Welcome to our dedicated page for Nebius Group SEC filings (Ticker: NBIS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Nebius Group N.V. (NASDAQ: NBIS) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures as a foreign private issuer. Nebius files reports such as Form 20-F and multiple Forms 6-K, which include operating and financial reviews, unaudited condensed consolidated financial statements, capital markets documentation, and press releases that are incorporated by reference into its registration statements.
In its Form 6-K filings, Nebius has furnished Operating and Financial Review and Prospects for specific periods, together with unaudited condensed consolidated financial statements. These materials explain the performance of Nebius’s core AI infrastructure business, Nebius AI Cloud, as well as its additional businesses Avride and TripleTen, and describe how Toloka’s results were reclassified to discontinued operations after Nebius ceased to hold majority voting power. The company also discusses the use of non-GAAP measures such as Adjusted EBITDA (loss) and Adjusted net income (loss), and provides reconciliations to U.S. GAAP metrics.
Other Nebius 6-K filings relate to capital markets and financing activities. For example, the company has filed indentures and forms of its 1.00% Convertible Senior Notes due 2030 and 2.75% Convertible Senior Notes due 2032, along with press releases announcing the closing of public offerings of Class A ordinary shares and concurrent private offerings of convertible notes. Additional 6-Ks describe the exercise of underwriters’ options to purchase additional Class A shares and the establishment of an equity distribution agreement for an at-the-market equity program.
Nebius also uses Form 6-K to disclose material commercial agreements. One filing details a commercial agreement between Nebius, Inc., a wholly owned subsidiary, and Meta Platforms, Inc., under which Nebius will provide Meta access to two dedicated GPU infrastructure capacity clusters over a five-year term, with a total contract value of approximately $2.9 billion. The filing outlines deployment tranches, associated storage and connectivity services, and customary provisions such as termination rights, service level commitments, discounted fees for late delivery, representations and warranties, indemnities, and limitations of liability.
Additional 6-Ks incorporate press releases related to subsidiary activities, such as Avride’s strategic investment and commitments backed by Uber and Nebius, and group-level announcements about financial results and shareholder communications. Many of these filings are expressly incorporated by reference into Nebius’s automatically effective shelf registration statement on Form F-3ASR and its Form S-8, which are used for securities offerings and equity compensation plans.
On Stock Titan, Nebius filings are updated as they appear on EDGAR, and AI-powered summaries can help readers quickly understand the focus of each document. Users can review quarterly and annual discussions of Nebius’s AI-native cloud platform, its additional businesses, capital structure, and major commercial contracts, as well as track how the company presents non-GAAP measures and reconciliations over time.
Nebius Group N.V. ownership disclosure: Situational Awareness entities and affiliated persons report shared beneficial ownership of 12,410,060 Class A Ordinary Shares, representing 5.6% of the class. The percentage is calculated using 220,406,311 Class A Ordinary Shares outstanding as of March 31, 2026.
The filing lists the Adviser, General Partner, SA LLC, Fund, Leopold Aschenbrenner and Carl Shulman as reporting persons, each showing shared voting and dispositive power over the same 12,410,060 shares. The filing includes a joint-filing agreement and customary disclaimers about beneficial ownership.
Nebius Group N.V. filed Amendment No. 1 to its Form 20-F for the year ended December 31, 2025. The amendment’s sole purpose is to add Exhibit 97.1, the company’s clawback policy, which is incorporated by reference from a prior Form 6-K. The company states that no other disclosures from the original Form 20-F are modified or updated, and the amendment should be read together with the original filing. As context, Class A ordinary shares outstanding were 219,465,088 and Class B ordinary shares were 33,551,883 as of the period end.
Nebius Group N.V. General Counsel Tal Boaz reported open-market sales of company stock. On May 20, 2026, Boaz sold a total of 5,100 Class A Shares of Nebius Group at prices between approximately $199 and $200 per share. The filing notes these sales were executed under a pre-arranged Rule 10b5-1 trading plan, indicating they were scheduled in advance rather than timed discretionarily, and Boaz continues to hold a direct equity stake in the company after the transactions.
Nebius Group N.V. delivered explosive growth in early 2026 as it scales its AI cloud platform. Total revenue jumped from $50.9 million to $399.0 million year over year, driven mainly by Nebius AI cloud revenue rising from $41.4 million to $389.7 million.
Despite a similar operating loss of $128.0 million, Nebius reported net income from continuing operations of $621.2 million, largely due to a $780.6 million gain from revaluing its ClickHouse stake. Group Adjusted EBITDA swung from a $53.7 million loss to a $129.5 million profit.
Cash flow and balance sheet scale changed sharply: operating cash flow reached $2,258.0 million, while capital expenditures grew to $2,472.9 million as the company invested heavily in GPUs and data centers. Cash and cash equivalents increased to $9,298.2 million and total assets to $22,303.3 million.
The quarter also featured major strategic deals and financings. Nebius sold $2.0 billion of pre-funded warrants to NVIDIA and issued about $4.34 billion of convertible senior notes. A new infrastructure agreement with Meta includes $12 billion of 5‑year GPU capacity orders plus an additional Meta order with potential value of up to $15 billion. Remaining performance obligations reached $33,585.3 million, underscoring multi‑year demand but also long-term service commitments for its rapidly expanding AI cloud infrastructure.
Nebius Group N.V. Chief Revenue Officer Marc Boroditsky reported an open-market sale of 4,500 Class A Shares at $217.55 per share. The transaction was executed on May 15, 2026 and was made pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on September 15, 2025. After this sale, Boroditsky directly holds 37,662 Class A Shares.
Nebius Group N.V. Chief Infrastructure Officer Andrey Korolenko reported combined option exercises and share sales in Class A Shares. He exercised stock options covering 500,000 Class A Shares at a $100.0000 exercise price and, on the same date, sold 500,000 Class A Shares in an open-market transaction at an average price of $203.2400 per share. Following these transactions, he directly holds 1,085,209 Class A Shares. The filing notes that the sales were made under a Rule 10b5-1 trading plan adopted on December 2, 2025, and that the options vested in quarterly installments beginning on March 31, 2025.
Nebius Group N.V. Chief Infrastructure Officer Andrey Korolenko reported an exercise-and-sale transaction in Class A Shares. He exercised stock options to acquire 500,000 Class A Shares at an exercise price of $100.0000 per share, then sold 500,000 Class A Shares in an open-market transaction at an average price of $203.2400 per share.
After these transactions, he directly holds 585,209 Class A Shares. The filing notes that the sales were made under a pre-arranged Rule 10b5-1 trading plan, indicating the sale timing was set in advance rather than decided on the trade date.
Nebius Group N.V. director Elena Bunina reported selling 10,894 Class A Shares of NBIS. On May 13, 2026, she executed two open-market sales: 5,894 shares at $210.00 per share and 5,000 shares at $203.18 per share. The filing states these sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 24, 2025, indicating they were scheduled in advance rather than timed discretionarily. No derivative transactions were reported in this filing.
Nebius Group NV submitted a Form 144 reporting proposed dispositions of Class A ordinary shares by a selling person and listing multiple recent sales. The notice lists restricted stock awards and a series of secondary sales by Elena Bunina with dates, share counts, and gross proceeds.
The filing shows individual transactions dated between 02/23/2026 and 05/06/2026, with per‑trade share quantities and dollar amounts reported for each sale.
Nebius Group N.V. reported very strong growth for the first quarter of 2026, with revenues rising to $399.0 million from $50.9 million a year earlier, driven by its AI cloud business. Net income from continuing operations swung from a loss of $104.3 million to a profit of $621.2 million, helped by a $780.6 million gain from revaluation of equity investments.
On a non-GAAP basis, Adjusted EBITDA improved from a loss of $53.7 million to positive $129.5 million, while Adjusted net loss widened to $100.3 million, reflecting heavy investment. Nebius also secured up to 1.2 GW of power and land for a new owned AI factory in Pennsylvania, issued $4.34 billion in convertible notes, raised $2.0 billion via prefunded warrants, and increased cash and cash equivalents to $9.30 billion as of March 31, 2026.