Business Context and Reporting Period
This Form 6-K filing by Nebius Group N.V. (Nasdaq: NBIS) is dated February 12, 2026. The report discloses a material change in the Company's independent registered public accounting firm. The Board of Directors has resolved to recommend the appointment of Deloitte & Touche LLP as the new auditor for the fiscal year ending December 31, 2026, subject to shareholder approval at the 2026 Annual General Meeting.
Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. This document is a disclosure regarding auditor changes and does not contain financial statement data.
Material Changes Versus Prior Period
- Dismissal of Auditor: Reanda Audit & Assurance B.V. ("Reanda") has been dismissed and terminated as the independent registered public accounting firm. This termination is effective following the completion of Reanda's audit for the fiscal year ended December 31, 2025, and the review of the first quarter ending March 31, 2026.
- Appointment of New Auditor: Deloitte & Touche LLP ("Deloitte") is recommended to replace Reanda for the fiscal year ending December 31, 2026.
- Historical Audit Opinions: Reanda's report for the fiscal year ended December 31, 2024, contained no adverse opinion or disclaimer. However, Reanda's report dated April 30, 2025, expressed an adverse opinion on the Company's internal control over financial reporting as of December 31, 2024.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future business performance. The primary risk disclosed relates to the change in auditors and the historical adverse opinion on internal controls. The Company confirmed there were no disagreements with Reanda regarding accounting principles, financial statement disclosure, or auditing scope during the fiscal years ended December 31, 2025 and 2024, nor through the date of the filing. No reportable events under Item 16F of Form 20-F occurred during the specified periods.
Key Facts for Investor Verification
- Verify the status of the shareholder vote at the 2026 Annual General Meeting to confirm the appointment of Deloitte.
- Review the Company's subsequent filings to determine if the adverse opinion on internal controls (as of Dec 31, 2024) has been remediated.
- Confirm the completion of Deloitte's standard client acceptance procedures.
- Examine the letter from Reanda Audit & Assurance B.V. filed as Exhibit 99.1 to ensure no undisclosed disagreements exist.