Suzano (SUZ) VP awarded 36,395 cash-settled phantom shares tied to stock

Rhea-AI Filing Summary

Pinto Maria Luiza de Oliveira reported acquisition or exercise transactions in this Form 4 filing.

Suzano S.A. reported that executive Maria Luiza de Oliveira Pinto, VP for Sustainability, Communication & Brand, received a grant of 36,395 cash-settled phantom shares on May 27, 2026. These are compensation-related awards, not open‑market share purchases or sales.

The phantom shares have a value tied to one Suzano common share each and will be settled in cash upon vesting, subject to plan conditions. After this award, the executive holds 45,101 phantom shares in total, all recorded as direct derivative holdings.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Pinto Maria Luiza de Oliveira

Role VP, Sust., Comm. & Brand

Type	Security	Shares	Price	Value
Grant/Award	Phantom Shares	36,395	$0.00	--

Holdings After Transaction: Phantom Shares — 45,101 shares (Direct, null)

Footnotes (1)

1. Cash settled phantom shares granted on 05/27/2026 and vesting on 04/01/2029, 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. The value of the phantom shares is tied to the market price of the issuer s common shares and will be settled in cash upon vesting, subject to the terms of the applicable plan.

Key Figures

Phantom shares granted: 36,395 phantom shares Total phantom shares after grant: 45,101 phantom shares Underlying common shares: 36,395 common shares +2 more

5 metrics

Phantom shares granted 36,395 phantom shares Grant on May 27, 2026 as compensation award

Total phantom shares after grant 45,101 phantom shares Holding after reported transaction

Underlying common shares 36,395 common shares Reference amount for phantom share value

Phantom share grant price $0.00 per phantom share Compensation grant, not a market purchase

Vesting date April 1, 2029 Phantom shares vest on this date, subject to conditions

Key Terms

Phantom Shares, cash settled, vesting, underlying security

4 terms

Phantom Shares financial

"Cash settled phantom shares granted on 05/27/2026 and vesting on 04/01/2029"

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.

cash settled financial

"Phantom shares are settled in cash upon vesting"

A contract described as cash settled is one where, at the end, one party pays the monetary difference in value rather than delivering the actual underlying asset. For investors this matters because it simplifies transactions (like settling a bet by paying the win amount instead of handing over a physical item), affects liquidity and timing of cash flows, and changes exposure to storage, delivery logistics and certain tax or counterparty considerations.

vesting financial

"granted on 05/27/2026 and vesting on 04/01/2029, subject to certain conditions"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

underlying security financial

"underlying_security_title: Common shares; underlying_security_shares: 36395.0000"

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Form 4 Insider Transactions: What Each Field Means →

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^*

Pinto Maria Luiza de Oliveira

(Last) (First) (Middle)

AV BRIG FARIA LIMA, 1355

(Street)

SAO PAULO 01452-002

(City) (State) (Zip)

BRAZIL

(Country)

2. Issuer Name and Ticker or Trading Symbol
Suzano S.A. [ SUZ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Sust., Comm. & Brand

2a. Foreign Trading Symbol
[SUZB3]

3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026

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)	05/27/2026		A		36,395		(1)	(1)	Common shares	36,395	(2)	45,101	D

Explanation of Responses:

1. Cash settled phantom shares granted on 05/27/2026 and vesting on 04/01/2029, 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.

2. The value of the phantom shares is tied to the market price of the issuer s common shares and will be settled in cash upon vesting, subject to the terms of the applicable plan.

Remarks:

	/s/ Victor Conde Valladares Camina as attorney-in-fact for Maria Luiza de Oliveira Pinto	05/28/2026
	** 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)

FAQ

What insider transaction did Suzano (SUZ) report for Maria Luiza de Oliveira Pinto?

Suzano reported a grant of 36,395 cash-settled phantom shares to executive Maria Luiza de Oliveira Pinto. This award is a form of compensation, not an open-market stock purchase or sale, and is classified as a derivative acquisition under a grant or award code.

How many phantom shares does the Suzano (SUZ) executive hold after this Form 4?

Following the grant, the executive holds a total of 45,101 phantom shares. These are derivative instruments whose value is tied to Suzano’s common share price and are settled in cash upon vesting, rather than resulting in delivery of actual company shares.

Are the Suzano (SUZ) phantom shares granted on May 27, 2026 settled in stock or cash?

The phantom shares granted on May 27, 2026 are settled in cash upon vesting. Their value is referenced to the market price of Suzano’s common shares, but no actual shares are delivered; payment is made in cash under the applicable plan terms.

Do the Suzano (SUZ) phantom shares grant involve any open-market buying or selling of stock?

The phantom share grant does not involve open-market buying or selling of Suzano stock. It is a compensation grant classified as an acquisition under code A, with no transaction price per share and settlement occurring in cash instead of traded common shares.

When do the newly granted Suzano (SUZ) phantom shares vest?

The newly granted phantom shares vest on April 1, 2029, subject to certain conditions in the applicable plan. Until vesting, they remain unvested derivative awards whose value tracks Suzano’s common share price and are settled in cash once vesting requirements are met.