Ltd.

(Name of Issuer)

American Depositary Shares, or ADSs, each representing twenty-five common shares

(Title of Class of Securities)

91822M502

(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): 91822M502

1

Names of Reporting Persons

Giovanni Agnelli B.V.

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

NETHERLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 131,628,075.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 131,628,075.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

131,628,075.00

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)

7.12 %

12

Type of Reporting Person (See Instructions)

HC, CO

Comment for Type of Reporting Person: Represented by 5,265,123 American Depositary Shares.

SCHEDULE 13G

CUSIP Number(s): 91822M502

1

Names of Reporting Persons

Exor N.V.

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

NETHERLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 131,628,075.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 131,628,075.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

131,628,075.00

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)

7.12 %

12

Type of Reporting Person (See Instructions)

HC, CO

Comment for Type of Reporting Person: Represented by 5,265,123 American Depositary Shares.

SCHEDULE 13G

CUSIP Number(s): 91822M502

1

Names of Reporting Persons

Lingotto Investment Management (UK) Limited

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

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 131,628,075.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 131,628,075.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

131,628,075.00

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)

7.12 %

12

Type of Reporting Person (See Instructions)

CO, FI

Comment for Type of Reporting Person: Represented by 5,265,123 American Depositary Shares.

SCHEDULE 13G

CUSIP Number(s): 91822M502

1

Names of Reporting Persons

Lingotto Investment Management LLP

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

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 131,628,075.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 131,628,075.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

131,628,075.00

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)

7.12 %

12

Type of Reporting Person (See Instructions)

PN, FI

Comment for Type of Reporting Person: Represented by 5,265,123 American Depositary Shares.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: VEON Ltd.
(b)	Address of issuer's principal executive offices: Unit 1703, Level 17, Index Tower, Dubai, United Arab Emirates
Item 2.
(a)	Name of person filing: Giovanni Agnelli B.V. Exor N.V. Lingotto Investment Management (UK) Limited Lingotto Investment Management LLP Lingotto Investment Management LLP, which acquired the securities being reported on, is 99.7% owned by Lingotto Investment Management (UK) Limited. Lingotto Investment Management (UK) Limited is a wholly owned subsidiary of Exor N.V., which in turn is controlled by Giovanni Agnelli B.V.
(b)	Address or principal business office or, if none, residence: Giovanni Agnelli B.V. Symphony Building Gustav Mahlerplein 25 Amsterdam, 1082 MS The Netherlands Exor N.V. Symphony Building Gustav Mahlerplein 25 Amsterdam, 1082 MS The Netherlands Lingotto Investment Management (UK) Limited 7 Seymour Street London, W1H 7JW United Kingdom Lingotto Investment Management LLP 7 Seymour Street London, W1H 7JW United Kingdom
(c)	Citizenship: Giovanni Agnelli B.V. - the Netherlands Exor N.V. - the Netherlands Lingotto Investment Management (UK) Limited- United Kingdom Lingotto Investment Management LLP - United Kingdom
(d)	Title of class of securities: American Depositary Shares, or ADSs, each representing twenty-five common shares
(e)	CUSIP No.: 91822M502
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 responses to Item 9 on the attached cover pages.
(b)	Percent of class: See the responses to Item 11 on the attached cover pages.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See the responses to Item 5 on the attached cover pages.
	(ii) Shared power to vote or to direct the vote: See the responses to Item 6 on the attached cover pages.
	(iii) Sole power to dispose or to direct the disposition of: See the responses to Item 7 on the attached cover pages.
	(iv) Shared power to dispose or to direct the disposition of: See the responses to Item 8 on the attached cover pages.
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 Item 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 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.

Giovanni Agnelli B.V.

Signature:	/s/ Guido de Boer
Name/Title:	Guido de Boer | Authorized Signatory
Date:	08/10/2026

Exor N.V.

Signature:	/s/ Guido de Boer
Name/Title:	Guido de Boer | Chief Financial Officer
Date:	08/10/2026

Lingotto Investment Management (UK) Limited

Signature:	/s/ Enrico Vellano
Name/Title:	Enrico Vellano | CEO
Date:	08/10/2026

Lingotto Investment Management LLP

Signature:	/s/ Enrico Vellano
Name/Title:	Enrico Vellano | CEO
Date:	08/10/2026

Exhibit Information

This Amendment No. 4 to Schedule 13G is being filed by Lingotto Investment Management LLP as an amendment to the Schedule 13G previously filed by Exor N.V. (CIK: 0001589122) on March 14, 2022 pursuant to the Joint Filing Agreement filed as Exhibit 99.1 thereto, and as subsequently amended on Feb 14, 2023, Feb 14, 2024, and Nov 14, 2025. Percent of class based on 1,849,190,667 common shares outstanding, as reported in the Issuer's Form 6-K filed with the Securities and Exchange Commission on 31 July 2026.