STOCK TITAN

Cosan (CSAN) CEO adds 4.04M CSAN3 shares across two May buys

Filing Impact
(Very High)
Filing Sentiment
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

Cosan S.A. Chief Executive Officer Marcelo Eduardo Martins reported substantial open-market share purchases alongside adjustments to his long-term incentive holdings. On April 10, he bought 1,599,086 shares of common stock (BVMF: CSAN3) at 7.0482 per share, lifting his direct common stock position to 3,120,178 shares. On May 19, he purchased another 2,441,528 common shares at 5.14 per share, increasing his direct common stock holdings to 4,890,286 shares.

On the same dates, Form 4 records J-code “other” transactions in Long Term Incentive entries linked to Cosan’s Long-Term Incentive Programs, covering 1,552,511 shares on April 10 and 2,441,528 shares on May 19. A separate line shows direct holdings of 1,613,666 Cosan ADSs as of April 10, with each ADS representing four common shares.

Positive

  • None.

Negative

  • None.
Insider Martins Marcelo Eduardo
Role Chief Executive Officer
Bought 4,040,614 shs ($23.82M)
Type Security Shares Price Value
Purchase COMMON STOCK (BVMF: CSAN3) 2,441,528 $5.14 $12.55M
Other LONG TERM INCENTIVE (BVMF: CSAN3) 2,441,528 $5.14 $12.55M
Purchase COMMON STOCK (BVMF: CSAN3) 1,599,086 $7.0482 $11.27M
Other LONG TERM INCENTIVE (BVMF: CSAN3) 1,552,511 $7.0482 $10.94M
holding ADS CSAN -- -- --
Holdings After Transaction: COMMON STOCK (BVMF: CSAN3) — 4,890,286 shares (Direct, null); LONG TERM INCENTIVE (BVMF: CSAN3) — 2,353,314 shares (Direct, null); ADS CSAN — 1,613,666 shares (Direct, null)
Footnotes (1)
  1. Brazilian reais. Right to receive shares resulting from Long-Term Incentive Programs - The Program designates eligible individuals of the Cosan Group who are granted shares, subject to continued service with the Group for a specified period (vesting), and which may also be linked to the achievement of certain performance targets. As of this date, the amount reported represents the number of shares granted to the reporting person. Such amount may increase or decrease as of the actual delivery date, depending on the level of achievement of the applicable targets and the applicable tax effects. All amounts are shown in gross terms. Each American Depositary Shares represents four shares of Common Stock.
Open-market purchase (April 10) 1,599,086 shares at R$7.0482 COMMON STOCK (BVMF: CSAN3) on April 10, 2026
Open-market purchase (May 19) 2,441,528 shares at R$5.14 COMMON STOCK (BVMF: CSAN3) on May 19, 2026
Common stock after May 19 4,890,286 shares Total direct common stock holdings following May 19 transaction
Common stock after April 10 3,120,178 shares Total direct common stock holdings following April 10 transaction
Long-term incentive April 10 1,552,511 shares Long Term Incentive entry, other transaction code J on April 10
Long-term incentive May 19 2,441,528 shares Long Term Incentive entry, other transaction code J on May 19
ADS holdings 1,613,666 ADSs ADS CSAN direct holding as of April 10; each ADS = 4 shares
Total shares bought 4,040,614 shares Net buy shares across reported open-market purchases
Long-Term Incentive Programs financial
"Right to receive shares resulting from Long-Term Incentive Programs - The Program designates eligible individuals..."
vesting financial
"granted shares, subject to continued service with the Group for a specified period (vesting)..."
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.
performance targets financial
"which may also be linked to the achievement of certain performance targets."
American Depositary Shares financial
"Each American Depositary Shares represents four shares of Common Stock."
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
open-market purchase financial
"transaction_action": "open-market purchase""
An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.
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*
Martins Marcelo Eduardo

(Last)(First)(Middle)
AV. BRIGADEIRO FARIA LIMA
4,100 16TH FLOOR

(Street)
SAO PAULO04538- 132

(City)(State)(Zip)

BRAZIL

(Country)
2. Issuer Name and Ticker or Trading Symbol
Cosan S.A. [ CSAN3 ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
[CSAN3]
3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026
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 STOCK (BVMF: CSAN3)04/10/2026P1,599,086A$7.0482(1)3,120,178D
COMMON STOCK (BVMF: CSAN3)05/19/2026P2,441,528A$5.14(1)4,890,286D
LONG TERM INCENTIVE (BVMF: CSAN3)(2)04/10/2026J1,552,511D$7.0482(1)4,794,842D
LONG TERM INCENTIVE (BVMF: CSAN3)(2)05/19/2026J2,441,528D$5.14(1)2,353,314D
ADS CSAN(3)1,613,666D
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
Explanation of Responses:
1. Brazilian reais.
2. Right to receive shares resulting from Long-Term Incentive Programs - The Program designates eligible individuals of the Cosan Group who are granted shares, subject to continued service with the Group for a specified period (vesting), and which may also be linked to the achievement of certain performance targets. As of this date, the amount reported represents the number of shares granted to the reporting person. Such amount may increase or decrease as of the actual delivery date, depending on the level of achievement of the applicable targets and the applicable tax effects. All amounts are shown in gross terms.
3. Each American Depositary Shares represents four shares of Common Stock.
/s/ Marcelo Eduardo Martins05/21/2026
** 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)

FAQ

What did Cosan (CSAN) CEO Marcelo Eduardo Martins report in this Form 4?

He reported significant open-market purchases of Cosan common stock plus changes to long-term incentive entries. The filing also updates his direct holdings of American Depositary Shares, which each represent four underlying common shares of Cosan stock.

How many Cosan shares did the CEO buy according to the Form 4?

The CEO bought a total of 4,040,614 common shares in two transactions. He purchased 1,599,086 shares on April 10 and 2,441,528 shares on May 19 in open-market or private transactions at stated Brazilian real prices.

At what prices did the Cosan CEO purchase CSAN3 shares in these transactions?

He bought shares at two different Brazilian real prices. On April 10, he purchased common stock at R$7.0482 per share, and on May 19 he purchased additional shares at R$5.14 per share, as disclosed in the Form 4 transaction details.

What are the Cosan CEO’s direct common stock holdings after these purchases?

After the April 10 purchase, his direct common stock holdings were 3,120,178 shares. Following the May 19 open-market purchase, his direct common stock position increased further to 4,890,286 shares, according to the total shares following transaction entries.

How are long-term incentive shares described in Cosan (CSAN) CEO’s Form 4?

Long-term incentive entries reflect rights to receive shares under Cosan Group Long-Term Incentive Programs. These grants depend on continued service, achievement of performance targets, and tax effects, so the final share amount can increase or decrease by the actual delivery date.

What does the Form 4 say about Cosan ADS holdings for the CEO?

The filing lists a direct holding of 1,613,666 Cosan ADSs as of April 10. A footnote explains that each American Depositary Share represents four shares of Cosan common stock, linking the ADS position to the underlying local shares.