Volozh Arkadiy 4

What Happened

• Arkadiy Volozh, reported as a 10% owner of Nebius Group N.V. (NBIS), sold 46,627 shares on July 1, 2026. The shares were disposed at $235.45 each for a total proceeds of $10,978,327.
• This was a sale tied to the vesting of restricted share units (RSUs) and was executed automatically to cover estimated withholding taxes — not a discretionary market trade by the reporting person.

Key Details

• Transaction date and price: July 1, 2026 — 46,627 shares sold at $235.45 per share (total $10,978,327).
• Transaction type: Sale (code S); footnote indicates sale executed to satisfy tax withholding on RSU vesting (automatic, non-discretionary).
• Shares owned after transaction: Not disclosed in the provided filing.
• Filing date: Form 4 filed July 6, 2026. (The filing shows the transaction date of July 1; the filing does not indicate whether it was treated as late.)
• Footnotes/attachments: F1 — automatic sale to cover estimated withholding taxes per the RSU agreement; Exhibit 24 — Power of Attorney.
• Regulatory note: As a foreign private issuer, Nebius (and this reporting person’s transactions) is noted as exempt from Sections 16(b) and 16(c) of the Exchange Act.

Context

• This was a sell-to-cover tax withholding on RSU vesting (common practice). Such transactions typically reflect routine tax obligations rather than a signal of insider sentiment. Because the sale was automatic under the RSU agreement and not a discretionary trade, it shouldn’t be read as an active vote on the company’s near-term prospects.