PagSeguro Digital (NYSE: PAGS) AGM approves LTIP cap and re-elects board

Rhea-AI Filing Summary

PagSeguro Digital Ltd. held its Annual General Meeting, where shareholders approved the audited consolidated financial statements for the year ended December 31, 2025 and received the auditor’s report. This confirms the company’s 2025 results and closes out the prior financial year from a governance standpoint.

Shareholders also approved and ratified a Long-Term Incentive Plan, with awards in any financial year limited to a maximum of one percent of issued and outstanding Class A common shares. All eight incumbent directors, including Luis Frias and Vice Chairman Eduardo Alcaro, were re-elected to serve until the next annual meeting.

The meeting further ratified all actions taken by directors and officers during 2025 and up to the meeting date, providing formal shareholder backing for prior management decisions. A total of 90,017,456 Class A shares and 120,459,508 Class B shares were represented by proxy, and the meeting was declared duly convened with a quorum present.

Insights

Corporate governance analyst

Routine AGM confirms 2025 accounts, board slate and new LTIP cap.

The meeting outcomes are primarily governance-focused. Shareholders adopted the 2025 audited consolidated financial statements, giving formal approval to reported results and the auditor’s opinion. This is a standard annual step that closes the prior year from a shareholder-approval perspective.

The new Long-Term Incentive Plan is capped at awards of up to 1% of issued and outstanding Class A shares per financial year. This creates ongoing but relatively controlled potential equity dilution, subject to how aggressively the company grants awards.

All eight directors were re-elected and prior board and officer actions for 2025 were ratified, signaling continuity in leadership and strategy. The impact on valuation depends on future LTIP grants and any strategic decisions by this reaffirmed board, which will be seen in subsequent company disclosures.

Key Figures

LTIP annual cap: 1% of issued and outstanding Class A shares Financial year covered: Year ended December 31, 2025 Class A shares by proxy: 90,017,456 shares +2 more

5 metrics

LTIP annual cap 1% of issued and outstanding Class A shares Maximum LTIP share grants in any financial year

Financial year covered Year ended December 31, 2025 Audited consolidated financial statements approved

Class A shares by proxy 90,017,456 shares Class A shares represented by proxy at AGM

Class B shares by proxy 120,459,508 shares Class B shares represented by proxy at AGM

Directors re-elected 8 directors Board members re-elected until next AGM

Key Terms

Long-Term Incentive Plan, audited consolidated financial statements, Annual General Meeting, proxy, +1 more

5 terms

Long-Term Incentive Plan financial

"IT WAS RESOLVED THAT the ratification of a Long-Term Incentive Plan (the “LTIP Goals”)"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

audited consolidated financial statements financial

"the audited consolidated financial statements of the Company for the year ended December 31, 2025"

A set of financial reports that combine a parent company and all its subsidiaries into one overall picture, examined and verified by an independent auditor. Think of it as a household budget that merges every family member’s accounts and is then checked by a neutral accountant; it gives investors a single, trustworthy view of the group’s assets, debts, income and cash flow. That independent check matters because it reduces the chance of hidden problems and helps investors compare companies on a level playing field.

Annual General Meeting regulatory

"MINUTES of the Annual General Meeting of Members of the Company"

proxy regulatory

"Members represented by proxy listed in Schedule 2"

A proxy is the authorization a shareholder gives to another person or document to cast votes on their behalf at a company meeting. Think of it like handing someone your voting ticket so they can represent your choices on board elections, executive pay, mergers and other big decisions; it matters because proxies determine who controls the company and which proposals pass, directly affecting share value and investor returns.

articles of association regulatory

"in accordance with article 18.4 of the Company’s amended and restated articles of association"

A company's articles of association are its written rulebook that sets how the business is run, how decisions are made, and what rights owners and directors have—covering voting, meetings, appointment and removal of directors, share classes and dividend policies. For investors, these rules matter because they determine how easily control can change, what protections minority owners have, and how corporate actions (like issuing new shares or changing leadership) are approved, much like a home’s bylaws shaping what residents can and cannot do.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number: 001-38353

PagSeguro Digital Ltd.
(Name of Registrant)

Conyers Trust Company (Cayman) Limited,
Cricket Square, Hutchins Drive, P.O. Box 2681,
Grand Cayman, KY1-1111, Cayman Islands
(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes ☐ No ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ☐ No ☒

PAGSEGURO DIGITAL LTD.

(the “Company”)

MINUTES of the Annual General Meeting of Members of the Company held at Av. Brigadeiro Faria Lima, 1384, São Paulo, SP, Brazil, 01451-001, at 11 a.m. (local São Paulo time) on May 27, 2026.

Present:	Eduardo Alcaro, Director and Chairman Members present in person listed in Schedule 1 Members represented by proxy listed in Schedule 2
In attendance:	Victoria Rozsavolgyi Bortolin

1. CHAIRMAN

In the absence of the Chairman, Mr. Luis Frias, and in accordance with article 18.4 of the Company’s amended and restated articles of association (the “Articles”), the Vice Chairman, Mr. Eduardo Alcaro, shall act as chairman of the meeting (the “Chairman”).

2. OPENING OF MEETING

The Chairman opened the meeting and reported that due notice of the meeting had been given to those members entitled to receive it in accordance with the Company’s Articles and declared that, as a quorum was present, the meeting was duly convened.

3. BUSINESS OF THE MEETING

The Chairman reported that business of the meeting was to consider and, if thought fit, pass the proposed resolutions set out in the notice of the meeting.

4. FINANCIAL STATEMENTS

The Chairman noted that the audited consolidated financial statements of the Company for the year ended December 31, 2025 together with the auditor’s report thereon were laid before the meeting.

IT WAS RESOLVED THAT the audited consolidated financial statements of the Company for the year ended December 31, 2025 together with the auditor’s report thereon be and are received and adopted.

5. LONG TERM INCENTIVE PLAN

IT WAS RESOLVED THAT the ratification of a Long-Term Incentive Plan (the “LTIP Goals”) in the form approved by the directors and filed as an exhibit to the annual report for the year ended December 31, 2025 on Form 20-F be and is hereby approved and sanctioned, subject to the number of Shares granted under the LTIP Goals in any financial year not exceeding one percent of the total issued and outstanding Class A Common Shares of the Company in any such year.

6. DIRECTOR ELECTIONS

IT WAS RESOLVED THAT the following persons be and are hereby re-elected as directors of the Company to hold office until the next Annual General Meeting of the Company or until their respective successors have been elected or appointed or their office is otherwise vacated:

- Luis Frias

- Maria Judith de Brito

- Eduardo Alcaro

- Maria Carolina Ferreira Lacerda

- Cleveland Prates Teixeira

- Marcia Nogueira de Mello

- Artur Gaulke Schunck

- Alexandre Magnani

7. PRIOR ACTS

IT WAS RESOLVED THAT all actions taken by the directors and officers of the Company in relation to the business of the Company during the financial year ended December 31, 2025 and up to the date of this meeting be and are hereby ratified and confirmed.

8. CLOSE

There being no further business to be transacted the Chairman declared the meeting closed.

/s/Eduardo Alcaro

Eduardo Alcaro

Chairman

SCHEDULE 1

Shareholders present in person

Name of Shareholder		Number of Class A Shares		Number of Class B Shares
-		0		0

SCHEDULE 2

Shares represented by proxy

Number of Class A Shares represented by Proxy		Number of Class B Shares represented by Proxy
90,017,456		120,459,508

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: May 29, 2026

	PagSeguro Digital Ltd.
	By:	/s/ Gustavo Bahia Gama Sechin
	Name:	Gustavo Bahia Gama Sechin
	Title:	Chief Financial Officer and Chief Accounting Office

FAQ

What did PagSeguro Digital (PAGS) shareholders approve at the 2026 AGM?

Shareholders approved the 2025 audited consolidated financial statements and the related auditor’s report. They also ratified a Long-Term Incentive Plan and confirmed all prior actions of directors and officers for the 2025 financial year, formalizing support for management’s past decisions.

What is PagSeguro Digital’s new Long-Term Incentive Plan limit?

The Long-Term Incentive Plan allows equity awards each financial year up to one percent of the total issued and outstanding Class A common shares. This caps potential annual dilution from the plan while still providing room to grant share-based incentives to key personnel.

Were PagSeguro Digital (PAGS) directors re-elected at the 2026 Annual General Meeting?

Yes. All eight named directors were re-elected, including Luis Frias, Maria Judith de Brito, Eduardo Alcaro and others. They will serve until the next Annual General Meeting or until successors are chosen, maintaining continuity in the company’s board leadership structure.

How many PagSeguro Digital shares were represented by proxy at the AGM?

Proxies represented 90,017,456 Class A shares and 120,459,508 Class B shares at the meeting. This proxy representation helped establish a quorum, allowing the Annual General Meeting to be duly convened and the proposed resolutions to be considered and passed.

Did PagSeguro Digital shareholders ratify prior actions of directors and officers?

Yes. Shareholders ratified and confirmed all actions taken by directors and officers during the financial year ended December 31, 2025 and up to the meeting date. This resolution effectively endorses management and board decisions made over that period.

What financial period did PagSeguro Digital’s approved statements cover?

The approved audited consolidated financial statements cover the year ended December 31, 2025. Shareholders received and adopted these accounts together with the auditor’s report, providing formal shareholder acceptance of PagSeguro Digital’s 2025 financial reporting.