Analysis · Filings

Goldman Sachs' 7.2% Nebius stake - and the 10.5% amendment filed 62 minutes later

8 August 2026 · 8 min read

The short version: on the evening of 7 August 2026, The Goldman Sachs Group filed a Schedule 13G disclosing a 7.2% passive position in Nebius Group (NBIS). Sixty-two minutes later it filed an amendment to that same document putting the position at 10.5%. The coverage so far has reported the first number. The second one is the current number, and it is the larger story.

The second half of this piece is the part that matters more than either figure: a bank's 13G is not a bank's opinion. Goldman's own exhibit disclaims beneficial ownership of most of what the filing counts, and the reported sole voting power on all 23 million shares is zero.

What was actually filed

Two documents, both from CIK 0000886982 (The Goldman Sachs Group, Inc.) jointly with Goldman Sachs & Co. LLC, both covering Class A Ordinary Shares, CUSIP N97284108.

Filing	Accepted (ET)	As of	Shares	% of class
Schedule 13G	7 Aug, 5:47pm	30 June 2026	15,896,355.61	7.2%
Schedule 13G/A no. 1	7 Aug, 6:49pm	31 July 2026	23,111,112.59	10.5%

The amendment names the original as the document it amends, so there is no ambiguity about which supersedes which. Between the two reporting dates the position grew by 7,214,756.98 shares, or 45.4%.

The fractional share counts are as filed. Both filings report sole voting power of zero and sole dispositive power of zero; everything is reported as shared.

Why two filings in one hour

This looks like a correction. It is not. It is two different deadlines landing in the same week, and the mechanics are worth knowing because they will produce the same pattern again.

Goldman filed under Rule 13d-1(b), the route for qualified institutional investors - broker-dealers, registered investment advisers, banks - holding in the ordinary course of business. Under the beneficial ownership rules that took effect on 30 September 2024, that filer has two separate obligations:

The initial 13G is due 45 days after the end of the calendar quarter in which ownership exceeded 5% at quarter-end. Q2 ended Tuesday 30 June, so the deadline was Friday 14 August. Hence a filing dated as of 30 June.
An accelerated amendment is due within five business days after the end of any month in which ownership first exceeds 10%. Goldman crossed 10% during July. Friday 31 July plus five business days - 3, 4, 5, 6, 7 August - gives a deadline of Friday 7 August.

Both deadlines fell in the same week, and the later one fell first. So the quarterly filing and the month-end amendment were submitted an hour apart, in that order, on the last day the amendment could be made. Nothing was corrected; the older snapshot was simply filed alongside the newer one.

If you read the headline number from a 13G without checking the "as of" date, you are reading a photograph, not a position. In this case the photograph was five weeks old before it was published.

The number nobody has pointed at

Put the two reporting dates against what the stock did in between, and something worth noticing falls out. Nebius closed at $276.17 on 30 June and $190.41 on 31 July - down 31.1%.

As of	Shares	NBIS close	Value of position
30 June 2026	15,896,356	$276.17	$4.390bn
31 July 2026	23,111,113	$190.41	$4.401bn

The share count rose 45.4%. The share price fell 31.1%. The dollar value of the position moved by 0.24%. That arithmetic is ours, applied to the filed share counts and the closing prices on the two reporting dates.

We are not going to tell you what that proves, because it does not prove anything on its own. But a position whose dollar size is pinned while its share count swings by nearly half is more consistent with mechanical exposure - market-making inventory, hedges against client positions, index and fund tracking - than with a desk deciding it liked Nebius 45% more in July. A conviction buyer adds dollars. This added shares and kept dollars flat.

What "passive" means here, and what it does not

Both Goldman filings certify, in the standard Item 10 language, that the shares "were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer."

Three things in the filing constrain how much you can read into the headline percentage, and all three are in Goldman's own exhibits:

It is not all of Goldman. Exhibit 99.3 states the filing reflects only securities held by certain operating units - the "Goldman Sachs Reporting Units" - and expressly does not reflect holdings of units whose ownership is disaggregated under SEC Release 34-39538.
Goldman disclaims most of it. The same exhibit disclaims beneficial ownership of securities owned by client accounts over which it has voting or investment discretion, and by investment entities it manages where outside investors hold the interests. In plain terms: a large share of the 23 million is somebody else's money that Goldman happens to have discretion over.
Zero sole voting power. Not a rounding artefact - the filing reports 0.00 in both the sole voting and sole dispositive rows, twice, on both documents.

The reporting person types on the cover page say the same thing: HC (holding company), BD (broker-dealer), IA (investment adviser). This is a census of inventory across a bank, not a house view on the neocloud sector.

Is it bigger than Nvidia's stake? Yes and no

Nvidia filed its own Schedule 13G on Nebius on 20 July 2026: 22,256,412 Class A Ordinary Shares, 9.3%, as of 13 July. On the face of it Goldman's 10.5% now outranks it.

Compare the share counts, not the percentages. The two filings imply different denominators - Goldman's figures imply roughly 220 million Class A shares, Nvidia's imply roughly 239 million - so the percentages are not measured against the same base. The share counts are, because both filings report the same class. On that basis Goldman's 23,111,113 exceeds Nvidia's 22,256,412 by 854,701 shares, though the two are reported as of different dates eighteen days apart.

The more useful difference is the rule each filed under. Nvidia used Rule 13d-1(c), the passive-investor exemption for holders below 20% with no control intent. Goldman used 13d-1(b), the qualified-institution route. Both are labelled "passive" in headlines; they describe completely different things. Nvidia's is a strategic equity position in a customer, of the kind it also holds in CoreWeave and IREN - the circular-financing question we went through in what neoclouds actually are. Goldman's is a bank counting its own book.

The advisory relationship, stated accurately

Goldman has a commercial history with Nebius, and it is being slightly overstated in the coverage.

What is documented: on 2 October 2024, Nebius announced it had "appointed Goldman Sachs as exclusive financial advisor to review certain strategic options" - this while the company was emerging from the sale of Yandex's Russian operations and preparing to resume Nasdaq trading.

What is not quite right: several write-ups say Goldman structured the $775 million secured debt facility Nebius closed on 17 July 2026. Nebius's own release names MUFG as Structuring Agent, Sole Bookrunner and Underwriter, with ABN AMRO, Bank of America, Deutsche Bank and HSBC as Mandated Lead Arrangers and Citi, Crédit Agricole CIB, ING and Morgan Stanley as Senior Lead Arrangers. Goldman participated in the syndicate. Participating in a syndicate and structuring a facility are different jobs, and the primary document distinguishes them.

Is there a conflict worth naming? An advisory relationship on one side of the house and a 10.5% reported position on the other is the kind of thing that deserves to be said out loud. But the disaggregation language above exists precisely because these units are walled from each other, and nothing in these filings evidences a breach of that. Note it; do not inflate it.

What this means for the stock

Probably less than the headline suggests, for a reason that has nothing to do with Goldman. A 13G is a rear-view document. The 7.2% figure describes 30 June. The 10.5% figure describes 31 July. Both were published on 7 August. Whatever Goldman's book looks like today is not in either document, and the next scheduled update is not due until the quarter closes.

For context, Nebius closed at $187.97 on 7 August, down 1.0% on the day and 1.3% over five sessions, and 37.3% below its 52-week high of $299.86 - against a 52-week low of $62.01. At that price the reported 23,111,113 shares are worth about $4.34 billion. The live price and market sentiment score update through the day, and NBIS against CoreWeave is the cleanest read on whether this is a Nebius move or a neocloud move. If you want to know how much of the score is momentum versus attention, the formula is published in full.

How to check this yourself

Every figure above comes from EDGAR and can be pulled in about two minutes. Go to the SEC's filing history for Nebius Group N.V. (CIK 0001513845), filter to Schedule 13G, and open the two documents dated 7 August 2026. Read the cover page rows - item 5 through item 11 - rather than a summary of them, and always check the event date at the top before quoting a percentage.

That advice generalises. We made the same point about reading the Trump disclosure filings: the format determines what the document can and cannot tell you, and most misreporting comes from treating a snapshot as a position or a disclaimer as a technicality. Both filings here are short. Prefer them to any account of them, this one included.

Frequently asked questions

How big is Goldman Sachs' stake in Nebius?

The current disclosure is 23,111,112.59 Class A Ordinary Shares, or 10.5% of the class, as of 31 July 2026, filed in a Schedule 13G/A on 7 August 2026. An earlier Schedule 13G filed 62 minutes before it reported 15,896,355.61 shares, or 7.2%, as of 30 June 2026. The 7.2% figure is the older snapshot and has been superseded.

Why did Goldman Sachs file two Schedule 13Gs on the same day?

Two separate deadlines fell in the same week. As a qualified institutional investor, Goldman owed an initial 13G within 45 days of the quarter in which it passed 5% (30 June, due 14 August), and a separate accelerated amendment within five business days of the month-end in which it first exceeded 10% (31 July, due 7 August). Nothing was corrected - the older quarterly snapshot was filed alongside the newer month-end one.

Does a passive 13G stake mean Goldman Sachs is bullish on Nebius?

No. The filing certifies the shares are held in the ordinary course of business with no intent to influence control, and Goldman's own Exhibit 99.3 disclaims beneficial ownership of securities held in client accounts and managed investment entities. Sole voting power is reported as zero. A bank's 13G aggregates market-making, financing and asset-management inventory across operating units; it is not a house investment view.

Is Goldman's Nebius stake larger than Nvidia's?

On share count, yes: 23,111,113 as of 31 July versus Nvidia's 22,256,412 as of 13 July, both in Class A Ordinary Shares. The percentages are not directly comparable, because Goldman's imply roughly 220 million shares of the class while Nvidia's imply roughly 239 million. The positions also mean different things - Nvidia's is a strategic stake in a customer, Goldman's is aggregated institutional inventory.

What is the difference between Rule 13d-1(b) and Rule 13d-1(c)?

Rule 13d-1(b) is the route for qualified institutional investors - broker-dealers, registered investment advisers and banks - reporting shares held in the ordinary course of business. Rule 13d-1(c) is the passive-investor exemption for holders of less than 20% with no control intent. Goldman filed under 13d-1(b); Nvidia filed under 13d-1(c). Both are described as passive, but they carry different filing deadlines and describe different kinds of ownership.

When will the next update to Goldman's Nebius position be filed?

Under the current rules a qualified institutional investor amends within 45 days of the end of a quarter in which the reported information materially changed, or within five business days of a month-end in which its position moves up or down by more than 5% of the class. Neither is a live feed, so the filed figure will always describe a date already past.