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AXIA Energia (AXIA3) director-linked accounts convert preferred into common

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AXIA Energia S.A. director Pedro Batista de Lima Filho reported a series of acquisitions and conversions involving Common Shares linked to managed accounts he is associated with through Radar Gestora de Recursos Ltda. On July 1, 2026, Class "C" preferred shares were converted into Common Shares in connection with a mandatory redemption of 0.0951% of AXIA Energia’s outstanding PNC shares, as previously announced and pursuant to the company’s bylaws. The filing also shows multiple grant or award acquisitions of Common Shares held indirectly through managed accounts such as Maliko, Manuka, Tucurui, Xingo, Radar and Infrad. Filho and these entities state they disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest.

Positive

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Insider Batista de Lima Filho Pedro
Role null
Type Security Shares Price Value
Conversion Class "C" Preferred Shares 4,479 $0.00 --
Conversion Class "C" Preferred Shares 1,528 $0.00 --
Conversion Class "C" Preferred Shares 58 $0.00 --
Conversion Class "C" Preferred Shares 77 $0.00 --
Conversion Class "C" Preferred Shares 1,356 $0.00 --
Conversion Class "C" Preferred Shares 1,174 $0.00 --
Grant/Award Common Shares 4,479 $0.00 --
Grant/Award Common Shares 1,528 $0.00 --
Grant/Award Common Shares 58 $0.00 --
Grant/Award Common Shares 77 $0.00 --
Grant/Award Common Shares 1,356 $0.00 --
Grant/Award Common Shares 1,174 $0.00 --
holding Common Shares -- -- --
Holdings After Transaction: Class "C" Preferred Shares — 4,811,551 shares (Indirect, By managed account); Common Shares — 14,987,819 shares (Indirect, By managed account); Common Shares — 51,115 shares (Direct, null)
Footnotes (1)
  1. On July 1, 2026, certain of the class "C" preferred shares ("PNC Shares") previously reported herein were converted into Common Shares, in connection with the mandatory redemption of 0.0951% of AXIA Energia S.A. (the "Company")'s outstanding PNC shares announced on June 14, 2026 and pursuant to the terms of the Company's bylaws. Pedro Batista de Lima Filho ("Mr. Filho") is a partner at Radar Gestora de Recursos Ltda. ("Radar Gestora"), which is responsible for the portfolio management of MALIKO INVESTMENTS LLC - BANCO BTG PACTUAL S/A ("Maliko") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Maliko. For the purposes of this filing, each of Maliko 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 Maliko 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 (the "Exchange Act"), or otherwise. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of MANUKA INVESTMENTS LLC - BANCO BTG PACTUAL S/A ("Manuka") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Manuka. For the purposes of this filing, each of Manuka 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 Manuka or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of TUCURUI MASTER FUNDO DE INVESTIMENTO FINANCEIRO EM ACOES ("Tucurui") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Tucurui. For the purposes of this filing, each of Tucurui 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 Tucurui or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of XINGO MASTER FUNDO DE INVESTIMENTO FINANCEIRO DE ACOES ("Xingo") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Xingo. For the purposes of this filing, each of Xingo 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 Xingo or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of RADAR MASTER FUNDO DE INVESTIMENTO FINANCEIRO EM ACOES ("Radar") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Radar. For the purposes of this filing, each of Radar 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 Radar or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of INFRAD MASTER FUNDO DE INVESTIMENTO FINANCEIRO EM ACOES ("Infrad") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Infrad. For the purposes of this filing, each of Infrad 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 Infrad or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise. Pursuant to Article 11 of the Bylaws of the Company, the PNC Shares shall be automatically converted into Common Shares, assuming such PNC 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 PNC Shares, allocated proportionally among all holders, in each of the fiscal years 2026, 2027, 2028, 2029 and 2030; and all PNC Shares remaining, in fiscal year 2031.
Preferred shares converted 8,672 shares Class "C" preferred to Common Shares on July 1, 2026
Mandatory redemption fraction 0.0951% Portion of outstanding PNC shares redeemed and converted
Direct Common Shares held 51,115 shares Common Shares listed as directly held after transactions
Largest indirect Common position 14,987,819 shares Common Shares held indirectly by a managed account after acquisition
Automatic annual PNC conversion 4% per year Of originally issued PNC shares each fiscal year 2026–2030
Final PNC conversion year 2031 All remaining PNC shares convert into Common Shares
mandatory redemption financial
"mandatory redemption of 0.0951% of AXIA Energia S.A.'s outstanding PNC shares"
Mandatory redemption is a contract clause that forces an issuer to buy back a security—such as a bond, preferred share, or convertible—under specified conditions or at scheduled times. For investors it matters because it determines when and how they will get their principal or liquidation value returned, affects the timing of income, and can change the total number of outstanding securities, similar to a store being required to repurchase a product on a set schedule.
Class "C" preferred shares financial
"certain of the class "C" preferred shares ("PNC Shares") previously reported herein were converted"
beneficial ownership financial
"disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein"
portfolio management financial
"Radar Gestora, which is responsible for the portfolio management of MALIKO INVESTMENTS LLC"
Portfolio management is the process of selecting, organizing, and overseeing a collection of investments to achieve specific financial goals. It involves making decisions about where to put money, balancing risk and reward, and adjusting the mix of investments over time, much like a gardener tending to different plants to ensure a healthy, thriving garden. This helps investors grow their wealth steadily while managing potential losses.
automatic conversion financial
"PNC Shares shall be automatically converted into Common Shares, assuming such PNC Shares are not earlier mandatorily redeemed"
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Batista de Lima Filho Pedro

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

(Street)
RIO DE JANEIRO20030-000

(City)(State)(Zip)

BRAZIL

(Country)
2. Issuer Name and Ticker or Trading Symbol
AXIA Energia S.A. [ AXIA3 ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
[AXIA7]
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Shares07/01/2026A4,479(1)A$014,987,819IBy managed account(2)
Common Shares07/01/2026A1,528(1)A$07,000,617IBy managed account(3)
Common Shares07/01/2026A58(1)A$0367,285IBy managed account(4)
Common Shares07/01/2026A77(1)A$0483,209IBy managed account(5)
Common Shares07/01/2026A1,356(1)A$04,631,519IBy managed account(6)
Common Shares07/01/2026A1,174(1)A$04,651,084IBy managed account(7)
Common Shares51,115D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class "C" Preferred Shares(8)07/01/2026C4,479(1) (8) (8)Common Shares4,479$04,811,551IBy managed account(2)
Class "C" Preferred Shares(8)07/01/2026C1,528(1) (8) (8)Common Shares1,528$01,711,738IBy managed account(3)
Class "C" Preferred Shares(8)07/01/2026C58(1) (8) (8)Common Shares58$062,140IBy managed account(4)
Class "C" Preferred Shares(8)07/01/2026C77(1) (8) (8)Common Shares77$081,709IBy managed account(5)
Class "C" Preferred Shares(8)07/01/2026C1,356(1) (8) (8)Common Shares1,356$01,529,952IBy managed account(6)
Class "C" Preferred Shares(8)07/01/2026C1,174(1) (8) (8)Common Shares1,174$01,339,338IBy managed account(7)
Explanation of Responses:
1. On July 1, 2026, certain of the class "C" preferred shares ("PNC Shares") previously reported herein were converted into Common Shares, in connection with the mandatory redemption of 0.0951% of AXIA Energia S.A. (the "Company")'s outstanding PNC shares announced on June 14, 2026 and pursuant to the terms of the Company's bylaws.
2. Pedro Batista de Lima Filho ("Mr. Filho") is a partner at Radar Gestora de Recursos Ltda. ("Radar Gestora"), which is responsible for the portfolio management of MALIKO INVESTMENTS LLC - BANCO BTG PACTUAL S/A ("Maliko") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Maliko. For the purposes of this filing, each of Maliko 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 Maliko 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 (the "Exchange Act"), or otherwise.
3. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of MANUKA INVESTMENTS LLC - BANCO BTG PACTUAL S/A ("Manuka") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Manuka. For the purposes of this filing, each of Manuka 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 Manuka or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise.
4. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of TUCURUI MASTER FUNDO DE INVESTIMENTO FINANCEIRO EM ACOES ("Tucurui") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Tucurui. For the purposes of this filing, each of Tucurui 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 Tucurui or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise.
5. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of XINGO MASTER FUNDO DE INVESTIMENTO FINANCEIRO DE ACOES ("Xingo") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Xingo. For the purposes of this filing, each of Xingo 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 Xingo or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise.
6. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of RADAR MASTER FUNDO DE INVESTIMENTO FINANCEIRO EM ACOES ("Radar") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Radar. For the purposes of this filing, each of Radar 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 Radar or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise.
7. Mr. Filho is a partner at Radar Gestora, which is responsible for the portfolio management of INFRAD MASTER FUNDO DE INVESTIMENTO FINANCEIRO EM ACOES ("Infrad") and receives a performance-based compensation in his capacity as a partner of Radar Gestora. Mr. Filho may be deemed to indirectly beneficially own these shares by virtue of its relationship with Infrad. For the purposes of this filing, each of Infrad 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 Infrad or Mr. Filho is the beneficial owner of any of the reported securities for purposes of Section 16 of the Exchange Act, or otherwise.
8. Pursuant to Article 11 of the Bylaws of the Company, the PNC Shares shall be automatically converted into Common Shares, assuming such PNC 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 PNC Shares, allocated proportionally among all holders, in each of the fiscal years 2026, 2027, 2028, 2029 and 2030; and all PNC Shares remaining, in fiscal year 2031.
Remarks:
/s/ Pedro Batista de Lima Filho07/02/2026
** 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 4 (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 4: SEC 1474 (03-26)

FAQ

What insider activity did AXIA (AXIA3) report in this Form 4?

The Form 4 reports that accounts associated with director Pedro Batista de Lima Filho acquired Common Shares and converted Class "C" preferred shares into Common Shares on July 1, 2026, through grants and mandatory conversions under AXIA Energia’s bylaws and prior redemption announcement.

How many AXIA Energia preferred shares were converted into Common Shares?

The filing shows 8,672 Class "C" preferred shares converting into an equal number of Common Shares on July 1, 2026. These conversions occurred in connection with AXIA Energia’s mandatory redemption of 0.0951% of outstanding PNC shares, as previously announced and governed by the company’s bylaws.

Are the AXIA Energia shares held directly by Pedro Batista de Lima Filho?

The filing lists 51,115 Common Shares as directly held, while additional Common and Class "C" preferred shares are held indirectly through managed accounts. Footnotes state Filho and the investment vehicles disclaim beneficial ownership except for any pecuniary interest they may have in these positions.

What is the automatic conversion schedule for AXIA Energia PNC shares?

Article 11 of AXIA Energia’s bylaws provides for automatic 1:1 conversion of PNC shares into Common Shares. Four percent of the originally issued PNC volume converts each fiscal year from 2026 through 2030, with all remaining PNC shares converting in fiscal year 2031 under these terms.

What mandatory redemption of AXIA Energia PNC shares was executed?

On July 1, 2026, certain Class "C" preferred (PNC) shares previously reported were converted into Common Shares in connection with a mandatory redemption of 0.0951% of AXIA Energia’s outstanding PNC shares, following a company announcement dated June 14, 2026 detailing this redemption process.

Which investment vehicles are linked to the AXIA Energia insider positions?

The footnotes identify several vehicles managed by Radar Gestora, including Maliko Investments LLC, Manuka Investments LLC, Tucurui Master, Xingo Master, Radar Master and Infrad Master funds. These entities hold AXIA Energia securities via managed accounts, with beneficial ownership disclaimed except for pecuniary interests.