Brazilian Electric Power Co (AXIA) executive discloses detailed equity holdings

Rhea-AI Filing Summary

Brazilian Electric Power Co executive Elio Gil de Meirelles Wolff filed an initial Form 3 reporting equity holdings. He directly holds 12,945 Common Shares and 11,905 Restricted Stock Units, each RSU equal to one Common Share. He also holds Class "C" Preferred Shares convertible 1:1 into 3,402 Common Shares and stock options over 801,144 and 240,338 underlying Common Shares at an exercise price of R$42.00 per share. These equity awards come from the company’s restricted share-based compensation program and vest over several years with performance conditions, limited exercise windows, and a 180-day post-exercise lock-up period.

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^*

de Meirelles Wolff Elio Gil

(Last) (First) (Middle)

AVENIDA GRACA ARANHA, NO. 26

CENTRO

(Street)

RIO DE JANEIRO 20030-000

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks*

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)
Common Shares	12,945	D
Restricted Stock Units(1)	11,905	D

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
Class "C" Preferred Shares	(2)	(2)	Common Shares	3,402	(2)	D
Stock Options(3)	(4)	(5)	Common Shares	801,144	$42(6)	D
Stock Options(3)	(4)	(5)	Common Shares	240,338	$42(6)	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") is the economic equivalent of one Common Share, is settled in Common Shares on a 1:1 basis, and was issued pursuant to the Eletrobras - Brazilian Electric Power Co.'s (the "Company") restricted share based compensation program. These RSUs are reserved for the executive officers.

2. Pursuant to Article 11 of the Bylaws 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.

3. The stock options were issued pursuant to the Company's restricted share based compensation program. Exercise is conditioned up the achievement of certain performance goals, as set forth in the award agreement, and the satisfaction of certain other conditions.

4. 1/3 of the stock options vest 3 years from grant date, with the remaining vesting on the 4th and 5th anniversaries from grant date, subject to certain conditions, as set forth in the award agreement.

5. The reporting person must exercise vested options within 120 days after each respective maturity period, failing which the options lapse. Upon exercise, the reporting person is subject to a lock-up period of 180 calendar days during which the shares may not be sold, transferred, or encumbered.

6. The exercise price is R$42.00 per share accrues interest at a rate of 5% per annum from grant date to exercise date and is subject to certain other adjustments.

Remarks:

*Executive Vice-President of Strategy and Business Development. 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/ Elio Gil de Meirelles Wolff	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 insider holdings did Elio Gil de Meirelles Wolff report at Brazilian Electric Power Co (AXIA)?

He reported direct ownership of 12,945 Common Shares and 11,905 Restricted Stock Units. The RSUs each equal one Common Share and were issued under the company’s restricted share-based compensation program reserved for executive officers.

What stock option positions does the Brazilian Electric Power Co executive hold in this Form 3?

He holds stock options linked to 801,144 and 240,338 underlying Common Shares at an exercise price of R$42.00 per share. These options were granted under the company’s restricted share-based compensation program and are subject to performance and other conditions.

How do the Class "C" Preferred Shares held by the AXIA executive convert into Common Shares?

The Class "C" Preferred Shares automatically convert into Common Shares at a 1:1 ratio. Conversion occurs gradually from fiscal years 2026 through 2030 and then fully in fiscal year 2031, unless the shares are mandatorily redeemed earlier under the bylaws.

What are the vesting terms for the Brazilian Electric Power Co executive’s stock options?

One-third of the stock options vest three years from the grant date, with the remaining portions vesting on the fourth and fifth anniversaries. Vesting is subject to conditions described in the award agreement, including performance goals and other requirements.

Are there any exercise deadlines or lock-up restrictions on the AXIA executive’s stock options?

Yes. Vested options must be exercised within 120 days after each maturity period or they lapse. After exercising, the resulting shares are subject to a 180-day lock-up period during which they cannot be sold, transferred, or encumbered.

How is the exercise price on the Brazilian Electric Power Co options treated over time?

The exercise price of R$42.00 per share accrues interest at 5% per year from the grant date to the exercise date. It is also subject to certain additional adjustments specified in the governing documents of the compensation program.