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Azul (AZLUD) updates Dec 2025 results during U.S. Chapter 11 process

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(Neutral)
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Form Type
6-K

Rhea-AI Filing Summary

Azul S.A. reported preliminary, unaudited December 2025 results while progressing through its Chapter 11 restructuring in the United States. For the period from December 1 to December 31, total operating revenue was R$ 2,081.9 million, with adjusted EBITDA of R$ 801.9 million and an adjusted EBITDA margin of 38.5%.

Operating income reached R$ 546.4 million, reflecting an operating margin of 26.2%. At month-end, cash, cash equivalents and short-term investments totaled R$ 1,017.93 million, and accounts receivable were R$ 2,725.96 million. Azul plans to keep issuing monthly reports to the U.S. Bankruptcy Court and quarterly and annual statements under CVM and SEC rules to maintain transparency during its restructuring.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of February, 2026

Commission File Number: 001-38049

 

Azul S.A.

(Name of Registrant)

 

Edifício Jatobá, 8th floor, Castelo Branco Office Park

Avenida Marcos Penteado de Ulhôa Rodrigues, 939

Tamboré, Barueri, São Paulo, SP 06460-040, Brazil.

+55 (11) 4831 2880

 (Address of Principal Executive Office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x                       Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes ¨                     No x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ¨                     No x

 

 
 

 

Material Fact

February | 2026

 

Azul reports unaudited monthly financial information to the US Court

 

São Paulo, February 23, 2026 – Azul S.A., “Azul” (B3:AZUL53, OTC:AZULQ), presented today its monthly operating reports, containing certain financial information for the period from December 1, 2025, to December 31, 2025, to the United States Bankruptcy Court for the Southern District of New York, as required during its previously announced Chapter 11 process. The monthly operating report includes items such as cash position, revenue, and profit and loss for the period mentioned above for each of Azul’s subsidiaries that are subject to the voluntary Chapter 11 process in the United States.

 

Additionally, the Company disclosed on this date preliminary and unaudited consolidated financial information for the period from December 1, 2025 to December 31, 2025, with the aim of keeping the market informed about the evolution of its financial and operational performance throughout its restructuring process.

 

Highlights (R$ million) Dec-25
Total operating revenue¹        2,081.9
Adjusted EBITDA¹           801.9
Adjusted EBITDA margin (%)¹ 38.5%
Operating income¹           546.4
Operating margin (%)¹ 26.2%
Cash, cash equivalents and short-term investments      1,017.93
Accounts receivable      2,725.96

¹Results were adjusted for one-time and non-recurring items, primarily related to restructuring

The Company emphasizes that such information:

·are preliminary and have not been audited by its independent auditors;
·were prepared exclusively for the purpose of complying with the requirements of Chapter 11, according to practices and criteria established by the United States rules applicable to that process; and
·should not be directly compared to the regular financial statements previously disclosed by Azul.

 

As Azul works to complete its restructuring process, the Company will issue a press release in connection with each monthly operating report filed with the Court.

 

Azul will continue to disclose quarterly financial statements revised by our auditors and annual financial statements audited according to CVM and SEC rules.

 

Communication and Transparency with the Market

 

Azul will keep its shareholders, customers, Crewmembers, and the market informed of all material developments in the restructuring process, in full compliance with applicable laws and regulations.

 

Stakeholders seeking specific information about Azul’s Chapter 11 case can visit its dedicated website at www.azulmaisforte.com.br. For case and claims information, please visit https://cases.stretto.com/Azul or call (833) 888-8055 (toll-free) or (949) 556-3896 (international).

 

About Azul

Azul S.A. (B3: AZUL53; OTC: AZULQ), the largest airline in Brazil in terms of cities served, offers more than 800 daily flights to 137 destinations. With an operational fleet of around 200 aircraft and over 14,000 crew members, the company operates a network of 250 direct routes. Azul was named by Cirium (a leading aviation data analytics company) as the 2nd most punctual airline in the world in 2023. In 2020, Azul was awarded as the best airline in the world by TripAdvisor, marking the first time a Brazilian airline achieved first place in the Traveller's Choice Awards. For more information visit ri.voeazul.com.br/en/.

 

Contact:

Investor Relations

Tel: +55 11 4831 2880

invest@voeazul.com.br

Media Relations

Tel: +55 11 98196-1035

imprensa@voeazul.com.br

 

 

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SIGNATURES

 

                Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date:    February 24, 2026

 

                                                                                                                Azul S.A.

 

                                                                                                                By:   /s/ Alexandre Wagner Malfitani                                 
                                                                                                                Name: Alexandre Wagner Malfitani
                                                                                                                Title: Chief Financial Officer

 

FAQ

What financial information did Azul (AZLUD) release for December 2025?

Azul released preliminary, unaudited December 2025 figures, including total operating revenue of R$ 2,081.9 million, adjusted EBITDA of R$ 801.9 million, and operating income of R$ 546.4 million, providing insight into performance during its restructuring.

What were Azul (AZLUD)’s profitability margins in December 2025?

Azul reported an adjusted EBITDA margin of 38.5% and an operating margin of 26.2% for December 2025, showing how much of its R$ 2,081.9 million in revenue translated into operating profit during the Chapter 11 process.

How strong was Azul (AZLUD)’s liquidity position at the end of December 2025?

At December 31, 2025, Azul reported cash, cash equivalents and short-term investments of R$ 1,017.93 million and accounts receivable of R$ 2,725.96 million, offering a snapshot of near-term liquidity while the company advances its restructuring.

Why is Azul (AZLUD) filing monthly reports with a U.S. Bankruptcy Court?

Azul is submitting monthly operating reports to the United States Bankruptcy Court for the Southern District of New York because certain subsidiaries are in a voluntary Chapter 11 process, and the court requires updated financial information during restructuring.

Are Azul (AZLUD)’s December 2025 numbers audited?

The December 2025 figures are described as preliminary and unaudited and are also adjusted for one-time, non-recurring restructuring items. Azul states it will continue to provide audited annual and reviewed quarterly financial statements under CVM and SEC regulations.

How will Azul (AZLUD) keep investors informed during its Chapter 11 process?

Azul plans to issue a press release with each monthly operating report filed with the court and to continue publishing quarterly reviewed and annual audited financial statements, aiming to maintain communication and transparency with shareholders and other stakeholders.
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