Kyivstar Group Ltd 2026年年度报告和过渡报告

OR ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2025 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 Commission file number 001-42804 Kyivstar Group Ltd.______________________________________ (Exact name of registrant as specified in its charter) Not Applicable(Translation of Registrant's name into English) Bermuda(Jurisdiction of incorporation or organization) Unit 517, Level 5, Index Tower,Dubai International Financial Centre (DIFC), United Arab Emirates(Address of principal executive offices) Kaan Terzioğlu, Executive ChairmanUnit 517, Level 5, Index Tower, Dubai International Financial Centre (DIFC), the United Arab EmiratesTel: +(971) 52 138 1275(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered pursuant to Section 12(b) of the Act: Securities registered or to be registered pursuant to Section 12(g) of the Act. Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None (Title of class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the periodcovered by the annual report: 230,863,624 Common Shares, nominal value of $0.01 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesNo If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934.YesNo Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerginggrowth company. See definition of "large accelerated filer," "accelerated filer," and "emerging growth company" in Rule 12b-2 of theExchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: International Financial Reporting Standards as issued by theInternational Accounting Standards Board If "Other" has been checked in response to the previous question, indicate by check mark which financial statement item the registranthas elected to follow.Item 17Item 18 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesNo Part I8Item 1. Identity of Directors, Senior Management and Advisers8Item 2. Offer Statistics and Expected Timetable8Item 3. Key Information8A. [Reserved]8B. Capitalization and Indebtedness8C. Reasons for the Offer and Use of Proceeds8D. Risk Factors8Item 4. Information on the Company48A. History and Development of the Company49Overview50Strategy51B. Business Overview53Telecommunications Services53Digital Services54C. Subsidiaries and Organizational structure64D. Property, Plants and Equipment65Item 4A. Unresolved Staff Comments66Item 5. Operating and Financial Review and Prospects67A. Operating Results68Key Developments for the year ended Dec