Brazilian Electric Power Co (AXIA3) officer reports large stock option awards

Rhea-AI Filing Summary

Brazilian Electric Power Co officer Antonio Varejão Godoy filed an initial ownership report showing significant stock option awards. The Form 3 lists stock options over 647,078 and 231,094 underlying common shares, each with an exercise price of R$42.00 per share.

The options were granted under the company’s restricted share-based compensation program and become exercisable only if certain performance goals and other conditions are met. One-third of each grant vests three years from the grant date, with the remainder vesting on the fourth and fifth anniversaries.

Vested options must be exercised within 120 days after each maturity period or they lapse, and any shares received upon exercise are subject to a 180-day lock-up during which they cannot be sold, transferred, or encumbered.

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^*

Varejao Godoy Antonio

(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

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)

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
Stock Options(1)	(2)	(3)	Common Shares	647,078	$42(4)	D
Stock Options(1)	(2)	(3)	Common Shares	231,094	$42(4)	D

Explanation of Responses:

1. The stock options were issued pursuant to the Eletrobras - Brazilian Electric Power Co.'s (the "Company") 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.

2. 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.

3. 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.

4. 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 Operations and Security. 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/ Antonio Varejao Godoy	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 does the Form 3 for AXIA show about Antonio Varejão Godoy’s holdings?

The Form 3 reports that officer Antonio Varejão Godoy holds stock options linked to 647,078 and 231,094 common shares. These options are part of a restricted share-based compensation program with performance, vesting, and exercise conditions attached.

What is the exercise price of the Brazilian Electric Power Co stock options on this Form 3?

The stock options have an exercise price of R$42.00 per share. This price accrues interest at 5% per year from the grant date until exercise, and may be adjusted under conditions described in the award agreement.

How do the vesting terms work for AXIA stock options reported in this Form 3?

One-third of the reported stock options vest three years from the grant date. The remaining portions vest on the fourth and fifth anniversaries, subject to performance goals and other conditions set out in the award agreement.

What happens if the AXIA stock options are not exercised after vesting?

Vested options must be exercised within 120 days after each maturity period. If they are not exercised within that 120-day window, the options lapse and are no longer available to the reporting person.

Is there a lock-up period after exercising the Brazilian Electric Power Co options?

Yes. After exercising the options, the resulting shares are subject to a 180-day lock-up period. During this time, the shares cannot be sold, transferred, or encumbered, limiting immediate liquidity from any exercise.

Are the AXIA stock options subject to performance conditions?

The options were issued under a restricted share-based compensation program and are conditioned on achieving certain performance goals. They also require satisfaction of additional conditions described in the award agreement before they can be exercised.