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[Form 4] Afya Ltd Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Afya Ltd Vice President Denis Del Bianco reported routine equity compensation activity. He exercised derivative awards to acquire 21,900 Class A common shares and had 6,023 shares withheld at $14.41 per share to cover tax obligations, a non‑market “F” tax-withholding disposition. Following these transactions, he directly held 31,445 Class A common shares. Related restricted stock units convert into common shares on a one-for-one basis, with portions vesting on specified dates through May 2029 subject to continued service.

Positive

  • None.

Negative

  • None.
Insider DEL BIANCO DENIS
Role Vice President
Type Security Shares Price Value
Exercise Restricted Stock Unit 3,500 $0.00 --
Exercise Restricted Stock Unit 3,200 $0.00 --
Exercise Restricted Stock Unit 15,200 $0.00 --
Exercise Class A Common Share 21,900 $0.00 --
Tax Withholding Class A Common Share 6,023 $14.41 $87K
Holdings After Transaction: Restricted Stock Unit — 31,500 shares (Direct, null); Class A Common Share — 31,445 shares (Direct, null)
Footnotes (1)
  1. Restricted stock units (the "RSUs") convert into common shares on a one-for-one basis. The RSUs have no expiration date and vested as to 3,500 shares on May 5, 2026. The remaining RSUs will vest as to 7,000, 10,500 and 14,000 shares on the first day of May in 2027, 2028 and 2029, respectively, subject to the Reporting Person's continued service through the applicable vesting dates. The RSUs have no expiration date and fully vested on May 5, 2026.
Shares acquired via derivative exercise 21,900 shares Class A Common Share derivative exercise on May 7, 2026
Shares withheld for taxes 6,023 shares at $14.41 Tax-withholding disposition (code F) on May 7, 2026
Shares held after transactions 31,445 shares Total Class A Common Shares directly owned following transactions
RSU vesting May 5, 2026 3,500 shares Portion of RSUs vesting on May 5, 2026
Future RSU vesting tranches 7,000; 10,500; 14,000 shares RSUs vesting May 1 of 2027, 2028 and 2029
Restricted Stock Unit financial
"Restricted stock units (the "RSUs") convert into common shares on a one-for-one basis."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
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.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
vested financial
"The RSUs have no expiration date and vested as to 3,500 shares on May 5, 2026."
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
DEL BIANCO DENIS
(Last)(First)(Middle)
C/O AFYA LIMITED
RUA PARAIBA NO.330 17TH FL, FUNCIONARIOS
(Street)
BELO HORIZONTEMINAS GERAIS30130-917
(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)
Director10% Owner
XOfficer (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)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Share05/07/2026M21,900A(1)31,445D
Class A Common Share05/07/2026F6,023D$14.4125,422D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)05/07/2026M3,500 (2) (2)Class A Common Share3,500$031,500D
Restricted Stock Unit(1)05/07/2026M3,200 (3) (3)Class A Common Share3,200$00D
Restricted Stock Unit(1)05/07/2026M15,200 (3) (3)Class A Common Share15,200$00D
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 3,500 shares on May 5, 2026. The remaining RSUs will vest as to 7,000, 10,500 and 14,000 shares on the first day of May in 2027, 2028 and 2029, respectively, subject to the Reporting Person's continued service through the applicable vesting dates.
3. The RSUs have no expiration date and fully vested on May 5, 2026.
/s/ Denis Del Bianco05/11/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR