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Centrais Eletricas SEC Filings

EBR NYSE

Welcome to our dedicated page for Centrais Eletricas SEC filings (Ticker: EBR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The EBR SEC filings page aggregates regulatory documents for Brazilian Electric Power Company (EBR), identified in filings as Centrais Elétricas Brasileiras S.A. – Eletrobras and AXIA Energia. These filings, primarily on Form 6-K and Form 25, provide detailed insight into the company’s corporate purpose, capital structure, share classes, shareholder decisions and listing status of its American Depositary Shares.

Through its Form 6-K reports, the company furnishes minutes of Extraordinary General Meetings, consolidated voting maps and notices to shareholders. These documents explain how shareholders approved the creation of new preferred share classes (PNA1, PNB1, PNR and PNC), mandatory conversions of existing preferred shares, compulsory redemption of class R preferred shares, and amendments to the bylaws. They also set out the mechanics of tag-along rights, voting limits, poison pill thresholds and public tender offer obligations when certain ownership levels are reached.

Other 6-K filings focus on ADS programs and distributions, including the creation of Preferred Class B1 ADSs, the distribution of preferred class C ADSs, record dates for holders of common and preferred ADSs, and tax considerations for Brazilian resident and non-resident investors in connection with redemptions and capital gains. These filings are particularly relevant for investors holding EBR-related securities through depositary receipts.

A Form 25 (25-NSE) filing by the New York Stock Exchange LLC documents the removal from listing and/or registration of the American Depositary Shares of Brazilian Electric Power Co (each representing one preferred share) from the NYSE under Section 12(b) of the Securities Exchange Act of 1934. This filing is the key reference for understanding the delisting of that ADS class from the exchange.

On Stock Titan, these filings are updated as they are made available through EDGAR and can be paired with AI-powered summaries that highlight the main points of lengthy documents. Users can quickly see which filings address bylaw changes, share class restructurings, ADS distributions, tender offer rules or listing status, and then drill into the full text when more detail is needed.

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Centrais Elétricas Brasileiras S.A. – Eletrobras furnishes a Form 6-K containing the full updated bylaws of its listed vehicle AXIA Energia S.A. The document defines a large capital base of BRL 70.1 billion split into multiple share classes, including voting common, several preferred series and a special golden share held by Brazil’s Federal Government.

Key rules include a 10% cap on voting power per shareholder or group, mandatory tender offers if voting control passes 30% or 50%, and detailed rights for each share class. Class C preferred shares carry votes but must be converted or redeemed between 2026 and 2031, with automatic redemption mechanisms above a 15% voting threshold. The bylaws also formalize the Federal Government’s board representation and veto over changes to voting limits, alongside robust board, committee, audit, risk and dividend frameworks with a minimum payout of 25% of adjusted net income.

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Centrais Elétricas Brasileiras S.A. – Eletrobras (AXIA Energia) reports that the Brazilian Federal Government has exercised its exclusive right, under a Conciliation Agreement and the company’s bylaws, to nominate its representatives to the company’s Fiscal Council.

By Official Letter No. 215/2026/GM-MME, the Ministry of Mines and Energy indicated Daniel Vieira Sarapu as full member and Regis Anderson Dudeno as his alternate for the Fiscal Council seat reserved to the Federal Government. The company states that both nominees are undergoing integrity and eligibility assessments, with results to be presented to shareholders at the Annual and Extraordinary General Meeting scheduled for April 15, 2026.

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Centrais Elétricas Brasileiras S.A. – Eletrobrás reported voting results from an Extraordinary General Meeting scheduled for April 15, 2026. A proposal to change the corporate name to AXIA Energia S.A. received 803,695,673 votes for, 7,054 against and 15,153,765 abstentions and blanks.

A bylaw amendment enhancing executive powers drew 773,553,748 votes for, 132,732 against and 45,170,012 abstentions and blanks, while restating the bylaws attracted similar support. A Performance Share Grant Plan as a long-term incentive for statutory executive officers saw a closer split, with 391,497,524 votes for, 382,104,920 against and 45,254,048 abstentions and blanks.

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Centrais Elétricas Brasileiras S.A. – Eletrobrás filed a Form 6-K presenting the consolidated distance voting map for its Ordinary General Meeting scheduled for April 15, 2026. Shareholders largely approved management’s 2025 Management Report and complete annual financial statements, as well as the proposed allocation of 2025 results and distribution of dividends.

They also approved the annual aggregate compensation for officers, directors, advisory committee members and Fiscal Council members for fiscal year 2026. The document details votes for several Fiscal Council slates and includes a resolution on waiving the requirements of Article 147, paragraph 3, of Law No. 6,404/76 for nominee José Reinaldo Magalhães. Standard Brazilian and U.S. forward‑looking statement cautions are included, outlining macroeconomic, regulatory, hydrological and financial risks that could cause future results to differ from current expectations.

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Centrais Elétricas Brasileiras S.A. – Eletrobras reported shareholder voting results on a proposal to seek admission of its shares to B3’s Novo Mercado special listing segment and on related share-structure changes.

For the Novo Mercado migration authorization, shareholders cast 1.127.515.375 votes in favor, 82.996 against and 45.155.727 abstentions. For the conversion of all class A1 preferred shares (PNA1) into common shares at a ratio of 1.1 common share for each PNA1 share, totals were 1.123.908.482 votes for, 3.431.812 against and 45.413.804 abstentions. The PNA1 conversion is subject to approval at a special PNA1 holders’ meeting, approval of a separate PNB1 conversion proposal and authorization by B3 for the Novo Mercado migration.

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Centrais Elétricas Brasileiras S.A. – Eletrobras, also referred to as AXIA Energia, reports the nomination of candidates to its Fiscal Council by common and Class “C” preferred shareholders, including funds managed by SPX Gestão de Recursos and a group led by Banco Clássico and Radar.

The company highlights candidate José Reinaldo Magalhães, who serves on the boards of CEMIG and TAESA, described as competing companies. His eligibility to the Fiscal Council is expressly conditioned on shareholders granting a waiver of Brazilian law and bylaw requirements regarding such positions and potential conflicts.

The nominating shareholders emphasize his experience, reputation, and technical expertise, and propose that he refrain from accessing information or taking part in discussions at AXIA Energia’s Fiscal Council involving the electric power transmission segment while his current roles continue.

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Centrais Elétricas Brasileiras S.A. – Eletrobras has resubmitted the Remote Voting Ballot for its Annual and Extraordinary General Meeting scheduled for April 15, 2026, at 2:00 p.m. The change adds a resolution on waiving requirements in Brazilian Law 6,404/76 for fiscal council candidate José Reinaldo Magalhães.

Magalhães serves on the boards of CEMIG and TAESA, which compete with Eletrobras, and he is also a candidate for reelection to TAESA’s board. Voting instructions already sent remain valid, but shareholders may submit or resubmit ballots until April 11, 2026, preferably using the same service provider to avoid inconsistencies.

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Centrais Elétricas Brasileiras S.A. – Eletrobras plans to change its corporate name to Axia Energia S.A., subject to shareholder approval. Management has submitted a bylaw amendment for a vote at the Annual and Extraordinary General Meeting on April 15, 2026.

The proposal requires an absolute majority of outstanding common and class “C” preferred shares. If approved and registered with the Commercial Registry in Rio de Janeiro, the new legal name will be adopted. The company states the change will not affect its corporate purpose, capital, governance, operations, assets, liabilities, contracts, or regulatory commitments.

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Centrais Elétricas Brasileiras S.A. – Eletrobras approved the conversion of its class A1 and B1 preferred shares (PNA1 and PNB1) into common shares as part of its migration to B3’s Novo Mercado segment. Holders of PNA1 and PNB1 who dissented at the special meetings and held their shares since the close of trading on February 18, 2026 are entitled to appraisal rights.

Dissenting shareholders may redeem all of their PNA1 and/or PNB1 shares at a redemption value of R$ 40.6218599632 per share, calculated from the 2025 financial statements to be considered at the general meeting on April 15, 2026. The appraisal rights exercise period is expected to run until May 4, 2026, with detailed procedures set out for shares held via the bookkeeping agent or B3’s central depository. The company may later convene a meeting to ratify or reconsider the conversion if paying the redemption amount could jeopardize its financial stability, and outlines Brazilian tax treatment, including IRRF withholding of up to 25% for certain non-resident investors.

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Eletrobras reports that shareholders approved several major governance and capital-structure changes at an extraordinary general meeting. They authorized management to apply for migration to B3’s Novo Mercado segment and to implement the effective migration once all conditions are met.

Shareholders approved converting PNA1 and PNB1 preferred shares into common shares at a ratio of 1.1 common share for each preferred share, subject to specified suspensive conditions and regulatory consent from ANEEL. They also approved a full amendment and restatement of the bylaws to reflect the preferred-share conversions, update capital information and incorporate Novo Mercado requirements.

The new bylaws set capital at BRL 100,135,201,429.75, divided into common shares, class “C” preferred shares and a special preferred share held by the Federal Government. The bylaws introduce a 10% voting cap per shareholder or group, mandatory tender offers at 30% and 50% control thresholds with significant premiums, and detailed rules for conversion and redemption of class “C” preferred shares between 2026 and 2031. They also formalize Federal Government rights to elect board and Fiscal Council members separately, with those rights tapering and ultimately expiring if its voting stake falls below defined levels.

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FAQ

How many Centrais Eletricas (EBR) SEC filings are available on StockTitan?

StockTitan tracks 118 SEC filings for Centrais Eletricas (EBR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Centrais Eletricas (EBR)?

The most recent SEC filing for Centrais Eletricas (EBR) was filed on April 16, 2026.