Afya VP exercises RSUs, withholds shares for taxes

Afya Ltd Vice President Erico Coelho Ribeiro exercised 10,200 restricted stock units into Class A common shares on May 7, 2026, then had 2,805 of those shares withheld at $14.41 per share to cover taxes.

Rhea-AI Filing Summary

Afya Ltd Vice President Erico Coelho Ribeiro exercised 10,200 restricted stock units into Class A common shares on May 7, 2026, then had 2,805 of those shares withheld at $14.41 per share to cover taxes. He now directly holds 32,725 Class A Common Shares. Footnotes state these RSUs convert one-for-one, vested as to 10,200 shares on May 5, 2026, with remaining RSUs scheduled to vest on May 1, 2027, subject to continued service.

Insider Trade Summary

10,200 shares exercised/converted

Exercise 3 txns

Insider Coelho Ribeiro Erico

Role Vice President

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	10,200	$0.00	$0.00
Exercise	Class A Common Share	10,200	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Share	2,805	$14.41	$40K

Holdings After Transaction: Restricted Stock Unit — 13,600 contracts (Direct); Class A Common Share — 32,725 shares (Direct)

Footnotes (2)

1. F1. Restricted stock units (the "RSUs") convert into common shares on a one-for-one basis.
2. F2. The RSUs have no expiration date and vested as to 10,200 shares on May 5, 2026. The remaining RSUs will vest on May 1, 2027, subject to the Reporting Person's continued service through the applicable vesting date.

Key Figures

RSUs exercised: 10,200 shares Tax-withheld shares: 2,805 shares Tax withholding price: $14.41 per share +3 more

6 metrics

RSUs exercised 10,200 shares Restricted stock units converted into Class A common shares on May 7, 2026

Tax-withheld shares 2,805 shares Class A Common Shares delivered in a tax-withholding disposition

Tax withholding price $14.41 per share Per-share value used for the F-coded tax-withholding transaction

Post-transaction holdings 32,725 shares Direct Class A Common Share holdings after the reported transactions

RSU vesting date May 5, 2026 Footnote states 10,200 RSUs vested on this date

Future vesting date May 1, 2027 Remaining RSUs scheduled to vest, subject to continued service

Key Terms

Restricted stock units, tax-withholding disposition, Class A Common Share

3 terms

Restricted stock units financial

"Restricted stock units (the "RSUs") convert into common shares on a one-for-one basis"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" for the F-coded share withholding"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Class A Common Share financial

"security_title: "Class A Common Share" in the non-derivative transactions"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Afya (AFYA) report for its Vice President?

Afya reported that Vice President Erico Coelho Ribeiro exercised 10,200 restricted stock units into Class A common shares on May 7, 2026, and had 2,805 of those shares withheld at $14.41 per share to satisfy tax obligations.

How many Afya (AFYA) shares does Erico Coelho Ribeiro hold after this Form 4?

After the reported transactions, Vice President Erico Coelho Ribeiro directly holds 32,725 Afya Class A Common Shares. This figure reflects his post-transaction position as reported in the holdings data accompanying the insider filing.

What price was used for tax withholding in Afya (AFYA)'s Form 4?

The filing shows 2,805 Class A Common Shares were withheld at $14.41 per share in a tax-withholding disposition. This F-coded transaction represents shares delivered to cover tax obligations tied to the restricted stock unit exercise.

When do the remaining RSUs for Afya (AFYA)'s Vice President vest?

Footnotes state that 10,200 RSUs vested on May 5, 2026, and the remaining restricted stock units are scheduled to vest on May 1, 2027, subject to Vice President Ribeiro’s continued service through that vesting date.

Were Afya (AFYA) insider transactions made under a Rule 10b5-1 plan?

The Rule 10b5-1 checkbox in the filing is not checked, and the footnotes do not indicate a Rule 10b5-1 trading plan. The reported RSU exercise and related tax-withholding disposition are therefore not affirmed as plan-based trades in this report.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/11/2026 - 04:17 PM Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Coelho Ribeiro Erico

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Share	05/07/2026		M		10,200	A	(1)	35,530	D
Class A Common Share	05/07/2026		F		2,805	D	$14.41	32,725	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	05/07/2026		M			10,200	(2)	(2)	Class A Common Share	10,200	$0	13,600	D

Explanation of Responses:

1. Restricted stock units (the "RSUs") convert into common shares on a one-for-one basis.

2. The RSUs have no expiration date and vested as to 10,200 shares on May 5, 2026. The remaining RSUs will vest on May 1, 2027, subject to the Reporting Person's continued service through the applicable vesting date.

	/s/ Erico Coelho Ribeiro	05/11/2026
	** 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 4 (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 4: SEC 1474 (03-26)