AXIA Energia (AXIA) settles BRL 1B tax-incentivized debenture deal

Rhea-AI Filing Summary

AXIA Energia S.A. has settled its 9th issuance of simple, non-convertible, unsecured debentures, raising BRL 1 billion, including the additional lot, in a public offering aimed exclusively at professional investors under Brazil’s automatic registration regime.

The 1 million tax-incentivized debentures, benefiting from Law No. 12,431/2011, pay semiannual interest at IPCA + 8.0036% per year, have a 10-year term maturing on June 15, 2036, and will be amortized in three annual installments starting on June 15, 2034.

Key Figures

Issuance amount: BRL 1 billion Number of debentures: 1 million debentures Interest rate: IPCA + 8.0036% p.a. +4 more

7 metrics

Issuance amount BRL 1 billion Total size of 9th debenture issuance including additional lot

Number of debentures 1 million debentures Quantity in single series for 9th issuance

Interest rate IPCA + 8.0036% p.a. Remuneration based on book-building outcome

Term to maturity 10 years Total term with maturity on June 15, 2036

Amortization start June 15, 2034 First of three annual principal installments

Amortization schedule June 15, 2034–2036 Annual installments in 8th, 9th, and 10th years

Interest payments Semiannual Interest paid twice a year without grace period

Key Terms

debentures, automatic registration regime, Law No. 12,431/2011, book-building, +1 more

5 terms

debentures financial

"settlement of the 9th issuance of simple, non-convertible, unsecured debentures, in a single series"

A debenture is a company’s long-term IOU sold to investors that promises regular interest payments and repayment of principal at a set date; unlike equity, it represents debt rather than ownership. Think of it like lending money to a business in exchange for a fixed stream of payments, so investors watch a debenture’s interest rate and the borrower’s financial health to judge income reliability and risk of not being repaid.

automatic registration regime regulatory

"public offering conducted under the automatic registration regime, in accordance with CVM Resolution No. 160/2022"

Law No. 12,431/2011 regulatory

"debentures, which benefit from the tax incentive provided for under Law No. 12,431/2011"

book-building financial

"Remuneratiob (considering the book-building outcome) IPCA + 8.0036% p.a."

forward-looking statements regulatory

"This document may contain estimates and projections that ... may constitute forward-looking statements"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

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Form 6-K: How Foreign Companies Report to the SEC →

Available on EDGAR 07/06/2026 - 06:10 AM Accepted by SEC EDGAR 07/06/2026 - 06:09 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

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

Securities Exchange Act of 1934

For the month of July, 2026

Commission File Number 1-34129

AXIA Energia S.A.

(Exact name of registrant as specified in its charter)

AXIA Energia S.A.

(Translation of Registrant's name into English)

Avenida Graça Aranha, 26
Centro, CEP 20030-900
Rio de Janeiro, RJ, 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____

AXIA Energia S.A. 00.001.180/0001-26 Avenida Graça Aranha, 26 – Centro Rio de Janeiro │RJ – Brasil │20030-900 Settlement of the 9th Issuance of Debentures – AXIA Energia Rio de Janeiro, July 3, 2026 – AXIA Energia S.A. (“Company” or “AXIA Energia”), in addition to the Material Fact disclosed on June 22, 2026, informs that, on this date, the settlement of the 9th issuance of simple, non-convertible, unsecured debentures, in a single series, has taken place. The debentures, which benefit from the tax incentive provided for under Law No. 12,431/2011, were the object of a public offering conducted under the automatic registration regime, in accordance with CVM Res-olution No. 160/2022, and were intended exclusively for professional investors, pursuant to the applicable regulations. The table below summarizes the final terms obtained and the allocation of the offering settled hereby: Issuer AXIA Energia (9ª emissão) Amount BRL 1 billion (considering the issuance of the additional lot) Type / Guarantee Unsecured Type Tax incentivized, pursuant to Law No. 12,431 Interest Paymentd Semiannual, without a grace period Series Single Series Quantity of Debentures 1 million (considering the issuance of the additional lot) Amortization Annual installments, starting in the 8th year (June 15, 2034, June 15, 2035, and June 15, 2036) Remuneratiob (considering the book-building outcome) IPCA + 8.0036% p.a. Total Term and Maturity 10 years (June 15, 2036) More information about AXIA Energia’s debentures referred to in this Market Announcement is available on the CVM website (www.gov.br/cvm) and on the Company’s website (https://ri.axia.com.br/). Eduardo Haiama Vice President of Finance and Investor Relations 

 

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: July 3, 2026

AXIA Energia S.A.
By:	/S/ Eduardo Haiama
	Eduardo Haiama Vice-President of Finance and Investor Relations

FORWARD-LOOKING STATEMENTS

This document may contain estimates and projections that are not statements of past events but reflect our management’s beliefs and expectations and may constitute forward-looking statements under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. The words “believes”, “may”, “can”, “estimates”, “continues”, “anticipates”, “intends”, “expects”, and similar expressions are intended to identify estimates that necessarily involve known and unknown risks and uncertainties. Known risks and uncertainties include, but are not limited to: general economic, regulatory, political, and business conditions in Brazil and abroad; fluctuations in interest rates, inflation, and the value of the Brazilian Real; changes in consumer electricity usage patterns and volumes; competitive conditions; our level of indebtedness; the possibility of receiving payments related to our receivables; changes in rainfall and water levels in reservoirs used to operate our hydroelectric plants; our financing and capital investment plans; existing and future government regulations; and other risks described in our annual report and other documents filed with the CVM and SEC. Estimates and projections refer only to the date they were expressed, and we do not assume any obligation to update any of these estimates or projections due to new information or future events. Future results of the Company’s operations and initiatives may differ from current expectations, and investors should not rely solely on the information contained herein. This material contains calculations that may not reflect precise results due to rounding.