Brazilian Electric Power Co (AXIA) executive details shares, RSUs and options in Form 3

Rhea-AI Filing Summary

Brazilian Electric Power Co (AXIA) filed an initial ownership report for executive officer Marcelo de Siqueira Freitas. He directly holds 17,607 Common Shares and 4,627 Class “C” Preferred Shares that are automatically convertible into Common Shares on a 1:1 basis between fiscal years 2026 and 2031 if not redeemed.

His equity incentives include 16,190 Restricted Stock Units, each economically equivalent to one Common Share and reserved for executive officers, and stock options over 677,891 and 231,094 underlying Common Shares. These options have an exercise price of R$42.00 per share, accrue 5% annual interest from grant to exercise, vest over three to five years, are performance-based, must be exercised within 120 days after maturity, and are subject to a 180-day post-exercise lock-up.

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 Siqueira Freitas Marcelo

(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	17,607	D
Restricted Stock Units(1)	16,190	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	4,627	(2)	D
Stock Options(3)	(4)	(5)	Common Shares	677,891	$42(6)	D
Stock Options(3)	(4)	(5)	Common Shares	231,094	$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:

*Legal Vice-Presidency. 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/ Marcelo de Siqueira Freitas	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 Brazilian Electric Power Co (AXIA) show about Marcelo de Siqueira Freitas?

The Form 3 shows Marcelo de Siqueira Freitas’ initial equity holdings as an executive officer, including Common Shares, Class “C” Preferred Shares, Restricted Stock Units, and performance-based stock options with detailed vesting, exercise, and lock-up conditions disclosed in the filing.

How many Common Shares and Class “C” Preferred Shares does Marcelo de Siqueira Freitas hold in AXIA?

He directly holds 17,607 Common Shares and 4,627 Class “C” Preferred Shares. The preferred shares are automatically convertible into Common Shares on a 1:1 basis across fiscal years 2026 to 2031 if they are not mandatorily redeemed earlier under the company’s bylaws.

What stock option awards are reported for Marcelo de Siqueira Freitas at Brazilian Electric Power Co (AXIA)?

The filing reports stock options over 677,891 and 231,094 underlying Common Shares. These options carry an exercise price of R$42.00 per share, accrue 5% annual interest from grant to exercise, and are subject to performance conditions and time-based vesting requirements under the company’s compensation program.

How do the Restricted Stock Units (RSUs) work for AXIA’s executive Marcelo de Siqueira Freitas?

Each RSU is economically equivalent to one Common Share and settles 1:1 in Common Shares. Marcelo holds 16,190 RSUs, which were issued under the company’s restricted share-based compensation program and are specifically reserved for executive officers according to the disclosed footnote.

What are the vesting and exercise conditions on AXIA’s stock options held by Marcelo de Siqueira Freitas?

One-third of the options vest three years from the grant date, with the remainder vesting on the fourth and fifth anniversaries, subject to conditions. Vested options must be exercised within 120 days after each maturity, otherwise they lapse, and exercised shares face a 180-day lock-up period.

How and when are AXIA’s Class “C” Preferred Shares held by Marcelo de Siqueira Freitas converted?

The Class “C” Preferred Shares convert automatically into Common Shares on a 1:1 basis if not earlier redeemed. Four percent of the originally issued volume converts each fiscal year from 2026 through 2030, with all remaining shares converting in fiscal year 2031 as described.