AXIA Energia director reports fund share restructuring

AXIA Energia S.A. director Pedro Batista de Lima Filho reported indirect positions and restructuring transactions involving class "C" preferred shares held in managed accounts linked to several Brazilian investment vehicles.

Rhea-AI Filing Summary

AXIA Energia S.A. director Pedro Batista de Lima Filho reported indirect positions and restructuring transactions involving class "C" preferred shares held in managed accounts linked to several Brazilian investment vehicles.

The filing explains that these preferred shares were mandatorily redeemed for cash under the company’s bylaws at a redemption price of 52.00 Brazilian reals per share, converted to U.S. dollars using a 5.2540 BRL per USD exchange rate. The interests are held through funds and LLCs managed by Radar Gestora, where Mr. Filho is a partner, and both he and the related entities expressly disclaim beneficial ownership of the reported securities except for their pecuniary interests.

Insider Trade Summary

Other: 400 shares

Other 6 txns

Insider Batista de Lima Filho Pedro

Role Director

Type	Security	Shares	Price	Value
Other	Class "C" Preferred Shares	100	$9.90	$990.00
Other	Class "C" Preferred Shares	100	$9.90	$990.00
Other	Class "C" Preferred Shares	100	$9.90	$990.00
Other	Class "C" Preferred Shares	100	$9.90	$990.00
holding	Class "C" Preferred Shares	--	--	--
holding	Class "C" Preferred Shares	--	--	--

Holdings After Transaction: Class "C" Preferred Shares — 9,536,028 contracts for 140,549 underlying shares (Indirect, By managed account)

Footnotes (8)

1. F1. Pursuant to Article 11 of the Bylaws of AXIA Energia S.A. (the "Company"), the class "C" preferred shares ("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. The PNC Shares reported herein were mandatorily redeemed for cash in accordance with the foregoing.
2. F2. The redemption price, $52.00 Brazilian reals ("BRL") per share, has been converted to U.S. dollars ("USD") using the U.S. Department of the Treasury Bureau of the Fiscal Service Treasury Reporting Rates of Exchange as of March 31, 2026 (the most recently published quarterly rate at the time of filing), at a rate of 5.2540 BRL per USD (fiscaldata.treasury.gov). Brokerage commissions and other costs of execution, if any, are excluded from the reported price.
3. F3. 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.
4. F4. 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.
5. F5. 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.
6. F6. 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.
7. F7. 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.
8. F8. 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.

Key Figures

Redemption price: 52.00 BRL per share FX rate used: 5.2540 BRL per USD Restructuring transactions: 4 entries, 400 shares +3 more

6 metrics

Redemption price 52.00 BRL per share Mandatory redemption of class "C" preferred shares

FX rate used 5.2540 BRL per USD Conversion of redemption price to U.S. dollars

Restructuring transactions 4 entries, 400 shares TransactionSummary restructuringCount and restructuringShares

Underlying common shares (Maliko-related) 79,809 shares Indirect position in class "C" preferred shares, post-transaction

Underlying common shares (Manuka-related) 60,740 shares Indirect position in class "C" preferred shares, post-transaction

Other/unknown transactions 4 other, 2 unknown TransactionSummary counts for other and unknown directions

Key Terms

class "C" preferred shares, mandatorily redeemed, performance-based compensation, disclaims beneficial ownership, +1 more

5 terms

class "C" preferred shares financial

"Pursuant to Article 11 of the Bylaws of AXIA Energia S.A., the class "C" preferred shares ("PNC Shares") shall be automatically converted..."

mandatorily redeemed financial

"assuming such PNC Shares are not earlier mandatorily redeemed by the Company in accordance with its Bylaws"

performance-based compensation financial

"and receives a performance-based compensation in his capacity as a partner of Radar Gestora"

Pay that rises or falls with measurable results, where employees or executives receive bonuses, stock, or other rewards only if specific performance goals are met. Investors care because it aligns the interests of managers with owners—like paying a driver by miles driven rather than time—so it can encourage stronger company results, affect future earnings and risk-taking, and signal confidence (or potential incentives for short-term decisions).

disclaims beneficial ownership regulatory

"disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein"

Treasury Reporting Rates of Exchange financial

"using the U.S. Department of the Treasury Bureau of the Fiscal Service Treasury Reporting Rates of Exchange as of March 31, 2026"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider activity did AXIA (AXIA Energia S.A.) report in this Form 4?

The Form 4 reports indirect holdings and restructuring transactions in class "C" preferred shares. These positions are in managed accounts tied to Brazilian investment vehicles, rather than directly owned by the director personally, and reflect changes around mandatory redemption under the company’s bylaws.

How were AXIA Energia’s class "C" preferred shares treated under the bylaws?

The bylaws provide that class "C" preferred shares are either converted into common shares over several fiscal years or mandatorily redeemed for cash. The filing states the reported preferred shares were redeemed in cash in line with these rules, rather than voluntarily sold in the market.

What redemption price was used for AXIA Energia’s preferred shares in this filing?

The redemption price was 52.00 Brazilian reals per share. That amount was translated into U.S. dollars using a 5.2540 BRL per USD exchange rate from the U.S. Treasury’s quarterly reporting rates, with brokerage commissions and other execution costs excluded from the reported price.

Does Pedro Batista de Lima Filho directly own the AXIA Energia shares reported?

The filing indicates the shares are held in managed accounts for entities like Maliko, Manuka and several Brazilian funds. Mr. Filho and those entities may be deemed indirect owners, but they expressly disclaim beneficial ownership beyond their economic, or pecuniary, interest in the securities.

What role does Radar Gestora play in the AXIA Energia holdings disclosed?

Radar Gestora is the portfolio manager for the LLCs and Brazilian funds that hold AXIA Energia securities. Mr. Filho is a partner at Radar Gestora and receives performance-based compensation there, linking him economically to the holdings without granting him sole voting or investment authority.

Are the AXIA Energia transactions in this Form 4 routine or market-driven trades?

The key transactions are coded as "J" for other acquisition or disposition and are tied to mandatory redemption of preferred shares at a set cash price. This points to structural or contractual changes rather than discretionary open-market buying or selling by the director.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/07/2026 - 05:01 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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 JANEIRO 20030-000

(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)

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

2a. Foreign Trading Symbol
[AXIA7]

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class "C" Preferred Shares	(1)	07/07/2026		J			100	(1)	(1)	Common Shares	100	$9.9(2)	4,813,851	I	By managed account(3)
Class "C" Preferred Shares	(1)	07/07/2026		J			100	(1)	(1)	Common Shares	100	$9.9(2)	1,665,138	I	By managed account(4)
Class "C" Preferred Shares	(1)	07/07/2026		J			100	(1)	(1)	Common Shares	100	$9.9(2)	1,527,452	I	By managed account(5)
Class "C" Preferred Shares	(1)	07/07/2026		J			100	(1)	(1)	Common Shares	100	$9.9(2)	1,389,038	I	By managed account(6)
Class "C" Preferred Shares	(1)							(1)	(1)	Common Shares	60,740		60,740	I	By managed account(7)
Class "C" Preferred Shares	(1)							(1)	(1)	Common Shares	79,809		79,809	I	By managed account(8)

Explanation of Responses:

1. Pursuant to Article 11 of the Bylaws of AXIA Energia S.A. (the "Company"), the class "C" preferred shares ("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. The PNC Shares reported herein were mandatorily redeemed for cash in accordance with the foregoing.

2. The redemption price, $52.00 Brazilian reals ("BRL") per share, has been converted to U.S. dollars ("USD") using the U.S. Department of the Treasury Bureau of the Fiscal Service Treasury Reporting Rates of Exchange as of March 31, 2026 (the most recently published quarterly rate at the time of filing), at a rate of 5.2540 BRL per USD (fiscaldata.treasury.gov). Brokerage commissions and other costs of execution, if any, are excluded from the reported price.

3. 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.

4. 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.

5. 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.

6. 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.

7. 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.

8. 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.

Remarks:

	/s/ Pedro Batista de Lima Filho	07/07/2026
	** 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 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)