Yandex insider files Form 144 for 4.13M shares; recent sales disclosed

Rhea-AI Filing Summary

Yandex N.V. (YNDX) Form 144 notice shows a proposed sale of 4,132,656 Class A ordinary shares through Goldman Sachs & Co. LLC with an aggregate market value of $270,564,988.32, and an approximate sale date of 09/11/2025 on NASD. The filing lists prior acquisitions: 4,100,000 shares acquired 10/14/2008 from the issuer (Class B conversion condition) and 32,656 shares received as restricted stock awards on 06/04/2025. It also discloses two recent open-market sales by Arkadiy Volozh of 38,759 and 36,241 shares on 07/01/2025 and 07/02/2025 generating gross proceeds of $2,075,412.67 and $1,848,606.30, respectively.

Positive

• Comprehensive disclosure of acquisition history and recent sales, including dates and amounts
• Broker identified (Goldman Sachs & Co. LLC) for the proposed transaction, aiding market transparency
• Recent transactions quantified (75,000 shares sold on 07/01/2025 and 07/02/2025), showing ongoing reporting compliance

Negative

• Large proposed sale of 4,132,656 shares valued at $270,564,988.32 could be material to float and liquidity
• Significant insider disposal history in the period may raise investor concern about selling pressure

Insights

Securities Analyst

TL;DR: Large proposed Form 144 sale of 4.13M YNDX shares (~$270.6M) is material and should be monitored for market impact.

The filing identifies a single proposed block sale via Goldman Sachs of 4,132,656 Class A shares valued at $270,564,988.32 with an approximate execution date of 09/11/2025. The seller's long-held position (4.1M acquired in 2008) plus recent restricted awards (32,656) are documented, and two recent small open-market dispositions totaled 75,000 shares for ~$3.93M. This mix of historical ownership and a large planned transfer is a material disclosure for liquidity and potential supply pressure.

Corporate Governance Expert

TL;DR: Insider reporting appears complete on this Form 144, showing historical acquisitions and recent sales; governance disclosure standards met.

The filing provides required details: acquisition dates, nature of acquisitions (private conversion and restricted awards), broker identity, and recent sales by the reporting person. The statement regarding no undisclosed material adverse information is present. All items required for Rule 144 notices are included in the form content provided.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Ordinary Shares	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	4132656	270564988.32	203006418	09/11/2025	NASD

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Ordinary Shares	10/14/2008	Acquired Class B common shares from Issuer in private transaction; Class B common shares to be converted to Class A common shares in connection with any sales	The Issuer			4100000	10/14/2008	None
Class A Ordinary Shares	06/04/2025	Acquired as compensation -- Restricted Stock Awards	The Issuer			32656	06/04/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Arkadiy Volozh Schiphol Boulevard 165 Schiphol Amsterdam P7 1118 BG	Class A Ordinary Shares	07/01/2025	38759	2075412.67
Arkadiy Volozh Schiphol Boulevard 165 Schiphol Amsterdam P7 1118 BG	Class A Ordinary Shares	07/02/2025	36241	1848606.3

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares does the YNDX Form 144 propose to sell?

The notice proposes selling 4,132,656 Class A ordinary shares via Goldman Sachs & Co. LLC with aggregate market value of $270,564,988.32.

When is the approximate sale date listed on the Form 144?

The filing lists an approximate date of sale of 09/11/2025.

What recent sales by the reporting person are disclosed?

Two open-market sales by Arkadiy Volozh are disclosed: 38,759 shares on 07/01/2025 for $2,075,412.67 and 36,241 shares on 07/02/2025 for $1,848,606.30.

How were the acquired shares originally obtained?

The filing shows 4,100,000 shares acquired 10/14/2008 from the issuer (Class B shares to convert to Class A upon sale) and 32,656 shares granted as restricted stock awards on 06/04/2025.

Which broker is named for the proposed sale?

The broker named is Goldman Sachs & Co. LLC, located at 200 West Street, New York, NY 10282.