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AZUL SA (AZUXY) SEC Filings, Apr-Jun 2026

AZUXY OTC
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Azul SA reported that Chief Commercial Officer Marino Bicudo Daniel received a grant of 196,172 rights to acquire common shares under the company’s Restricted Shares Granting Plan. These restricted shares vest in three equal annual installments on May 5, 2027, May 5, 2028 and May 5, 2029, conditioned on his continued service on each vesting date.

If Azul does not hold enough treasury shares when vesting occurs, he will be required to subscribe for all vested restricted shares for a nominal price of R$1.00. Following this award, his reported direct holding related to this grant is 196,172 common shares-based rights.

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AZUL SA CEO John Peter Rodgerson reported an equity compensation grant of 2,452,149 rights to acquire common shares under the company’s Restricted Shares Granting Plan. These restricted shares vest in three equal annual installments on May 5, 2027, May 5, 2028 and May 5, 2029, contingent on his continued service on each vesting date.

If the company does not hold 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. Following this award, he is shown as directly holding 2,452,151 common shares.

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Azul SA Chief Financial Officer Antonio Carlos Garcia reported a compensation-related grant of 725,836 rights to acquire common shares, described as Restricted Shares. These awards vest in three equal annual installments on May 5, 2027, May 5, 2028 and May 5, 2029, conditioned on his continued service. Following this grant, he is shown holding 725,836 common shares directly. If Azul does not hold 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.

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Azul S.A. reports sharply improved first-quarter 2026 results as it completes its Chapter 11 reorganization and overhauls its balance sheet. Total loans and financing dropped from R$23.1 billion as of December 31, 2025 to R$9.7 billion as of March 31, 2026 after converting first- and second-lien debt into equity, issuing US$1.375 billion of 9.875% Exit Notes due 2031, and repaying its DIP financing.

Operating profit rose 32.2% to R$1.96 billion on higher yields and lower unit costs, while net profit jumped to R$6.02 billion, driven largely by a R$7.52 billion non-cash deferred tax asset and reorganization-related gains. Total cash reached R$2.09 billion, up 105.2% from year-end 2025, supported by a R$5.0 billion equity rights offering, although cash from operations remained modestly negative.

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AZUL SA director David Neeleman reported several equity changes tied to stock options and a recent reverse share split. On June 1, 2026, he exercised stock options to acquire a total of 2,469,338 common shares at an exercise price of R$1.00 per share, resulting in direct ownership of 2,469,511 common shares. A new stock option covering 36,856 common shares, with a nominal exercise price of R$1.00, was also granted and vested immediately.

Footnotes explain that a 150,000‑to‑1 reverse share split effective on April 23, 2026 reduced his previously reported direct holdings from 25,958,221 common shares to 173, and his indirect holdings via Saleb II Founder 1 LLC from 390,218 to 2 common shares. Saleb II Founder 1 LLC is wholly owned and controlled by Neeleman.

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Azul S.A. announced that its common shares and American depositary shares (ADSs), each representing two common shares, have been approved for listing on NYSE American. Subject to listing conditions, trading of the ADSs on NYSE American under the ticker "AZUL" is expected to begin on June 1, 2026, at market open.

Once this occurs, prices for the ADSs will no longer be quoted on OTC Markets. Azul’s common shares will continue to trade on Brazil’s B3 under the symbol AZUL3, and existing holders of common shares or ADSs are not required to take any action. The CEO described the NYSE American listing as an important milestone following the company’s restructuring and indicated Azul is on track to seek an uplisting to the New York Stock Exchange in early July 2026.

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Azul S.A. reports unaudited Q1 2026 results showing a major balance sheet restructuring after emerging from Chapter 11. Total revenue reached R$5.47 billion versus R$5.39 billion a year earlier, with operating profit rising to R$1.96 billion from R$1.48 billion, helped by a R$1.59 billion breakage gain related to Chapter 11.

The quarter includes large financial impacts from the reorganization. Debt-to-equity conversions, an Equity Rights Offering and new Exit Notes cut loans and financing from R$23.06 billion to R$9.71 billion and reduced leases. Recognition of R$7.52 billion in deferred tax assets turned a pre-tax loss into net profit of R$6.02 billion. Equity improved from a deficit of R$(29.04) billion to R$(3.77) billion, and the net working capital shortfall narrowed. Cash and cash equivalents increased to R$2.09 billion, supported by capital raises, though net cash from operations remained slightly negative. The company also completed a 150,000-to-1 reverse stock split and unified share classes, and confirmed new CFO Antônio Carlos Garcia.

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Azul S.A. delivered a record first‑quarter 2026 performance with operating revenue of R$5.5 billion and EBITDA of R$1.7 billion. Revenue rose 1.4% year-over-year, while EBITDA grew 22.6% and the EBITDA margin improved to 31.1%. Operating income reached R$1.0 billion, lifting the operating margin to 19.1%.

Cost discipline was evident as CASK fell 5.7% to R$35.55 cents despite a 2.7% capacity reduction, helped by restructuring-driven efficiencies and lower fuel prices. Net result was R$1,421.6 million, and adjusted net result narrowed sharply to a loss of R$44.4 million from R$1,816.6 million.

Liquidity and leverage improved markedly. Immediate liquidity reached R$4.7 billion, up 98.6% versus 1Q25, while gross debt dropped 42.3% year-over-year to R$20.6 billion. Net debt to LTM EBITDA using available liquidity fell to 2.4x, reflecting the impact of the completed financial restructuring and capital raises.

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AZUL SA Chief Financial Officer Antonio Carlos Garcia filed a Form 3 as a reporting person of the company. The insider data for this filing shows no reported purchases, sales, exercises, gifts, or other share transactions, indicating this is an initial status disclosure without trading activity.

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Azul S.A. reports that, together with B3, it has decided to suspend the previously announced process to cancel common share subscription warrants approved by its Board of Directors. The company says this was done in good faith, considering restrictions under its court-approved Chapter 11 Plan and the interests of investors and other stakeholders.

Azul is now evaluating with B3 how to proceed and will provide a further update in due course. Until a decision is reached, the start of trading of the subscription warrants on B3 will remain temporarily suspended to preserve investor rights and avoid harm to market participants.

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FAQ

How many AZUL SA (AZUXY) SEC filings are available on StockTitan?

StockTitan tracks 51 SEC filings for AZUL SA (AZUXY). Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for AZUL SA (AZUXY)?

The most recent SEC filing for AZUL SA (AZUXY) was filed on June 17, 2026.