Afya (AFYA) CEO details shares, options and RSUs in initial Form 3

Rhea-AI Filing Summary

Afya Ltd Chief Executive Officer Gibbon Virgilio Deloy Capobianco filed an initial Form 3 detailing his holdings in the company. He reports 158,448 Class A common shares held directly and 200,000 Class A common shares held indirectly through GIBBOAT OVERSEAS LTD, which he solely owns and controls.

The filing also lists multiple stock options to acquire Class A common shares at exercise prices of 62.5900 and 52.0000, denominated in Brazilian Reais, with expirations between May 2029 and May 2033 and vesting beginning three years before each expiration date. In addition, he holds restricted stock units covering 90,000 shares that vest in installments of 9,000, 18,000, 27,000 and 36,000 shares on May 1 of 2026, 2027, 2028 and 2029, plus separate RSU awards for 18,000 and 32,000 shares that vest on May 1, 2026.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Gibbon Virgilio Deloy Capobianco

(Last) (First) (Middle)

C/O AFYA LIMITED

RUA PARAIBA NO.330 17TH FL, FUNCIONARIOS

(Street)

BELO HORIZONTE MINAS GERAIS 30130-917

(City) (State) (Zip)

BRAZIL

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Afya Ltd [ AFYA ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Share	158,448	D
Class A Common Share	200,000	I	By GIBBOAT OVERSEAS LTD(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	05/01/2026(2)	05/01/2029	Class A Common Share	36,000	$62.59(3)	D
Stock Option (Right to Buy)	05/01/2027(2)	05/01/2030	Class A Common Share	36,000	$62.59(3)	D
Stock Option (Right to Buy)	05/01/2028(2)	05/01/2031	Class A Common Share	36,000	$62.59(3)	D
Stock Option (Right to Buy)	05/01/2029(2)	05/01/2032	Class A Common Share	36,000	$62.59(3)	D
Stock Option (Right to Buy)	05/01/2030(2)	05/01/2033	Class A Common Share	36,000	$62.59(3)	D
Stock Option (Right to Buy)	05/01/2026(2)	05/01/2029	Class A Common Share	50,000	$52(3)	D
Stock Option (Right to Buy)	05/01/2027(2)	05/01/2030	Class A Common Share	50,000	$52(3)	D
Restricted Stock Unit	(4)	(4)	Class A Common Share	90,000	(4)	D
Restricted Stock Unit	(5)	(5)	Class A Common Share	18,000	(5)	D
Restricted Stock Unit	(6)	(6)	Class A Common Share	32,000	(6)	D

Explanation of Responses:

1. GIBBOAT OVERSEAS LTD is solely owned and controlled by the Reporting Person.

2. The options fully vest and become exercisable three years prior to the expiration date, subject to the Reporting Person's continued service through the applicable vesting dates.

3. The exercise price is denominated in Brazilian Reais.

4. Represents Class A Common Shares subject to restricted stock units ("RSUs"). The RSUs have no expiration date and will vest as to 9,000, 18,000, 27,000 and 36,000 shares on the first day of May in 2026, 2027, 2028 and 2029, respectively, subject to the Reporting Person's continued service through the applicable vesting dates.

5. The RSUs have no expiration date and will vest on May 1, 2026, subject to the Reporting Person's continued service through the vesting date.

6. The RSUs have no expiration date and will vest on May 1, 2026, subject to the Reporting Person's continued service through the vesting date.

	/s/ Virgilio Deloy Capobianco Gibbon	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does Afya (AFYA) CEO report in this Form 3 filing?

The CEO reports his initial beneficial ownership in Afya. He holds 158,448 Class A common shares directly, 200,000 shares indirectly through GIBBOAT OVERSEAS LTD, plus multiple stock options and restricted stock units that can convert into additional Class A common shares over time.

How many Afya (AFYA) shares does the CEO hold directly and indirectly?

He holds 158,448 Class A common shares directly and 200,000 Class A common shares indirectly. The indirect stake is held through GIBBOAT OVERSEAS LTD, which the reporting person solely owns and controls, giving him beneficial ownership of those additional Class A shares.

What stock options for Afya (AFYA) shares does the CEO report?

He reports several stock option awards to buy Class A common shares. These include options with exercise prices of 62.5900 and 52.0000, denominated in Brazilian Reais, expiring between May 2029 and May 2033, which fully vest and become exercisable three years before their respective expiration dates.

What restricted stock units (RSUs) in Afya (AFYA) does the CEO hold?

He holds RSUs covering 90,000 Class A common shares, vesting as 9,000, 18,000, 27,000 and 36,000 shares on May 1 of 2026, 2027, 2028 and 2029. Additional RSU awards for 18,000 and 32,000 shares each vest on May 1, 2026, subject to continued service.

How is GIBBOAT OVERSEAS LTD related to the Afya (AFYA) CEO’s holdings?

GIBBOAT OVERSEAS LTD holds 200,000 Afya Class A common shares indirectly attributed to the CEO. A footnote explains that GIBBOAT OVERSEAS LTD is solely owned and controlled by the reporting person, so those shares are reported as part of his beneficial ownership position.

Do the Afya (AFYA) options and RSUs reported have special vesting conditions?

Yes, the options fully vest and become exercisable three years before their expiration dates, conditioned on continued service. The RSUs vest on specific May 1 dates from 2026 through 2029, also subject to the CEO’s continued service through the applicable vesting dates.