Amendment to articles of association eliminating priority share rights
Company: Nebius
What the later record shows
Delivered; the record does not say when
Later equity statements show no priority shares outstanding, and the 20-F lists only Class A, B and C ordinary shares. No passage says when the amendment took effect or mentions the Foundation's board appointment rights.
“The Company has three authorized classes of ordinary shares, Class A, Class B and Class C with € 0.01 , € 0.10 and € 0.09 par value, respectively.”
2025-04-29 · Nebius 20-F filed 2025-04-30 View cached copy (2026-08-31)Live source ↗
“Balance as of December 31, 2024 — — 235,753,600 9.2 (1,968.1 ) 2,016.7 (22.1 ) 3,218.0 3,253.7”
2025-11-12 · nebius 8-K exhibit (tm2531034d1_ex99-2.htm) View cached copy (2026-09-26)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
Amendment effective at first closing eliminates priority share held by Public Interest Foundation and related rights to appoint two Board members
Source (primary)
Nebius 6-K filed 2024-05-17 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗
Quote: “an amendment of the Company's articles of association that was approved by shareholders in March became effective at the first closing. This amendment significantly simplifies the Company's corporate governance and capital structure – in particular, by eliminating the "priority share" previously held by the Public Interest Foundation, as well as the related rights of that Foundation to appoint two members of the Company's Board of Directors”
How we checked this
Checked on October 11, 2026. The cited source supports every part of this claim.
The filing states the shareholder-approved amendment became effective at the first closing and eliminated both the Public Interest Foundation's priority share and its related right to appoint two Board members.
Confirmed in the source:
- An amendment to the Company's articles of association became effective at the first closing
- The amendment eliminates the priority share previously held by the Public Interest Foundation
- The amendment eliminates the Foundation's related rights to appoint two members of the Board of Directors
What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1513845/000151384524000014/yndx-20240517x6k.htm) in full (3,551 characters, retrieved August 31, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms Nebius 6-K filed 2024-05-17
Quote: “an amendment of the Company's articles of association that was approved by shareholders in March became effective at the first closing. This amendment significantly simplifies the Company's corporate governance and capital structure – in particular, by eliminating the "priority share" previously held by the Public Interest Foundation, as well as the related rights of that Foundation to appoint two members of the Company's Board of Directors”
confirms Nebius 20-F filed 2025-04-30
Quote: “The Company has three authorized classes of ordinary shares, Class A, Class B and Class C with € 0.01 , € 0.10 and € 0.09 par value, respectively.”
confirms nebius 8-K exhibit (tm2531034d1_ex99-2.htm)
Quote: “Balance as of December 31, 2024 — — 235,753,600 9.2 (1,968.1 ) 2,016.7 (22.1 ) 3,218.0 3,253.7”