AXIA Energia insider redeems 1,455 shares

An AXIA Energia executive reported the mandatory cash redemption of 1,455 Class C preferred shares under the company’s bylaws.

Rhea-AI Filing Summary

AXIA Energia S.A. (symbol: AXIAY) is the issuer of record for a Form 4 filing submitted to the SEC. Limp Nascimento Rodrigo reported disposition transactions in this Form 4 filing.

AXIA Energia S.A. (AXIAY) executive Rodrigo Limp Nascimento reported a restructuring-type transaction involving 1,455 Class "C" preferred shares on September 22, 2026. These PNC Shares were mandatorily redeemed for cash under the company’s bylaws, at a redemption price of BRL 55.56 per share, equivalent to about USD 10.74 per share using a BRL 5.1740 per USD exchange rate. After this redemption, he holds 5,969 shares of this class directly, and no Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Other: 1,455 shares

Other 1 txn

Insider Limp Nascimento Rodrigo

Role See Remarks*

Type	Security	Shares	Price	Value
Other	Class "C" Preferred Shares F1, F2	1,455	$10.74	$16K

Holdings After Transaction: Class "C" Preferred Shares — 5,969 contracts (Direct)

Footnotes (2)

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, $55.56 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 June 30, 2026 (the most recently published quarterly rate at the time of filing), at a rate of 5.1740 BRL per USD (fiscaldata.treasury.gov). Brokerage commissions and other costs of execution, if any, are excluded from the reported price.

Key Figures

Shares redeemed: 1,455 shares Redemption price: BRL 55.56 per share USD equivalent price: USD 10.74 per share +4 more

7 metrics

Shares redeemed 1,455 shares Class "C" preferred shares mandatorily redeemed on September 22, 2026

Redemption price BRL 55.56 per share Cash redemption price for the PNC Shares

USD equivalent price USD 10.74 per share Converted from BRL using a 5.1740 BRL per USD exchange rate as of June 30, 2026

FX rate used 5.1740 BRL per USD Treasury Reporting Rates of Exchange as of June 30, 2026

Post-transaction holdings 5,969 shares Direct holdings of this class after the redemption transaction

Automatic conversion ratio 1:1 PNC Shares automatically convertible into Common Shares at a 1:1 ratio under bylaws

Scheduled conversion tranches 4% per year, 2026–2030 Of the originally issued PNC Shares, with all remaining converting in fiscal year 2031 if not redeemed

Key Terms

mandatorily redeemed, Treasury Reporting Rates of Exchange, Common Shares, Class "C" preferred shares, +1 more

5 terms

mandatorily redeemed financial

"The PNC Shares reported herein were mandatorily redeemed for cash"

Treasury Reporting Rates of Exchange financial

"using the U.S. Department of the Treasury Bureau of the Fiscal Service Treasury Reporting Rates of Exchange"

Common Shares financial

"shall be automatically converted into Common Shares, assuming such PNC Shares"

Common shares are the basic units of ownership in a company that give holders a claim on profits and a right to vote on key matters, like electing the board. Think of them as membership cards in a club: they let you share in successes and losses, but in a bankruptcy or liquidation they are paid after creditors and preferred shareholders, so their value can swing more and matters for assessing risk and potential return.

Class "C" preferred shares financial

"the class "C" preferred shares ("PNC Shares") shall be automatically converted"

PNC Shares financial

"the class "C" preferred shares ("PNC Shares") shall be automatically converted"

FAQ

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

What insider transaction did AXIA Energia (AXIAY) report for Rodrigo Limp Nascimento?

He reported a mandatory cash redemption of 1,455 Class "C" preferred shares on September 22, 2026, treated as an other disposition transaction under the company’s bylaws.

At what price were the redeemed AXIA Energia (AXIAY) Class C preferred shares valued?

The PNC Shares were redeemed at a redemption price of BRL 55.56 per share, equivalent to about USD 10.74 per share using a BRL 5.1740 per USD exchange rate, excluding brokerage commissions and other execution costs.

How many AXIA Energia (AXIAY) shares does Rodrigo Limp Nascimento hold after this Form 4 transaction?

Following the reported redemption, he holds 5,969 shares of the relevant class directly, as shown in the post-transaction holdings figure on the Form 4.

Was the AXIA Energia (AXIAY) insider transaction made under a Rule 10b5-1 trading plan?

No. The filing indicates that no Rule 10b5-1 trading plan is associated with this transaction; the document-level checkbox for such a plan is not marked.

How are AXIA Energia (AXIAY) PNC Shares generally treated under the company’s bylaws?

Under Article 11 of the bylaws, Class "C" preferred (PNC) Shares are to be automatically converted to Common Shares at a 1:1 ratio over fiscal years 2026–2031, unless they are mandatorily redeemed for cash as occurred with the shares reported here.

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

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Available on EDGAR 09/22/2026 - 10:35 AM Accepted by SEC EDGAR 09/22/2026 - 10:35 AM 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^*

Limp Nascimento Rodrigo

(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)

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

2a. Foreign Trading Symbol
[AXIA7]

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2026

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)	09/22/2026		J			1,455	(1)	(1)	Common Shares	1,455	$10.74(2)	5,969	D

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, $55.56 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 June 30, 2026 (the most recently published quarterly rate at the time of filing), at a rate of 5.1740 BRL per USD (fiscaldata.treasury.gov). Brokerage commissions and other costs of execution, if any, are excluded from the reported price.

Remarks:

*Executive Vice-President of Regulation, Institutional, Market Regulation and Corporate Relations

	/s/ Rodrigo Limp Nascimento	09/22/2026
	** 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)