Overallotment option for additional convertible notes
Company: Nebius
What the later record shows
Dropped
The Q2 2026 financial statements say the $262.5 million over-allotment option for the 2033 notes was never exercised. It therefore lapsed and the additional notes were not issued.
“The over-allotment option for the Notes due March 2033 was not exercised.”
2026-08-11 · nebius 8-K exhibit (nbis-20260812xex99d2.htm) View cached copy (2026-09-01)Live source ↗
Checked October 10, 2026 against filings, releases and reporting published after the claim was made. Quotes are verbatim from the linked documents.
The claim, verbatim
Initial purchaser has an option to purchase up to $262.5 million additional aggregate original principal amount of 2033 convertible senior notes with settlement required within 13 days from March 20, 2026
Source (primary)
nebius 8-K exhibit (tm268409d4_ex99-1.htm) (SEC EDGAR (8-K Ex), press_release)
View cached copy (2026-09-12)Live source ↗
Quote: “The initial purchaser continues to have an overallotment option to purchase, for settlement within a period of 13 days from, and including, March 20, 2026, up to an additional $262.5 million aggregate original principal amount of 2033 Notes.”
How we checked this
Checked on October 11, 2026. The cited source supports every part of this claim.
The press release states that the initial purchaser still holds an overallotment option for up to $262.5 million more of the 2033 convertible senior notes. Settlement must happen within 13 days from, and including, March 20, 2026, which matches every part of the claim.
Confirmed in the source:
- The initial purchaser has an overallotment option on the Nebius 2033 convertible notes
- The option covers up to an additional $262.5 million aggregate original principal amount of 2033 Notes
- Settlement under the option must occur within a period of 13 days from, and including, March 20, 2026
- The 2033 Notes are convertible senior notes
What we did: Read our cached copy of SEC EDGAR (8-K Ex) (https://www.sec.gov/Archives/edgar/data/1513845/000110465926032735/tm268409d4_ex99-1.htm) in full (5,797 characters, retrieved September 12, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms nebius 8-K exhibit (tm268409d4_ex99-1.htm)
Quote: “The initial purchaser continues to have an overallotment option to purchase, for settlement within a period of 13 days from, and including, March 20, 2026, up to an additional $262.5 million aggregate original principal amount of 2033 Notes.”
abandons nebius 8-K exhibit (nbis-20260812xex99d2.htm)
Quote: “The over-allotment option for the Notes due March 2033 was not exercised.”