STOCK TITAN

AXIA Energia (AXIA) officer exercises 49,679 options and holds 170,454 shares

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

Rhea-AI Filing Summary

AXIA Energia S.A. officer Limp Nascimento Rodrigo exercised stock options to acquire 49,679 common shares on June 26, 2026. The options carried an exercise price of R$54.18 per share, which accrues interest at 5% per year from grant to exercise, subject to adjustments.

Following the exercise, he directly holds 170,454 common shares, a figure that represents vested RSUs (net of tax), unvested RSUs and common shares. He also retains stock options over 231,094 underlying common shares at an exercise price of R$42.00 per share, which vest over three to five years and must be exercised within 120 days after each maturity period, with a 180‑day post‑exercise lock‑up.

Positive

  • None.

Negative

  • None.
Insider Limp Nascimento Rodrigo
Role See Remarks*
Type Security Shares Price Value
Exercise Stock Options 49,679 $0.00 --
Exercise Common Shares 49,679 $54.18 $2.69M
holding Stock Options -- -- --
Holdings After Transaction: Stock Options — 628,212 shares (Direct, null); Common Shares — 170,454 shares (Direct, null)
Footnotes (1)
  1. The exercise price is R$54.18 per share accrues interest at a rate of 5% per annum from grant date to exercise date and is subject to certain other adjustments. Represents the sum of (i) vested RSUs (net of withholding tax); (ii) unvested RSUs; and (iii) common shares held by the reporting person. The stock options were issued pursuant to AXIA Energia S.A.'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. 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. 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. 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.
Options exercised 49,679 shares Stock options converted into common shares on June 26, 2026
Exercise price (R$54.18) R$54.18 per share Stock option exercise price accruing 5% annual interest
Shares held after 170,454 common shares Direct AXIA holdings after option exercise
Remaining options underlying 231,094 shares Underlying common shares for remaining stock options
Remaining options exercise price R$42.00 per share Exercise price on remaining stock options
Interest on exercise price 5% per annum Interest on exercise prices from grant to exercise
Lock-up period 180 days Post-exercise period when shares cannot be sold or transferred
Stock Options financial
"The stock options were issued pursuant to AXIA Energia S.A.'s restricted share based compensation program."
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
restricted share based compensation program financial
"The stock options were issued pursuant to AXIA Energia S.A.'s restricted share based compensation program."
RSUs financial
"Represents the sum of (i) vested RSUs (net of withholding tax); (ii) unvested RSUs; and (iii) common shares held by the reporting person."
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
lock-up period financial
"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."
A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.
exercise price financial
"The exercise price is R$54.18 per share accrues interest at a rate of 5% per annum from grant date to exercise date."
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
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Learn about SEC filing dates
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*
Limp Nascimento Rodrigo

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks*
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026
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 Shares06/26/2026M49,679A$54.18(1)170,454(2)D
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
Stock Options(3)$54.18(1)06/26/2026M49,679 (4) (5)Common Shares49,679$0628,212D
Stock Options(3)$42(6) (4) (5)Common Shares231,094231,094D
Explanation of Responses:
1. The exercise price is R$54.18 per share accrues interest at a rate of 5% per annum from grant date to exercise date and is subject to certain other adjustments.
2. Represents the sum of (i) vested RSUs (net of withholding tax); (ii) unvested RSUs; and (iii) common shares held by the reporting person.
3. The stock options were issued pursuant to AXIA Energia S.A.'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 Regulation, Institutional, Market Regulation and Corporate Relations
/s/ Rodrigo Limp Nascimento06/29/2026
** 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 did Limp Nascimento Rodrigo do in this Form 4 for AXIA?

Limp Nascimento Rodrigo exercised stock options to acquire 49,679 AXIA common shares. The options were part of AXIA Energia S.A.'s restricted share-based compensation program and converted into directly held shares, increasing his equity exposure without any reported share sales in this filing.

At what price were the AXIA stock options exercised by Rodrigo?

The exercised stock options had an exercise price of R$54.18 per share. This exercise price accrues interest at 5% per year from the grant date to the exercise date and is subject to certain contractual adjustments defined in the award agreement for AXIA Energia S.A.

How many AXIA common shares does Rodrigo hold after the transaction?

After the transaction, Rodrigo directly holds 170,454 AXIA common shares. According to the disclosure, this figure reflects a combination of vested RSUs net of tax, unvested RSUs, and common shares that he already owned, consolidating his total direct equity position.

What AXIA stock options does Rodrigo still retain after this exercise?

Rodrigo retains stock options over 231,094 underlying AXIA common shares. These options carry an exercise price of R$42.00 per share, vest in tranches from the third to fifth anniversaries of grant, and must be exercised within defined post-vesting windows to avoid lapsing.

Are there restrictions on selling AXIA shares received from these option exercises?

Yes, exercised AXIA shares are subject to a 180‑day lock-up period. After each option exercise, the reporting person may not sell, transfer, or encumber the resulting shares for 180 calendar days, as required under the stock option award terms disclosed.

How do AXIA’s RSUs factor into Rodrigo’s reported share holdings?

The reported 170,454 AXIA shares include both RSUs and common shares. The filing notes this number represents vested RSUs net of withholding tax, unvested RSUs, and common shares, providing a consolidated view of his direct equity-based compensation and ownership.