What do AXIA Energia's bylaws say about PNC Share conversions?

The bylaws provide for automatic conversion of PNC Shares into Common Shares at a 1:1 ratio, assuming they are not earlier mandatorily redeemed. The schedule allocates 4% of the total volume of originally issued PNC Shares proportionally among all holders in each fiscal year from 2026 through 2030, with all remaining PNC Shares converted in fiscal year 2031.

AXIA Energia: Maliko converts 600K preferred shares

The reported account conversions were connected to a mandatory redemption covering 15.46% of AXIA Energia S.A.'s outstanding PNC Shares.

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Rhea-AI Filing Summary

AXIA Energia S.A. director Pedro Batista de Lima Filho was the reporting person for six managed-account conversions dated October 2, 2026. The accounts—Maliko, Manuka, Tucurui, Xingo, Radar and Infrad—each reported Class C Preferred Shares converted into an equal number of Common Shares: 600,009, 220,069, 8,271, 10,930, 196,250 and 181,347, respectively. The transactions were reported in connection with the mandatory redemption of 15.46% of AXIA Energia S.A.'s outstanding PNC Shares, announced September 22, 2026. A separate direct-holding entry lists 51,115 Common Shares.

Insider Trade Summary

1,216,876 shares exercised/converted

Exercise 13 txns

Insider Batista de Lima Filho Pedro

Role Director

Type	Security	Shares	Price	Value
Conversion	Class "C" Preferred Shares ^{F8, F1, F2}	600,009	$0.00	$0.00
Conversion	Class "C" Preferred Shares ^{F8, F1, F3}	220,069	$0.00	$0.00
Conversion	Class "C" Preferred Shares ^{F8, F1, F4}	8,271	$0.00	$0.00
Conversion	Class "C" Preferred Shares ^{F8, F1, F5}	10,930	$0.00	$0.00
Conversion	Class "C" Preferred Shares ^{F8, F1, F6}	196,250	$0.00	$0.00
Conversion	Class "C" Preferred Shares ^{F8, F1, F7}	181,347	$0.00	$0.00
Grant/Award	Common Shares ^{F1, F2}	600,009	$0.00	$0.00
Grant/Award	Common Shares ^{F1, F3}	220,069	$0.00	$0.00
Grant/Award	Common Shares ^{F1, F4}	8,271	$0.00	$0.00
Grant/Award	Common Shares ^{F1, F5}	10,930	$0.00	$0.00
Grant/Award	Common Shares ^{F1, F6}	196,250	$0.00	$0.00
Grant/Award	Common Shares ^{F1, F7}	181,347	$0.00	$0.00
holding	Common Shares	--	--	--

Holdings After Transaction: Class "C" Preferred Shares — 6,654,281 contracts (Indirect, By managed account); Common Shares — 5,149,131 shares (Indirect, By managed account); Common Shares — 51,115 shares (Direct)

Footnotes (8)

F1. On October 2, 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 15.46% of AXIA Energia S.A. (the "Company")'s outstanding PNC Shares announced on September 22, 2026 and pursuant to the terms of the Company's bylaws.
F2. 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.
F3. 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.
F4. 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.
F5. 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.
F6. 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.
F7. 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.
F8. 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.

Key Figures

Maliko managed-account conversion: 600,009 Class C Preferred Shares; 600,009 Common Shares Manuka managed-account conversion: 220,069 Class C Preferred Shares; 220,069 Common Shares Tucurui managed-account conversion: 8,271 Class C Preferred Shares; 8,271 Common Shares +5 more

8 metrics

Maliko managed-account conversion 600,009 Class C Preferred Shares; 600,009 Common Shares October 2, 2026

Manuka managed-account conversion 220,069 Class C Preferred Shares; 220,069 Common Shares October 2, 2026

Tucurui managed-account conversion 8,271 Class C Preferred Shares; 8,271 Common Shares October 2, 2026

Xingo managed-account conversion 10,930 Class C Preferred Shares; 10,930 Common Shares October 2, 2026

Radar managed-account conversion 196,250 Class C Preferred Shares; 196,250 Common Shares October 2, 2026

Infrad managed-account conversion 181,347 Class C Preferred Shares; 181,347 Common Shares October 2, 2026

PNC Shares subject to mandatory redemption 15.46% Announced September 22, 2026

Direct Common Shares holding 51,115 Common Shares Separate holding entry dated October 2, 2026

Key Terms

PNC Shares, mandatory redemption, beneficial ownership, pecuniary interest

4 terms

PNC Shares financial

"class "C" preferred shares ("PNC Shares")"

mandatory redemption financial

"in connection with the mandatory redemption of 15.46%"

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.

beneficial ownership regulatory

"disclaims beneficial ownership of the reported securities"

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 regulatory

"except to the extent of his or its pecuniary interest therein"

FAQ

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

Which AXIAY managed accounts converted preferred shares into common shares?

On October 2, 2026, Maliko reported 600,009 shares, Manuka 220,069, Tucurui 8,271, Xingo 10,930, Radar 196,250 and Infrad 181,347. Each amount was reported as Class C Preferred Shares converted into the same number of Common Shares.

What event was connected to the AXIAY account conversions?

The conversions were reported in connection with AXIA Energia S.A.'s mandatory redemption of 15.46% of its outstanding PNC Shares, announced September 22, 2026, and pursuant to the company's bylaws.

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

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 10/02/2026 - 04:35 PM Accepted by SEC EDGAR 10/02/2026 - 04:34 PM

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)
10/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	10/02/2026		A		600,009⁽¹⁾	A	$0	14,551,631	I	By managed account⁽²⁾
Common Shares	10/02/2026		A		220,069⁽¹⁾	A	$0	7,265,525	I	By managed account⁽³⁾
Common Shares	10/02/2026		A		8,271⁽¹⁾	A	$0	375,556	I	By managed account⁽⁴⁾
Common Shares	10/02/2026		A		10,930⁽¹⁾	A	$0	496,539	I	By managed account⁽⁵⁾
Common Shares	10/02/2026		A		196,250⁽¹⁾	A	$0	4,854,569	I	By managed account⁽⁶⁾
Common Shares	10/02/2026		A		181,347⁽¹⁾	A	$0	5,149,131	I	By managed account⁽⁷⁾
Common Shares								51,115	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class "C" Preferred Shares	⁽⁸⁾	10/02/2026		C			600,009⁽¹⁾	⁽⁸⁾	⁽⁸⁾	Common Shares	600,009	$0	3,265,238	I	By managed account⁽²⁾
Class "C" Preferred Shares	⁽⁸⁾	10/02/2026		C			220,069⁽¹⁾	⁽⁸⁾	⁽⁸⁾	Common Shares	220,069	$0	1,202,910	I	By managed account⁽³⁾
Class "C" Preferred Shares	⁽⁸⁾	10/02/2026		C			8,271⁽¹⁾	⁽⁸⁾	⁽⁸⁾	Common Shares	8,271	$0	45,234	I	By managed account⁽⁴⁾
Class "C" Preferred Shares	⁽⁸⁾	10/02/2026		C			10,930⁽¹⁾	⁽⁸⁾	⁽⁸⁾	Common Shares	10,930	$0	59,775	I	By managed account⁽⁵⁾
Class "C" Preferred Shares	⁽⁸⁾	10/02/2026		C			196,250⁽¹⁾	⁽⁸⁾	⁽⁸⁾	Common Shares	196,250	$0	1,088,958	I	By managed account⁽⁶⁾
Class "C" Preferred Shares	⁽⁸⁾	10/02/2026		C			181,347⁽¹⁾	⁽⁸⁾	⁽⁸⁾	Common Shares	181,347	$0	992,166	I	By managed account⁽⁷⁾

Explanation of Responses:

1. On October 2, 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 15.46% of AXIA Energia S.A. (the "Company")'s outstanding PNC Shares announced on September 22, 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 Filho	10/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR