Phantom share award details for Petrobras (NYSE: PBR) product chief

Rhea-AI Filing Summary

PETROBRAS - PETROLEO BRASILEIRO SA reported a holding entry for Chief Product Officer William Franca Da Silva related to its long-term incentive plan. The filing shows 16,232.2800 phantom shares referenced to PETR3 common shares, with the same number of underlying shares following the reported entry.

These phantom shares are part of the Petrobras Performance Award Program, settle in cash upon vesting, and the deferred portion vests in four equal annual installments. Additional phantom shares are credited proportionally when Petrobras pays dividends or interest on equity.

The award value is tied to a weighted average PETR3 price of 33.02 BRL over the last 60 trading sessions of 2025, which the company converts for disclosure purposes using a 4.988 BRL per 1.00 USD exchange rate, resulting in a reference price of $6.62 per share.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Da Silva William Franca

Role Chief Product Officer

Type	Security	Shares	Price	Value
holding	Phantom Shares	--	--	--

Holdings After Transaction: Phantom Shares — 16,232.28 shares (Direct)

Footnotes (3)

1. F1. 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. F2. 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. F3. Additional phantom shares credited as a result of Petrobras Performance Award Program of 2025 fiscal year.

Key Figures

Phantom share balance: 16,232.2800 phantom shares Underlying PETR3 shares: 16,232.2800 shares Weighted average PETR3 price: 33.02 BRL per share +2 more

5 metrics

Phantom share balance 16,232.2800 phantom shares Underlying PETR3-referenced phantom shares after reported entry

Underlying PETR3 shares 16,232.2800 shares Underlying security shares referenced by phantom shares

Weighted average PETR3 price 33.02 BRL per share Last 60 trading sessions of Petrobras common shares in 2025

FX rate used 4.988 BRL per 1.00 USD Conversion rate applied to translate BRL share price to USD

USD reference price $6.62 per share Convenience conversion of 33.02 BRL PETR3 price into U.S. dollars

Key Terms

Phantom shares, Petrobras Performance Award Program, interest on equity

3 terms

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."

interest on equity financial

"Additional phantom shares are credited proportionally upon the payment of dividends or interest on equity by the company."

A payment a company makes to its shareholders that compensates them for the capital they provided, similar to how a lender receives interest on a loan. In some accounting or tax systems this payment is treated like interest rather than a regular dividend, which can change a company’s reported profit, cash flow and the taxable income of investors; that treatment affects shareholder returns and valuation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 05/04/2026 - 07:14 PM Learn about SEC filing dates

FAQ

What did the Petrobas (PBR) Form 4 filing report for William Franca Da Silva?

The Form 4 reports a holding entry for Chief Product Officer William Franca Da Silva tied to Petrobras’ Performance Award Program, reflecting 16,232.2800 phantom shares referenced to PETR3 common shares and settled in cash upon vesting under the company’s long-term incentive structure.

What are phantom shares in the Petrobras (PBR) Performance Award Program?

Phantom shares are cash-settled awards referenced to PETR3 common share prices. They vest over time, do not represent actual shares, and pay out in cash at vesting, aligning executive incentives with Petrobras’ share performance without issuing additional equity.

How many phantom shares does the Petrobras (PBR) CPO hold after this filing?

After the reported entry, the Chief Product Officer is shown with 16,232.2800 phantom shares, with the same number of underlying PETR3 shares referenced. This figure represents the phantom share balance associated with the Performance Award Program at the time of the filing.

How is the Petrobras (PBR) phantom share award price determined?

The phantom share award uses a weighted average PETR3 price of 33.02 BRL over the last 60 trading sessions of 2025. Petrobras converts this to U.S. dollars using a 4.988 BRL per 1.00 USD exchange rate, yielding a reference price of $6.62 per share.

How do dividends affect Petrobras (PBR) phantom share awards?

When Petrobras pays dividends or interest on equity, additional phantom shares are credited proportionally to participants. This mechanism adjusts phantom share balances so that award holders reflect the value effect of cash distributions made on PETR3 common shares over time.

How do Petrobras (PBR) phantom shares vest for executives?

The deferred portion of Petrobras’ phantom share awards vests in four equal annual installments. At each vesting date, the phantom shares are settled in cash based on PETR3 share performance, supporting long-term alignment between executives and the company’s common shareholders.

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^*

Da Silva William Franca

(Last) (First) (Middle)

28, HENRIQUE VALADARES AVE

19TH FLOOR, A TOWER

(Street)

RIO DE JANEIRO RIO DE JANEIRO 20231-030

(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)

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

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)

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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Shares(1)	$6.62(2)							(3)	(3)	PETR3	16,232.28		40,259.8	D

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/ William Franca da Silva	04/30/2026
	** 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)