Embraer (ERJ) CEO receives 41,279 phantom shares as equity award

Q: What are Phantom Shares reported in the Embraer (ERJ) Form 4 filing?

The filing states that each share of phantom stock is the economic equivalent of one share of Embraer common stock. They are a form of deferred, stock-linked compensation rather than traded shares, giving economic exposure to Embraer’s share price without immediate share issuance.

Q: When do the Embraer (ERJ) CEO’s reported phantom shares expire?

The Form 4 shows phantom stock positions expiring on March 14, 2027 , March 13, 2028 , and April 23, 2029 . Each grant has its own expiration date, defining how long the economic rights equivalent to Embraer common stock are in effect for the CEO.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

EMBRAER S.A. Chief Executive Officer Francisco Gomes Neto reported a new equity-based compensation grant on a Form 4. He received 41,279 Phantom Shares on April 23, 2026, each economically equivalent to one share of Embraer common stock, with an exercise and expiration date of April 23, 2029 and a conversion price of $0.00.

After this grant, he also reports existing phantom stock holdings economically tied to 48,769 underlying common shares expiring on March 13, 2028 and 125,830 underlying common shares expiring on March 14, 2027. The filing shows no open-market purchases or sales, only compensation-related and holding entries.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Neto Francisco Gomes

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Phantom Shares	41,279	$0.00	--
holding	Phantom Shares	--	--	--
holding	Phantom Shares	--	--	--

Holdings After Transaction: Phantom Shares — 41,279 shares (Direct, null)

Footnotes (1)

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Key Figures

New phantom share grant: 41,279 Phantom Shares Existing phantom position 1: 48,769 underlying shares Existing phantom position 2: 125,830 underlying shares +2 more

5 metrics

New phantom share grant 41,279 Phantom Shares Grant to CEO on April 23, 2026 at $0.00 price

Existing phantom position 1 48,769 underlying shares Phantom Shares expiring March 13, 2028

Existing phantom position 2 125,830 underlying shares Phantom Shares expiring March 14, 2027

Exercise/Conversion price $0.00 per phantom share Applies to reported phantom stock awards

Derivative transaction count 1 transaction One grant/award acquisition; no buys or sells

Key Terms

Phantom Shares, phantom stock, Form 4, derivative, +1 more

5 terms

Phantom Shares financial

"security_title": "Phantom Shares""

Phantom shares are a form of employee or executive compensation that mimics the economic value of owning company stock without actually issuing real shares; holders receive cash or equivalent payments tied to the company’s share price or dividends. Think of it like a receipt that pays out if the stock rises — it aligns managers’ interests with shareholders but does not dilute ownership, while creating a future cash obligation that investors should watch as it can affect company cash flow and valuation.

phantom stock financial

"Each share of phantom stock is the economic equivalent of one share"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

derivative financial

""transaction_type": "derivative""

A derivative is a financial contract whose value depends on the price or performance of another asset or measure — for example a stock, index, interest rate, commodity, or currency. Investors use derivatives like insurance or leveraged bets to hedge risk, speculate, or gain exposure without owning the underlying asset; they can protect portfolios but also amplify losses and introduce counterparty and market risk.

underlying security financial

""underlying_security_title": "Common Shares""

Form 4 Insider Transactions: What Each Field Means →

04/27/2026 - 05:26 PM

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^*

Neto Francisco Gomes

(Last)

(First)

(Middle)

AVENIDA DRA. RUTH CARDOSO, 8501

30TH FLOOR (PART 2), PINHEIROS

(Street)

SAO PAULO

05425-070

(City)

(State)

(Zip)

BRAZIL

(Country)

2. Issuer Name and Ticker or Trading Symbol
EMBRAER S.A. [ EMBJ ]

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

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

2a. Foreign Trading Symbol
[EMBJ3]

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Shares	⁽¹⁾							03/14/2027	03/14/2027	Common Shares	125,830		125,830	D
Phantom Shares	⁽¹⁾							03/13/2028	03/13/2028	Common Shares	48,769		48,769	D
Phantom Shares	⁽¹⁾	04/23/2026		A		41,279		04/23/2029	04/23/2029	Common Shares	41,279	$0	41,279	D

Explanation of Responses:

1. Each share of phantom stock is the economic equivalent of one share of Embraer S.A. common stock.

	/s/ Francisco Gomes Neto	04/27/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did EMBRER S.A. (ERJ) report for its CEO?

Embraer reported that CEO Francisco Gomes Neto received a grant of 41,279 Phantom Shares on April 23, 2026. These phantom shares are equity-based compensation, each economically equivalent to one Embraer common share, and are not an open-market stock purchase or sale.

What are Phantom Shares reported in the Embraer (ERJ) Form 4 filing?

The filing states that each share of phantom stock is the economic equivalent of one share of Embraer common stock. They are a form of deferred, stock-linked compensation rather than traded shares, giving economic exposure to Embraer’s share price without immediate share issuance.

How many phantom shares tied to Embraer (ERJ) stock does the CEO hold after this filing?

After the reported transactions, the CEO shows phantom stock positions economically tied to 41,279, 48,769, and 125,830 underlying Embraer common shares. These positions have different expiration dates in 2027, 2028, and 2029, reflecting multiple compensation awards.

Does the Embraer (ERJ) Form 4 show the CEO buying or selling stock in the market?

No open-market buy or sell transactions are reported in this Form 4. The filing instead shows a grant of 41,279 Phantom Shares as compensation and two entries classed as holdings, which reflect previously awarded phantom stock positions tied to Embraer common shares.

When do the Embraer (ERJ) CEO’s reported phantom shares expire?

The Form 4 shows phantom stock positions expiring on March 14, 2027, March 13, 2028, and April 23, 2029. Each grant has its own expiration date, defining how long the economic rights equivalent to Embraer common stock are in effect for the CEO.