Nebius Group N.V. files H1 2025 operating review and financials

Accepted by SEC EDGAR 09/10/2025 - 08:14 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Nebius Group N.V. submitted supplemental exhibits that include an Operating and Financial Review and Prospects comparing the first halves of 2025 and 2024, an Unaudited Condensed Consolidated Financial Statements package for the six months ended June 30, 2025, and a corporate Clawback Policy. The materials indicate the company has provided comparative operational commentary alongside interim financials to inform stakeholders about recent performance.

The filing package is primarily disclosure-focused: the operating review should explain drivers behind period-over-period results, while the unaudited statements present the company’s financial position and results for the six-month period ending June 30, 2025. The clawback policy documents governance controls related to incentive compensation recoveries.

FAQ

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

What exhibits did Nebius Group N.V. include in this 6-K?

The filing includes an Operating and Financial Review and Prospects, Unaudited Condensed Consolidated Financial Statements for the six months ended June 30, 2025, and a Clawback Policy.

Does the filing provide full financial statements for 2025 H1?

Yes. It discloses unaudited condensed consolidated financial statements for the six months ended June 30, 2025.

Is there comparative analysis included versus prior periods?

Yes. The Operating and Financial Review and Prospects compares the first halves of 2025 and 2024.

Does the document disclose corporate governance changes?

The filing includes a Clawback Policy, which addresses recovery of incentive compensation but the text does not detail specific policy terms in the excerpt.

Which company and ticker are associated with this filing?

The content references Nebius Group N.V.. The provided metadata lists the symbol YNDX, but the filing text itself identifies Nebius Group N.V..

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

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

September 10, 2025

NEBIUS GROUP N.V.

Schiphol Boulevard 165

1118 BG, Schiphol, the Netherlands.

Tel: +31 202 066 970

(Address, Including ZIP Code, and Telephone Number,

Including Area Code, of Registrant’s Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x    Form 40-F ¨

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

Furnished as Exhibit 99.1 to this Report on Form 6-K is the Operating and Financial Review and Prospects of Nebius Group N.V. (the “Company”) for the First Half of the Years 2025 and 2024.

Furnished as Exhibit 99.2 to this Report on Form 6-K are the Unaudited Condensed Consolidated Financial Statements of the Company as of and for the six months ended June 30, 2025.

Furnished as Exhibit 99.3 to this Report on Form 6-K is a copy of the Clawback Policy of the Company.

INCORPORATION BY REFERENCE

This Report on Form 6-K is hereby incorporated by reference into the Company’s Registration Statements on Form F-3ASR (File No. 333-286932) and Form S-8 (File No. 333-286934), including any prospectuses forming a part of such Registration Statements, to the extent not superseded by documents or reports subsequently filed or furnished.

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Operating and Financial Review and Prospects of Nebius Group N.V. (the “Company”) for the First Half of the Years 2025 and 2024
99.2	Unaudited Condensed Consolidated Financial Statements of the Company as of and for the six months ended June 30, 2025
99.3	Clawback Policy

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	NEBIUS GROUP N.V.
Date: September 10, 2025	By:	/s/ BOAZ TAL
		Boaz Tal
		General Counsel