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Large Eletrobras (AXIA3) indirect holdings reported by new director

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Brazilian Electric Power Co (Eletrobras) director Jose Joao Abdalla Filho filed an initial Form 3 showing large indirect positions in the company through two investment funds he controls.

Banclass FIA directly holds 14,889,875 Common Shares and 3,913,623 Class "C" Preferred Shares, and FIA Dinamica Energia directly holds 96,689,700 Common Shares and 21,506,263 Class "C" Preferred Shares. Filho may be deemed to indirectly beneficially own these stakes through his control of Banclass and Dinamica, though each party disclaims beneficial ownership except for its pecuniary interest.

The filing also notes that Class "C" Preferred Shares are automatically convertible into Common Shares on a 1:1 basis, with 4% of the originally issued Class "C" Preferred Shares converting in each fiscal year from 2026 to 2030 and all remaining shares converting in fiscal year 2031, unless earlier mandatorily redeemed under the company’s bylaws.

Positive

  • None.

Negative

  • None.
Insider Abdalla Filho Jose Joao
Role Director
Type Security Shares Price Value
holding Class "C" Preferred Shares -- -- --
holding Class "C" Preferred Shares -- -- --
holding Common Shares -- -- --
holding Common Shares -- -- --
Holdings After Transaction: Class "C" Preferred Shares — 3,913,623 shares (Indirect, See Footnotes); Common Shares — 14,889,875 shares (Indirect, See Footnotes)
Footnotes (1)
  1. Jose Joao Abdalla Filho ("Mr. Filho") is a controlling shareholder in Banclass FIA ("Banclass") which directly holds 14,889,875 Common Shares and 3,913,623 Class "C" Preferred Shares of Eletrobras - Brazilian Electric Power Co. (the "Company"). Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of control over Banclass. For the purposes of this filing, each of Banclass and Mr. Filho disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Banclass or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise. Mr. Filho is a controlling shareholder in FIA Dinamica Energia ("Dinamica") which directly holds 96,689,700 Common Shares and 21,506,263 Class "C" Preferred Shares of the Company. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of control over Dinamica. For the purposes of this filing, each of Dinamica and Mr. Filho disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Dinamica or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise. Pursuant to Article 11 of the Company, the Class "C" Preferred Shares shall be automatically converted into Common Shares, assuming such Class "C" Preferred Shares are not earlier mandatorily redeemed by the Company in accordance with its Bylaws, at a ratio of 1:1, as follows: * 4% of the total volume of originally-issued Class "C" Preferred Shares, allocated proportionally among all holders, in each of the fiscal years 2026, 2027, 2028, 2029 and 2030; and * all Class "C" Preferred Shares remaining, in fiscal year 2031.
SEC Form 3
FORM 3UNITED 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
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Abdalla Filho Jose Joao

(Last)(First)(Middle)
AVENIDA GRACA ARANHA, NO. 26
CENTRO

(Street)
RIO DE JANEIRO20030-000

(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
BRAZILIAN ELECTRIC POWER CO [ AXIA3 ]
3a. Foreign Trading Symbol
[AXIA7]
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
Common Shares14,889,875ISee Footnotes(1)(2)
Common Shares96,689,700ISee Footnotes(3)(4)
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 ExercisableExpiration DateTitleAmount or Number of Shares
Class "C" Preferred Shares (5) (5)Common Shares3,913,623(5)ISee Footnotes(1)(2)
Class "C" Preferred Shares (5) (5)Common Shares21,506,263(5)ISee Footnotes(3)(4)
Explanation of Responses:
1. Jose Joao Abdalla Filho ("Mr. Filho") is a controlling shareholder in Banclass FIA ("Banclass") which directly holds 14,889,875 Common Shares and 3,913,623 Class "C" Preferred Shares of Eletrobras - Brazilian Electric Power Co. (the "Company"). Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of control over Banclass.
2. For the purposes of this filing, each of Banclass and Mr. Filho disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Banclass or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
3. Mr. Filho is a controlling shareholder in FIA Dinamica Energia ("Dinamica") which directly holds 96,689,700 Common Shares and 21,506,263 Class "C" Preferred Shares of the Company. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of control over Dinamica.
4. For the purposes of this filing, each of Dinamica and Mr. Filho disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Dinamica or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
5. Pursuant to Article 11 of the Company, the Class "C" Preferred Shares shall be automatically converted into Common Shares, assuming such Class "C" Preferred Shares are not earlier mandatorily redeemed by the Company in accordance with its Bylaws, at a ratio of 1:1, as follows: * 4% of the total volume of originally-issued Class "C" Preferred Shares, allocated proportionally among all holders, in each of the fiscal years 2026, 2027, 2028, 2029 and 2030; and * all Class "C" Preferred Shares remaining, in fiscal year 2031.
Remarks:
The Company currently trades on the B3 S.A. - Brasil, Bolsa, Balcao (B3) under the following ticker symbols, "AXIA3" for its Common Shares; "AXIA6" for its Class "B1" Preferred Shares and "AXIA7" for its Class "C" Preferred Shares.
/s/ Jose Joao Abdalla Filho03/18/2026
** 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 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 Eletrobras (AXIA3) director Jose Joao Abdalla Filho report on this Form 3?

He reports large indirect stakes in Eletrobras through two funds he controls. Banclass FIA and FIA Dinamica Energia directly hold substantial blocks of Common and Class "C" Preferred Shares, and he may be deemed to indirectly beneficially own these interests.

How many Eletrobras (AXIA3) shares does Banclass FIA hold according to the filing?

Banclass FIA directly holds 14,889,875 Common Shares and 3,913,623 Class "C" Preferred Shares of Eletrobras. These positions are reported as indirectly attributable to Jose Joao Abdalla Filho because he is a controlling shareholder of Banclass FIA.

What Eletrobras (AXIA3) holdings are reported for FIA Dinamica Energia?

FIA Dinamica Energia directly holds 96,689,700 Common Shares and 21,506,263 Class "C" Preferred Shares of Eletrobras. Because Jose Joao Abdalla Filho controls Dinamica, he may be deemed to indirectly beneficially own these reported share positions.

Do Banclass, Dinamica, and Jose Joao Abdalla Filho admit full beneficial ownership of these Eletrobras shares?

No. Banclass, Dinamica, and Jose Joao Abdalla Filho each disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest. The filing states it is not an admission of beneficial ownership for Section 16 purposes.

How will Eletrobras (AXIA3) Class "C" Preferred Shares convert into Common Shares?

Class "C" Preferred Shares automatically convert into Common Shares at a 1:1 ratio. Four percent of the originally issued Class "C" Preferred Shares convert each fiscal year from 2026 through 2030, with all remaining shares converting in fiscal year 2031, absent earlier mandatory redemption.