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Petrobras (NYSE: PBR) CEO reports 19,444 phantom share units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PETROBRAS - PETROLEO BRASILEIRO SA CEO Magda Maria de Regina Chambriard reported her current phantom share position under the Petrobras Performance Award Program. The filing shows 19,444.92 phantom shares referenced to PETR3 common shares, with a convenience exercise price of $6.62 per underlying share.

Footnotes explain these phantom shares are cash-settled upon vesting, vest in four equal annual installments, and receive additional credited units when Petrobras pays dividends or interest on equity. The reported price is based on a 33.02 BRL weighted average PETR3 share price in 2025, converted using a 4.988 BRL per 1.00 USD exchange rate.

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Insider Chambriard Magda Maria de Regina
Role CEO
Type Security Shares Price Value
holding Phantom Shares -- -- --
Holdings After Transaction: Phantom Shares — 19,444.92 shares (Direct, null)
Footnotes (1)
  1. Phantom shares are granted pursuant to the Petrobras Performance Award Program. The phantom shares are referenced to the PETR3 common share price and are settled in cash upon vesting. The deferred portion of the award vests in four equal annual instalments. Additional phantom shares are credited proportionally upon the payment of dividends or interest on equity by the company. Weighted average of the last 60 trading sessions of Petrobras common shares in 2025, resulting in 33.02 BRL. The average is calculated as the sum of Turnover divided by the sum of Volume over these last 60 trading sessions. The price reported in column 2 is a convenience conversion of the 33.02 BRL per share into U.S. dollars based on the Central Bank of Brazil exchange rate of 4.988 BRL per 1.00 USD on April 30, 2026. Additional phantom shares credited as a result of Petrobras Performance Award Program of 2025 fiscal year.
Phantom share holdings 19,444.92 units Underlying PETR3 shares following reported holding
Convenience exercise price $6.62 per share Price reported for phantom shares in Form 4
Weighted average PETR3 price 33.02 BRL per share Last 60 trading sessions of 2025
FX rate used 4.988 BRL per 1.00 USD Conversion rate applied on April 30, 2026
Phantom shares financial
"Phantom shares are granted pursuant to the Petrobras Performance Award Program."
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.
Petrobras Performance Award Program financial
"Phantom shares are granted pursuant to the Petrobras Performance Award Program."
PETR3 financial
"The phantom shares are referenced to the PETR3 common share price"
interest on equity financial
"Additional phantom shares are credited proportionally upon the payment of dividends or interest on equity by the company."
weighted average financial
"Weighted average of the last 60 trading sessions of Petrobras common shares in 2025"
A weighted average is a way of calculating an overall number when some items matter more than others by giving each item a different level of importance, or weight. Investors use weighted averages to combine figures like prices, returns or earnings so the result reflects the size or significance of each part — like grading a class where a final exam counts more than a quiz, producing a score that better represents true performance.
Form 4 Insider Transactions: What Each Field Means →
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*
Chambriard Magda Maria de Regina
(Last)(First)(Middle)
RUA HENRIQUE VALADARES 28
19 TH FLOOR, A TOWER
(Street)
RIO DE JANEIRORIO DE JANEIRO20231-030
(City)(State)(Zip)
BRAZIL
(Country)		2. Issuer Name and Ticker or Trading Symbol
PETROBRAS - PETROLEO BRASILEIRO SA [ PBR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
[PETR3]
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026		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
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
Phantom Shares(1)$6.62(2) (3) (3)PETR319,444.9228,733.37D
Explanation of Responses:
1. Phantom shares are granted pursuant to the Petrobras Performance Award Program. The phantom shares are referenced to the PETR3 common share price and are settled in cash upon vesting. The deferred portion of the award vests in four equal annual instalments. Additional phantom shares are credited proportionally upon the payment of dividends or interest on equity by the company.
2. Weighted average of the last 60 trading sessions of Petrobras common shares in 2025, resulting in 33.02 BRL. The average is calculated as the sum of Turnover divided by the sum of Volume over these last 60 trading sessions. The price reported in column 2 is a convenience conversion of the 33.02 BRL per share into U.S. dollars based on the Central Bank of Brazil exchange rate of 4.988 BRL per 1.00 USD on April 30, 2026.
3. Additional phantom shares credited as a result of Petrobras Performance Award Program of 2025 fiscal year.
/s/ Magda Maria de Regina Chambriard04/30/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider position did Petrobras (PBR) CEO report on this Form 4?

The CEO reported holding 19,444.92 phantom shares tied to PETR3 common shares. These are part of the Petrobras Performance Award Program and are settled in cash upon vesting, rather than delivering actual Petrobras stock.

How are Petrobras (PBR) phantom shares under the Performance Award Program structured?

The phantom shares are referenced to PETR3 common share prices and are settled in cash upon vesting. The deferred portion vests in four equal annual installments, providing long-term, share-price-linked incentive compensation to the reporting executive.

What price per share is used for Petrobras (PBR) phantom share calculations?

The filing cites a 33.02 BRL weighted average price for Petrobras common shares in 2025. This was converted using a 4.988 BRL per 1.00 USD exchange rate to derive a convenience U.S. dollar price reported in the form.

Do Petrobras (PBR) phantom shares receive dividends or similar adjustments?

Yes. The footnotes state additional phantom shares are credited proportionally whenever Petrobras pays dividends or interest on equity. This mechanism adjusts the phantom share balance to reflect cash distributions made to common shareholders over time.

How do Petrobras (PBR) phantom shares under this plan vest and pay out?

The deferred portion of the award vests in four equal annual installments. Once vested, the phantom shares are settled in cash based on the referenced PETR3 share price, rather than delivering actual Petrobras shares to the executive.

What does the Petrobras (PBR) Form 4 reveal about derivative holdings?

The Form 4 shows a derivative position labeled Phantom Shares with 19,444.92 underlying PETR3 shares at a convenience exercise price of $6.62 per share. These represent unexercised, cash-settled incentive units held directly by the CEO.