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Insiders at Ambev (ABEV) log December 2025 restricted shares and sales

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K/A

Rhea-AI Filing Summary

Ambev S.A. filed a 6-K/A detailing transactions in its own securities by board members, management, and fiscal council for the period from December 1 to 31, 2025, under Brazilian Instruction 358/2002.

For the board of directors group, common share holdings increased from 12,107,569 to 30,400,903 shares, with 468,040 ADRs unchanged, mainly through deliveries of restricted shares and an ownership transfer of 18,000,000 common shares. For management, common share holdings rose from 3,783,056 to 5,822,022 shares, with 19,790 ADRs unchanged, reflecting multiple deliveries of restricted shares directly by the company and several market sales executed via brokers BTG, Itaú, and XP, as well as a securities lending transaction in which management was the lender.

The fiscal council group reported no transactions during the month and maintained a balance of 2,500 common shares.

Positive

  • None.

Negative

  • None.

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 6-K/A

 

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the

Securities Exchange Act of 1934

 

For the month of February, 2026

Commission File Number 1565025

 


 

AMBEV S.A.

(Exact name of registrant as specified in its charter)

 

AMBEV S.A.

(Translation of Registrant's name into English)

 

Rua Dr. Renato Paes de Barros, 1017 - 3rd Floor
04530-000 São Paulo, SP
Federative Republic of Brazil

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 


Form 20-F ___X___ Form 40-F _______

 Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.  

Yes _______ No ___X____

 
 

CONSOLIDATED FORM

Management and Related Persons’ Transactions of Securities Issued by the Company

Article 11 - CVM Instruction # 358/2002

 

From December 1st to 31st, 2025 the only transactions with securities and derivatives were those presented below, in compliance with Article 11 - CVM Instruction # 358/2002(1):

 

Company Name: Ambev S.A.  
Group and Related Persons

( X )

Board of Directors

( )

Management

( )

Fiscal Council

( )

Technical and Consulting Committees

 
Initial Balance  
Securities / Derivatives Securities Characteristics (2) Quantity  
 
Shares Common 12,107,569  
ADR Common 468,040  
Transactions in the month  
Securities / Derivatives Securities Characteristics (2) Intermediary Operation Day Quantity Price Volume (R$) (3)  
Shares Common Direct with Company Delivery of restricted shares 1 253,104 13.86 3,508,021.44  
Shares Common N/A Ownership Transfer 16 18,000,000 1.77 31,941,900.00  
Shares Common Direct with Company Delivery of restricted shares 1 20,115 13.86 278,793.90  
Shares Common Direct with Company Delivery of restricted shares 1 20,115 13.86 278,793.90  
                 
                 
                 
Final Balance  
Securities / Derivatives Securities Characteristics (2) Quantity  
 
Shares Common 30,400,903  
ADR Common 468,040  
                         

 

(1) When filling in the form, delete the lines that do not have any information. If there is no acquisition/change in the position of any person in relation to Article 11 - CVM Instruction # 358/2002, send a statement with that information.

 

(2) Issue/Series, convertibility, simple, term, guaranties, type/class, among others.

 

(3) Quantity multiplied by price.

 

Note: These consolidated data must have information by group: Directors, Management (which have not been included in the Board of Directors), etc.

 

Each ADR is equivalent to 1 (one) share.

 

 

 
 

CONSOLIDATED FORM

Management and Related Persons’ Transactions of Securities Issued by the Company

Article 11 - CVM Instruction # 358/2002

December 1st to 31st, 2025 the only transactions with securities and derivatives were those presented below, in compliance with Article 11 - CVM Instruction # 358/2002(1):

 

Company Name: Ambev S.A.  
Group and Related Persons

( )

Board of Directors

( X )

Management

( )

Fiscal Council

( )

Technical and Consulting Committees

 
Initial Balance  
Securities / Derivatives Securities Characteristics (2) Quantity  
 
Shares Common 3,783,056  
ADR Common 19,790  
Transactions in the month  
Securities / Derivatives Securities Characteristics (2) Intermediary Operation Day Quantity Price Volume (R$) (3)  
Shares Common Direct with Company Delivery of restricted shares 01 261,050 13.86 3,618,153.00  
Shares Common Corretora BTG Sell 12 200 13.84 2,768.00  
Shares Common Corretora BTG Sell 12 100 13.86 1,386.00  
Shares Common Corretora BTG Sell 12 15,000 13.90 208,500.00  
Shares Common Corretora BTG Sell 12 200 13.91 2,782.00  
Shares Common Corretora BTG Sell 12 600 13.92 8,352.00  
Shares Common Corretora BTG Sell 12 900 13.93 12,537.00  
Shares Common Corretora BTG Sell 12 400 13.94 5,576.00  
Shares Common Corretora BTG Sell 12 800 13.95 11,160.00  
Shares Common Corretora BTG Sell 12 400 13.96 5,584.00  
Shares Common Corretora BTG Sell 12 200 13.97 2,794.00  
Shares Common Corretora BTG Sell 12 200 13.98 2,796.00  
Shares Common Corretora BTG Sell 15 50 14.08 704.00  
Shares Common Corretora BTG Sell 15 71,000 14.09 1,000,390.00  
Shares Common Corretora BTG Sell 22 84,700 13.04 1,104,488.00  
Shares Common Corretora BTG Sell 22 86,300 13.05 1,126,215.00  
Shares Common Direct with Company Delivery of restricted shares 01 301,221 13.86 4,174,923.06  
Shares Common Corretora Itaú Sell 11 71,320 13.77 982,076.40  
Shares Common Corretora Itaú Sell 11 163,500 13.78 2,253,030.00  
Shares Common Corretora Itaú Sell 11 66,400 13.79 915,656.00  
Shares Common Direct with Company Delivery of restricted shares 01 170,529 13.86 2,363,531.94  
Shares Common Direct with Company Delivery of restricted shares 14 153,288 14.02 2,149,097.76  
Shares Common Direct with Company Delivery of restricted shares 01 146,920 13.86 2,036,311.20  
Shares Common Direct with Company Delivery of restricted shares 14 613,155 14.02 8,596,433.10  
Shares Common Corretora XP Sell 15 146,500 14.15 2,072,975.00  
Shares Common Direct with Company Delivery of restricted shares 01 141,004 13.86 1,954,315.44  
                           
 
 

 

Shares Common Direct with Company Delivery of restricted shares 01 141,982 13.86 1,967,870.52  
Shares Common Direct with Company Delivery of restricted shares 14 613,155 14.02 8,596,433.10  
Shares Common Corretora XP Sell 16 10,100 14.15 142,915.00  
Shares Common Corretora XP Sell 16 900 14.16 12,744.00  
Shares Common Direct with Company Delivery of restricted shares 01 97,347 13.86 1,349,229.42  
Shares Common Corretora Itaú Sell 11 20,240 13.78 278,907.20  
Shares Common Corretora Itaú Sell 11 77,100 13.79 1,063,209.00  
Shares Common Direct with Company Delivery of restricted shares 01 241,413 13.86 3,345,984.18  
Shares Common Direct with Company Delivery of restricted shares 01 100,122 13.86 1,386,166.32  
Shares Common Corretora BTG Sell 10 100,000 13.49 1,349,000.00  
Shares Common Direct with Company Delivery of restricted shares 01 105,924 13.86 1,468,106.64  
Shares Common Corretora Itaú Sell 18 25,000 13.96 349,000.00  
Shares Common XP Investimentos CCTM S/A Execution of a Securities Lending Transaction (Lender) 23 105,924 13.12 1,389,722.88  
Final Balance  
Securities / Derivatives Securities Characteristics (2) Quantity  
 
Shares Common 5,822,022  
ADR Common 19,790  
                     

 

(1) When filling in the form, delete the lines that do not have any information. If there is no acquisition/change in the position of any person in relation to Article 11 - CVM Instruction # 358/2002, send a statement with that information.

 

(2) Issue/Series, convertibility, simple, term, guaranties, type/class, among others.

 

(3) Quantity multiplied by price.

 

Note: These consolidated data must have information by group: Directors, Management (which have not been included in the Board of Directors), etc.

 

Each ADR is equivalent to 1 (one) share.

 
 

CONSOLIDATED FORM

Management and Related Persons’ Transactions of Securities Issued by the Company

Article 11 - CVM Instruction # 358/2002

 

 

December 1st to 31st, 2025 the only transactions with securities and derivatives were those presented below, in compliance with Article 11 - CVM Instruction # 358/2002(1):

 

Company Name: Ambev S.A.  
Group and Related Persons

( )

Board of Directors

( )

Management

( X )

Fiscal Council

( )

Technical and Consulting Committees

 
Initial Balance  
Securities / Derivatives Securities Characteristics (2) Quantity  
 
Shares Common 2,500  
Transactions in the month  
Securities / Derivatives Securities Characteristics (2) Intermediary Operation Day Quantity Price Volume (R$) (3)  
                 
                 
Final Balance  
Securities / Derivatives Securities Characteristics (2) Quantity  
 
Shares Common 2,500  
                           

 

 

(1)When filling in the form, delete the lines that do not have any information. If there is no acquisition/change in the position of any person in relation to Article 11 - CVM Instruction # 358/2002, send a statement with that information.

 

(2)Issue/Series, convertibility, simple, term, guaranties, type/class, among others.

 

(3) Quantity multiplied by price.

 

 

Note: These consolidated data must have information by group: Directors, Management (which have not been included in the Board of Directors), etc.

 

 

 

 

 

 

 

 
 

SIGNATURE



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: February 11, 2026

     
  AMBEV S.A.
     
  By:  /s/ Guilherme Fleury de Figueiredo Ferraz Parolari
 

Guilherme Fleury de Figueiredo Ferraz Parolari

Chief Financial and Investor Relations Officer


FAQ

What insider share transactions did Ambev (ABEV) report for December 2025?

Ambev reported deliveries of restricted shares, ownership transfers, market sales through several brokers, and a securities lending transaction for December 1–31, 2025, involving its board and management, while the fiscal council reported no trades and kept its initial share position unchanged.

How did Ambev (ABEV) board of directors’ shareholdings change in December 2025?

The board of directors group’s common share holdings increased from 12,107,569 to 30,400,903 shares in December 2025, with 468,040 ADRs unchanged, driven by deliveries of restricted shares directly from the company and an 18,000,000-share ownership transfer recorded at a price of R$1.77 per share.

What management share transactions did Ambev (ABEV) disclose in this 6-K/A?

Ambev’s management group received multiple deliveries of restricted common shares from the company and executed numerous market sales through brokers BTG, Itaú, and XP in December 2025, plus a securities lending transaction as lender, changing their common share balance while ADR holdings remained constant.

What were Ambev (ABEV) management’s beginning and ending share balances for December 2025?

Management started December 2025 with 3,783,056 common shares and 19,790 ADRs and ended with 5,822,022 common shares and the same 19,790 ADRs, reflecting net increases from restricted share deliveries offset by several sales and a securities lending transaction during the month.

Did Ambev (ABEV) fiscal council members trade company shares in December 2025?

No, the fiscal council group showed no transactions in Ambev securities from December 1 to 31, 2025. Their reported position remained at 2,500 common shares throughout the period, with no recorded purchases, sales, or other operations affecting this balance.

Which intermediaries handled Ambev (ABEV) insider market trades in December 2025?

The disclosed insider market trades in December 2025 were executed mainly through Corretora BTG, Corretora Itaú, and Corretora XP. These brokers handled various common share sales at prices generally between R$13.04 and R$14.15 per share for Ambev management.
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