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Suzano (SUZ) VP details common, restricted and phantom share holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Suzano S.A. executive Grimaldi Leonardo Barreto de Araujo, VP of Pulp Commercial and Logistics, has filed an initial ownership report. He holds 2,740 common shares directly, plus 197,798 Performance Restricted Shares and several blocks of phantom and performance phantom shares referenced to Suzano common shares.

The phantom and performance phantom shares are cash-settled awards that track the price of one Suzano common share each and vest on future dates, such as 03/01/2026, 03/01/2027, 03/01/2028, and 04/01/2028, subject to performance and other conditions. Some performance phantom awards can deliver additional value based on Total Shareholder Return, which may vary between 75% and 125% depending on Suzano’s share performance versus Brazilian industry peers.

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Insider Grimaldi Leonardo Barreto de Araujo
Role VP of Pulp Commercial and Log.
Type Security Shares Price Value
holding Phantom Shares -- -- --
holding Phantom Shares -- -- --
holding Phantom Shares -- -- --
holding Performance Phantom Shares -- -- --
holding Performance Phantom Shares -- -- --
holding Phantom Shares -- -- --
holding Performance Phantom Shares -- -- --
holding Phantom Shares -- -- --
holding Phantom Shares -- -- --
holding Performance Phantom Shares -- -- --
holding Common shares -- -- --
holding Performance Restricted Shares -- -- --
Holdings After Transaction: Phantom Shares — 5,385 shares (Direct); Performance Phantom Shares — 24,920 shares (Direct); Common shares — 2,740 shares (Direct); Performance Restricted Shares — 197,798 shares (Direct)
Footnotes (1)
  1. Upon vesting, additional common shares may be delivered subject to the satisfaction of certain performance condition - the share price at the time of redemption is multiplied by the Total Shareholder Return (TSR) during the period (which varies between 75% and 125%), depending on the performance of the SUZB3 share in relation to its industry peers in Brazil). Cash settled phantom shares granted on 03/01/2024 and vesting on 03/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 03/01/2023 and vesting on 03/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 03/01/2022 and vesting on 03/01/2026, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 05/13/2024 and vesting on 04/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting . Cash settled phantom shares granted on 04/01/2025 and vesting on 04/01/2028, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 03/01/2024 and vesting on 03/01/2028, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 04/01/2023 and vesting on 04/01/2026, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 03/01/2025 and vesting on 03/01/2028, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 03/01/2023 and vesting on 03/01/2026, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting. Cash settled phantom shares granted on 05/13/2024 and vesting on 04/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Grimaldi Leonardo Barreto de Araujo
(Last) (First) (Middle)
AV BRIG FARIA LIMA, 1355
(Street)
SAO PAULO D5 01452-002
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/28/2018 		3. Issuer Name and Ticker or Trading Symbol
Suzano S.A. [ SUZ ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP of Pulp Commercial and Log.
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common shares 2,740 D
Performance Restricted Shares 197,798(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Shares (2) (2) Common shares 5,385 (2) D
Phantom Shares (3) (3) Common shares 7,970 (3) D
Phantom Shares (4) (4) Common shares 5,085 (4) D
Performance Phantom Shares (5) (5) Common shares 24,920 (5) D
Performance Phantom Shares (6) (6) Common shares 27,161 (6) D
Phantom Shares (7) (7) Common shares 5,385 (7) D
Performance Phantom Shares (8) (8) Common shares 45,194 (8) D
Phantom Shares (9) (9) Common shares 20,917 (9) D
Phantom Shares (10) (10) Common shares 16,729 (10) D
Performance Phantom Shares (11) (11) Common shares 41,532 (11) D
Explanation of Responses:
1. Upon vesting, additional common shares may be delivered subject to the satisfaction of certain performance condition - the share price at the time of redemption is multiplied by the Total Shareholder Return (TSR) during the period (which varies between 75% and 125%), depending on the performance of the SUZB3 share in relation to its industry peers in Brazil).
2. Cash settled phantom shares granted on 03/01/2024 and vesting on 03/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
3. Cash settled phantom shares granted on 03/01/2023 and vesting on 03/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
4. Cash settled phantom shares granted on 03/01/2022 and vesting on 03/01/2026, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
5. Cash settled phantom shares granted on 05/13/2024 and vesting on 04/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting .
6. Cash settled phantom shares granted on 04/01/2025 and vesting on 04/01/2028, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
7. Cash settled phantom shares granted on 03/01/2024 and vesting on 03/01/2028, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
8. Cash settled phantom shares granted on 04/01/2023 and vesting on 04/01/2026, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
9. Cash settled phantom shares granted on 03/01/2025 and vesting on 03/01/2028, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
10. Cash settled phantom shares granted on 03/01/2023 and vesting on 03/01/2026, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
11. Cash settled phantom shares granted on 05/13/2024 and vesting on 04/01/2027, subject to certain conditions. The price of each phantom share is referenced to one Suzano common share. Phantom shares are settled in cash upon vesting.
Remarks:
/s/ Victor Conde Valladares Camina as attorney-in-fact for Leonardo Barreto de Araujo Grimaldi 03/17/2026
** 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 5 (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.

Source: View Original Filing on SEC EDGAR

FAQ

What does Suzano (SUZ) executive Grimaldi Leonardo Barreto de Araujo report owning on this Form 3?

He reports 2,740 Suzano common shares held directly, plus 197,798 Performance Restricted Shares and multiple phantom and performance phantom share awards that reference Suzano common shares and are subject to vesting and performance conditions.

What are the phantom shares reported by the Suzano (SUZ) VP on this filing?

The phantom shares are cash-settled awards whose value is tied to one Suzano common share each. They vest on specified future dates and are settled in cash, not stock, once vesting conditions are satisfied.

How do Suzano (SUZ) performance phantom shares work for this executive?

Performance phantom shares are cash-settled and reference Suzano common shares, but payment depends on Total Shareholder Return. TSR can range from 75% to 125%, based on Suzano’s share performance relative to Brazilian industry peers during the measurement period.

What vesting schedule applies to the Suzano (SUZ) phantom share awards disclosed?

The phantom awards were granted on various dates and vest on future dates including 03/01/2026, 03/01/2027, 03/01/2028 and 04/01/2028, all subject to specified conditions. Upon vesting, they are settled in cash based on Suzano’s share price.

Does this Suzano (SUZ) Form 3 show any insider buying or selling of shares?

No buy or sell transactions are reported. The Form 3 is an initial statement of beneficial ownership, listing existing holdings of common shares, performance restricted shares, and various phantom share awards held by the executive.