AZUL CTO granted 196,172 restricted share rights

AZUL SA Chief Technical Officer Daniel Tkacz reported an equity compensation grant of 196,172 rights to acquire common shares under the company’s Restricted Shares Granting Plan.

Rhea-AI Filing Summary

AZUL SA Chief Technical Officer Daniel Tkacz reported an equity compensation grant of 196,172 rights to acquire common shares under the company’s Restricted Shares Granting Plan. These restricted shares vest in three equal installments on May 5, 2027, May 5, 2028 and May 5, 2029, conditioned on his continued service at each vesting date.

Following this award, Tkacz is shown holding 196,172 common shares directly in this filing. If AZUL does not have enough treasury shares at vesting, he will be required to subscribe for all vested restricted shares for a nominal total price of R$1.00.

Insider Trade Summary

Grant/Award: 196,172 shares

Grant/Award 1 txn

Insider Tkacz Daniel

Role Chief Technical Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	196,172	$0.00	$0.00

Holdings After Transaction: Common Shares — 196,172 shares (Direct)

Footnotes (2)

1. F1. Represents a grant of 196,172 rights to acquire common shares pursuant to the terms of the Issuer's Restricted Shares Granting Plan and applicable documentation thereunder ("Restricted Shares"). The Restricted Shares vest in three equal annual installments on May 5, 2027, May 5, 2028 and May 5, 2029, contingent on the reporting person's continued service on each applicable vesting date.
2. F2. In the event that the Issuer does not hold sufficient treasury shares for the settlement of the Restricted Shares on the applicable vesting date, the Reporting Person will be required to subscribe for the Restricted Shares for a nominal price of R$1.00 (one Brazilian real) for all Restricted Shares subject to vesting.

Key Figures

Restricted share rights granted: 196,172 rights to acquire common shares Vesting dates: Three equal annual installments Shares owned after transaction: 196,172 common shares +1 more

4 metrics

Restricted share rights granted 196,172 rights to acquire common shares Grant reported for Chief Technical Officer on 2026-06-15

Vesting dates Three equal annual installments Vesting on May 5, 2027, May 5, 2028, May 5, 2029

Shares owned after transaction 196,172 common shares Direct ownership following reported grant

Nominal subscription price R$1.00 total Applies if no sufficient treasury shares at vesting

Key Terms

Restricted Shares Granting Plan, Restricted Shares, treasury shares, vesting

4 terms

Restricted Shares Granting Plan financial

"pursuant to the terms of the Issuer's Restricted Shares Granting Plan and applicable documentation thereunder"

Restricted Shares financial

""Restricted Shares"). The Restricted Shares vest in three equal annual installments"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

treasury shares financial

"In the event that the Issuer does not hold sufficient treasury shares for the settlement"

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

vesting financial

"The Restricted Shares vest in three equal annual installments on May 5, 2027, May 5, 2028 and May 5, 2029"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What did AZUL (AZUL) executive Daniel Tkacz report in this Form 4?

Daniel Tkacz reported receiving 196,172 restricted share rights in AZUL SA as equity compensation. The award is structured as rights to acquire common shares that vest over time, rather than an open-market stock purchase or sale.

How many AZUL (AZUL) shares are covered by Daniel Tkacz’s restricted grant?

The grant covers 196,172 rights to acquire AZUL SA common shares. These are equity-based awards under the company’s Restricted Shares Granting Plan and represent potential future shares, subject to vesting conditions tied to continued service.

What is the vesting schedule for Daniel Tkacz’s AZUL (AZUL) restricted shares?

The 196,172 restricted shares vest in three equal annual installments on May 5, 2027, May 5, 2028, and May 5, 2029. Vesting is contingent on Tkacz’s continued service with AZUL on each applicable vesting date.

Does Daniel Tkacz pay a price for his AZUL (AZUL) restricted shares?

The footnotes state no price per share for the initial grant, but if AZUL lacks sufficient treasury shares at vesting, Tkacz must subscribe for all vested restricted shares for a nominal total price of R$1.00 under the plan terms.

How many AZUL (AZUL) shares does Daniel Tkacz hold after this reported transaction?

After this transaction, the Form 4 shows Daniel Tkacz with 196,172 AZUL SA common shares directly owned. This reflects the reported restricted share grant position as of the transaction date in the filing.

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

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Accepted by SEC EDGAR 06/17/2026 - 07:01 PM EDT 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^*

Tkacz Daniel

(Last) (First) (Middle)

AV. MARCOS PENTEADO ULHOA RODRIGES

939 TAMBORE, BARUERI

(Street)

SAO PAULO 06460-040

(City) (State) (Zip)

BRAZIL

(Country)

2. Issuer Name and Ticker or Trading Symbol
AZUL SA [ AZUL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technical Officer

2a. Foreign Trading Symbol
[AZUL3]

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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
Common Shares	06/15/2026		A		196,172(1)	A	$0(2)	196,172	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a grant of 196,172 rights to acquire common shares pursuant to the terms of the Issuer's Restricted Shares Granting Plan and applicable documentation thereunder ("Restricted Shares"). The Restricted Shares vest in three equal annual installments on May 5, 2027, May 5, 2028 and May 5, 2029, contingent on the reporting person's continued service on each applicable vesting date.

2. In the event that the Issuer does not hold sufficient treasury shares for the settlement of the Restricted Shares on the applicable vesting date, the Reporting Person will be required to subscribe for the Restricted Shares for a nominal price of R$1.00 (one Brazilian real) for all Restricted Shares subject to vesting.

	/s/ John Peter Rodgerson, Attorney-in-Fact	06/17/2026
	** 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)