The Dutch Nebius Group NV (Nebius brand), the former parent company of Yandex, notified participants of the incentive program from Russia of the need to sell options on Nebius shares before January 19, 2025. The sale requirement applies to persons associated with Russia (Russia Connected Person, RCP), writes Forbes.
Image source: Nebius Group
The rule will apply to option program participants accessing it through Computershare’s EquatePlus platform. According to the Nebius Group letter, a person associated with Russia is considered to be a program participant who permanently or temporarily resides in the country, including those who have a home address or place of work in the country, who are a tax resident of Russia, or who are simply located here.
Those who belong to the RCP are divided along one more criterion. For those whose shares were transferred to their account before December 16, 2022, there are no restrictions on storage and sale. And those who did not have company shares in their account by this date will not be able to keep them in this account.
“You can convert existing shares (transferred to the real owner from the nominee holder) – if there are any: you will see the option to exercise/sell the option. There will be no opportunity to exercise and hold the option, since it is prohibited to have shares in your account. The deadline for exercise and sale of the option is January 19, 2025,” – Nebius Group said in a letter.
It is noted that the sale can only be carried out if the seller has a bank account outside of Russia and Belarus, since Computershare cannot make payments to accounts in these countries.
Nebius was re-listed for trading on the NASDAQ exchange on October 21. The price of one Nebius share at the end of trading on December 6 was $36.77 per share, which is 8% lower than the weighted average exercise price of the remaining options held by Nebius employees in the amount of $40. After Nebius raised $700 million from a group of investors in early December, analysts expect the share price to rise to at least $50.
According to a Forbes source familiar with the situation, the deadline for selling options until January 19 is due to the requirements of the broker. At the time of the transaction to divide Yandex assets, its employees had 2,245,300 options to purchase shares, including 1,820,050 options subject to sale within 90 days from the date of resumption of stock trading.
On January 19, 90 days expire from the resumption of trading in Nebius shares. Such transactions will not be allowed after January 19 – Computershare and brokers cannot make transactions with Russian residents, the source noted, adding that this applies only to former employees.
“It is quite possible that this is a requirement of the Australian regulator. It doesn’t have to be associated with sanctions. I believe that this is due to the issue of shares, that there is a ban on issuing a share in favor of Russia Connected Person,” — admits CLS partner Pavel Karpunin.
According to Nebius, at the end of the third quarter, which ended September 30, 2024, the company’s employees had 800 thousand outstanding stock options.
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