SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
June 8, 2023
Schiphol Boulevard 165
1118 BG, Schiphol, the Netherlands.
Tel: +31 202 066 970
(Address, Including ZIP Code, and Telephone Number,
Including Area Code, of Registrant’s Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ⌧ Form 40-F ◻
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ◻
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ◻
Furnished as Exhibit 99.1 to this Report on Form 6-K is a press release of Yandex N.V. (the “Company”) dated June 8, 2023, announcing a favorable decision of the Nasdaq Listing Hearings Panel.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: June 8, 2023
/s/ Svetlana Demyashkevich
Chief Financial Officer
INDEX TO EXHIBITS
Press release of Yandex N.V. dated June 8, 2023, announcing a favorable decision of the Nasdaq Listing Hearings Panel.
Amsterdam, June 8, 2023 – As previously disclosed, on March 15, 2023, Yandex N.V. (“Yandex”) received a written notice (the “Notice”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Staff had determined that the Company’s Class A ordinary shares would be delisted from The Nasdaq Stock Market. On April 27, 2023, a hearing was held before the Nasdaq Hearings Panel in connection with Yandex’s appeal of the Staff’s determination.
On June 6, 2023, Yandex received notification of the Hearings Panel’s decision to grant the request of Yandex to continue its listing on Nasdaq, subject to certain conditions related to the timing and implementation of Yandex’s proposed corporate restructuring, including the divestment of ownership and control of a number of our core businesses, including all Russia-based businesses, by the end of 2023.
The trading halt on Nasdaq that was implemented on February 28, 2022, remains in effect. The trading of Yandex N.V.’s Class A shares on the Moscow Exchange is unaffected and continues as usual.
As announced on May 25, 2023, Yandex’s Board of Directors is progressing on its plans for the corporate restructuring, and have received proposals from a number of potential investors for the acquisition of an economic interest in our core businesses, including all Russia-based businesses.
The Company’s goal is to bring a restructuring proposal to shareholders for approval later this year. After the Company enters the binding agreement with respect to the divestment, it will publish a shareholder circular and the proposed restructuring will then be subject to shareholder approval (including separate approval of Class A shareholders).
Yandex (NASDAQ and MOEX: YNDX) is a technology company registered in the Netherlands that builds intelligent products and services powered by machine learning. Our goal is to help consumers and businesses better navigate the online and offline world. Since 1997, we have delivered world-class, locally relevant search and navigation products, while also expanding into e-commerce, online entertainment, cloud computing and other markets to assist millions of consumers in Russia and a number of international markets.
More information on Yandex can be found at https://ir.yandex/