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

November 1213, 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 Third Quarter and Nine Months Ended September 30, 2024 and 2025.

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 Three and Nine Months Ended September 30, 2024 and 2025.

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S-8 (File No. 333-286934), including any prospectuses forming a part of such Registration Statements, to the extent not superseded by documents or reports subsequently filed or furnished.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	~~Equity~~Operating ~~Distribution~~and ~~Agreement~~Financial ~~dated~~Review ~~November~~and ~~12,~~Prospects ~~2025,~~of ~~between~~Nebius Group N.V. (the “Company”) ~~and~~for ~~Goldman~~the ~~Sachs~~Third &Quarter ~~Co.~~and ~~LLC,~~Nine ~~Morgan~~Months ~~Stanley~~Ended &September ~~Co. LLC~~30, ~~BofA~~2024 ~~Securities, Inc.,~~ and ~~Citigroup Global Markets Inc. as managers.~~2025
99.2	~~Opinion~~Unaudited Condensed Consolidated Financial Statements of ~~Warendorf~~the Company as of and for the Three and Nine Months Ended September 30, 2024 and 2025
99.3	Consent of Warendorf (included in Exhibit 99.2)

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: November 12, 2025	By:	/s/ BOAZ TAL
Date: November 13, 2025	By:	/s/ BOAZ TAL
		Boaz Tal
		General Counsel

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