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Ambev S.A. approved a share buyback program to repurchase up to 208,000,000 common shares, mainly for cancellation, effective until April 29, 2027.
The company reported 4,253,039,958 outstanding shares and 169,205,404 shares in treasury at approval. Purchases will be recorded as a debit to the capital reserve on the balance sheet dated as of September 30, 2025. If the full amount is repurchased, the total payment would be approximately R$ 2,500,000,000.00, based on the closing share price on October 29, 2024, which the board noted equals about 15% of the company’s cash, and stated this would not affect obligations to creditors or mandatory dividends.
Transactions will be executed on the Brazilian stock exchange via Santander Corretora, Ágora Corretora, and Goldman Sachs do Brasil.
Ambev S.A. (ABEV) furnished a Form 6-K detailing an updated Manual on Disclosure and Securities Trading Policy. The Manual aligns with CVM Ruling No. 44/21 and consolidates rules for handling material information, public disclosure, and trading by insiders and related parties.
Key provisions include centralized oversight by the Investor Relations Officer, who is responsible for communicating and disclosing any Material Act or Fact through designated channels, including Valor Econômico’s portal, the company’s IR website, and CVM systems. The policy prohibits trading before disclosure of material information and imposes a 15-day blackout before publishing quarterly (ITR) and annual (DFP) financial information. It also outlines exceptions, such as transactions under approved stock plans and properly structured Individual Investment Plans with predefined rules and a minimum three-month effectiveness period.
The Manual mandates Adhesion Forms for Bound Persons and prescribes notification and reporting procedures, including ownership change disclosures when crossing 5%, 10%, 15% thresholds and successive levels. Amendments were approved by the Board on October 29, 2025.
Ambev S.A. approved a share buyback program authorizing the repurchase of up to 208,000,000 common shares. The primary purpose is cancellation; shares not canceled may be held in treasury, transferred, or used to satisfy share-based compensation plans. The program remains in effect until April 29, 2027.
The company reported 4,253,039,958 outstanding shares as defined by CVM Resolution 77/2022. Repurchases will be recorded as a debit to the capital reserve on the balance sheet dated as of September 30, 2025. Transactions may be executed through Santander Corretora, Ágora Corretora, and Goldman Sachs do Brasil. Additional details are available on the CVM, B3, and Ambev investor relations websites.
Ambev S.A. reported 3Q25 results with softer volumes but stronger pricing and margins. Total volume fell 5.8% (organic) as Brazil (-7.9%), Canada (-2.0%), and LAS (-0.8%) were partly offset by CAC (+1.3%). Net revenue rose 1.2% (organic) on NR/hl up 7.4%. Normalized EBITDA reached R$ 7,059.1 million (-0.1% as reported; +2.9% organic), and the EBITDA margin expanded to 33.9% (+50 bps organic). Normalized profit was R$ 3,843.1 million, up 7.4%.
By region, net revenue grew in LAS (+9.2% organic), CAC (+2.2%), and Brazil NAB (+0.5%), and declined in Canada (-0.1%) and Brazil Beer (-2.1%) on weaker volumes. Gross margin improved 10 bps (organic) to 51.5% with disciplined cost and expense management. Cash flow from operating activities was R$ 6,919.0 million, down 14.7% versus 3Q24 mainly on higher cash taxes.
The Board approved a share buyback of up to 208,000,000 common shares (approximately R$ 2.5 billion based on the October 29, 2025 close), primarily for cancellation, with the program effective until April 29, 2027.
Ambev S.A. reported stronger 9M 2025 results. Net sales reached R$63.43 billion, up modestly year over year, while net income rose to R$11.46 billion as operating profit improved and the effective tax rate eased. Basic EPS was R$0.7141. Q3 showed softer top-line trends, with net sales of R$20.85 billion and net income of R$4.86 billion.
Results include an exceptional gain of R$884 million from the partial disposal and deconsolidation of SLU Beverages, recorded within non-recurring items. Operating cash flow was R$11.20 billion; after investing outflows and significant shareholder distributions, cash and cash equivalents were R$18.31 billion at period end. The company paid three dividends in 2025 totaling R$5.999 billion, including R$0.1283 per share approved on July 30 and paid on October 6. Currency translation effects drove a comprehensive loss despite positive net income.
Ambev S.A. filed an update on share and derivative positions held by its board, management, and fiscal council for the period from September 1 to 30, 2025, under Brazilian Instruction 358.
The board of directors group held 12,107,569 common shares and 468,040 ADRs, with no transactions during the month and the same final balances. The fiscal council held 2,500 common shares, also unchanged over the period.
Within the management group, the initial balance was 3,754,620 common shares and 19,790 ADRs. During September, there was a sale of 5,000 common shares through Corretora Itaú at R$ 12.50 per share, totaling R$ 62,500. There was also an “Election” entry of 33,436 common shares at zero price. The management group closed the month with 3,783,056 common shares and 19,790 ADRs.
Ambev S.A. filed a report detailing its own transactions in company securities for September 2025 under Brazilian CVM Instruction 358. The company used treasury shares to fulfill a delivery of restricted shares, moving 146,923 common shares out of treasury at a reference price of R$ 12,30 per share, for a stated volume of R$ 1,807,152.90. As a result, Ambev’s treasury position in common shares changed from 169,352,327 at the beginning of the month to 169,205,404 at month-end, with no ADRs held in treasury.
Ambev reported an individual disclosure under Article 11 of CVM Instruction No. 358/2002 showing a single securities movement in July 2025. The company delivered 52,524 restricted common shares from treasury at a price of R$13.38 per share, producing a reported cash volume of R$702,771.12.
The filing shows the treasury (outstanding shares in treasury) fell from 169,428,968 to 169,376,444. No ADR holdings are reported. The report is signed by the company’s Chief Financial and Investor Relations Officer.
Ambev S.A. disclosed consolidated related‑party transactions covering July 1–31, 2025 under Article 11 of CVM Instruction 358/2002. The Board of Directors and Fiscal Council reported no changes: the Board holds 12,107,569 common shares and 468,040 ADRs, and the Fiscal Council holds 2,500 common shares.
Management began the period with 4,314,194 common shares and 19,790 ADRs. On day 8 management sold 98,200 shares at R$13.38 (R$1,313,916.00) and 63 shares at R$13.39 (R$843.57), leaving a final management position of 4,215,931 common shares and 19,790 ADRs. Each ADR is reported as equivalent to one share.