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AXIA Energia director converts 1,066 PNC shares

AXIA Energia S.A. director reports automatic conversion of preferred PNC Shares into common shares tied to a 19.61% mandatory redemption and updates direct and spousal holdings.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AXIA Energia S.A. director Corso Matte Ana Silvia reported transactions on September 16, 2026 involving the company’s preferred and common shares. Certain 1,066 Class “C” preferred shares (PNC Shares) were converted into 1,066 common shares under a 1:1 automatic conversion mechanism in the bylaws, connected to the mandatory redemption of 19.61% of AXIA Energia S.A.’s outstanding PNC Shares announced on September 3, 2026. After these changes, the director holds 4,374 PNC Shares and 21,426 common shares directly, plus an additional 4,000 common shares held indirectly by a spouse. No Rule 10b5-1 trading plan is reported.

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Insider Corso Matte Ana Silvia
Role Director
Type Security Shares Price Value
Conversion Class "C" Preferred Shares F2, F1 1,066 $0.00 $0.00
Grant/Award Common Shares F1 1,066 $0.00 $0.00
holding Common Shares -- -- --
Holdings After Transaction: Class "C" Preferred Shares — 4,374 contracts (Direct); Common Shares — 21,426 shares (Direct); Common Shares — 4,000 shares (Indirect, By spouse)
Footnotes (2)
  1. F1. On September 16, 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 19.61% of AXIA Energia S.A. (the "Company")'s outstanding PNC Shares announced on September 3, 2026 and pursuant to the terms of the Company's bylaws.
  2. F2. 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.
PNC Shares converted 1,066 shares Class "C" preferred PNC Shares converted into common shares on September 16, 2026
Common shares acquired via conversion 1,066 shares Common shares received by the director on September 16, 2026
Direct common shares after transaction 21,426 shares Director’s direct common share holdings following the September 16, 2026 conversion
Direct PNC Shares after transaction 4,374 shares Director’s remaining Class "C" preferred PNC Shares after conversion
Indirect common shares held by spouse 4,000 shares Common shares reported as held indirectly by the director’s spouse
Mandatory redemption percentage 19.61% Portion of AXIA Energia S.A.’s outstanding PNC Shares subject to mandatory redemption announced September 3, 2026
PNC automatic conversion schedule per year 4.00% 4% of originally issued PNC Shares converted in each fiscal year 2026–2030
Final conversion year for remaining PNC Shares 2031 All remaining PNC Shares convert into common shares in fiscal year 2031
mandatory redemption financial
"in connection with the mandatory redemption of 19.61% 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.
PNC Shares financial
"certain of the class "C" preferred shares ("PNC Shares") previously reported herein were converted"
automatic conversion financial
"the PNC Shares shall be automatically converted into Common Shares"
Bylaws of the Company regulatory
"Pursuant to Article 11 of the Bylaws of the Company, the PNC Shares shall be automatically converted"
fiscal years 2026, 2027, 2028, 2029 and 2030 financial
"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"
fiscal year 2031 financial
"and all PNC Shares remaining, in fiscal year 2031"

FAQ

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

What transactions did AXIAY director Corso Matte Ana Silvia report on September 16, 2026?

The director reported that 1,066 Class “C” preferred PNC Shares were converted into 1,066 common shares pursuant to AXIA Energia S.A.’s bylaws and in connection with a mandatory redemption of 19.61% of outstanding PNC Shares previously announced on September 3, 2026.

How many AXIAY common shares does the director hold after these transactions?

Following the September 16, 2026 conversion, the director holds 21,426 common shares directly. In addition, 4,000 common shares are held indirectly through a spouse, as disclosed in the filing.

What are the director’s remaining holdings of AXIA Energia S.A. preferred PNC Shares?

After the reported conversion, the director retains 4,374 Class “C” preferred PNC Shares directly. These preferred shares are subject to the automatic 1:1 conversion schedule described in AXIA Energia S.A.’s bylaws.

What is the conversion ratio between AXIA Energia S.A. PNC Shares and common shares?

The bylaws state that PNC Shares are automatically converted into common shares at a 1:1 ratio, either upon mandatory redemption or according to a schedule that converts 4% of originally issued PNC Shares in each fiscal year 2026–2030 and all remaining PNC Shares in fiscal year 2031.

Was a Rule 10b5-1 trading plan involved in the AXIAY Form 4 transactions?

No. The filing indicates the Rule 10b5-1 checkbox is not marked, and no footnote describes a trading plan. The reported conversion and share acquisition arise from bylaw-mandated redemption and automatic conversion terms, not from a pre-arranged trading plan.

Why were the AXIA Energia S.A. PNC Shares converted into common shares?

The footnotes explain that certain PNC Shares were converted into common shares in connection with the mandatory redemption of 19.61% of outstanding PNC Shares, as announced on September 3, 2026, and pursuant to the automatic conversion provisions in AXIA Energia S.A.’s bylaws.

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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*
Corso Matte Ana Silvia

(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)
09/16/2026
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 Shares09/16/2026A1,066(1)A$021,426D
Common Shares4,000IBy spouse
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(2)09/16/2026C1,066(1) (2) (2)Common Shares1,066$04,374D
Explanation of Responses:
1. On September 16, 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 19.61% of AXIA Energia S.A. (the "Company")'s outstanding PNC Shares announced on September 3, 2026 and pursuant to the terms of the Company's bylaws.
2. 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/ Ana Silvia Corso Matte09/18/2026
** 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)

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