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Suzano S.A. (NYSE: SUZ) grants CEO new performance restricted shares

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

Rhea-AI Filing Summary

Abreu Joao Alberto Fernandez de reported acquisition or exercise transactions in this Form 4 filing.

Suzano S.A. reported that CEO Joao Alberto Fernandez de Abreu received grants of 97,824 and 192,567 Performance Restricted Shares on April 30, 2026, at a reported price of 0.0000 per share. Following these awards, he holds 458,169 Performance Restricted Shares directly.

The performance shares are subject to vesting conditions under which additional common shares may be delivered, based on a Total Shareholder Return multiplier between 75% and 125% tied to the performance of the SUZB3 share versus industry peers in Brazil.

Positive

  • None.

Negative

  • None.
Insider Abreu Joao Alberto Fernandez de
Role CEO
Type Security Shares Price Value
Grant/Award Performance Restricted Shares 97,824 $0.00 $0.00
Grant/Award Performance Restricted Shares 192,567 $0.00 $0.00
Holdings After Transaction: Performance Restricted Shares — 458,169 shares (Direct)
Footnotes (2)
  1. F1. 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. F2. 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) .
Performance Restricted Shares granted (tranche 1) 97,824 shares Grant on April 30, 2026; transaction code A (grant/award acquisition)
Performance Restricted Shares granted (tranche 2) 192,567 shares Grant on April 30, 2026; transaction code A (grant/award acquisition)
Post-transaction performance restricted share holding 458,169 shares Directly held Performance Restricted Shares after reported grants
TSR multiplier range 75% to 125% Total Shareholder Return multiplier applied at redemption of performance awards
Performance Restricted Shares financial
"security_title: Performance Restricted Shares"
Total Shareholder Return (TSR) financial
"share price at the time of redemption is multiplied by the Total Shareholder Return (TSR)"
Total shareholder return (TSR) measures how much an investment in a company's stock has grown over a specific period by combining the change in the share price and all dividends paid, expressed as a percentage. Think of it like tracking the total balance of a savings jar that increases both from added cash (dividends) and a rising sticker price on the jar (share price); investors use TSR to compare how well different stocks or managers deliver real, money-in-hand returns.
vesting financial
"Upon vesting, additional common shares may be delivered subject to the satisfaction of certain performance condition"
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.

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

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FAQ

What performance restricted shares did Suzano (SUZ) CEO receive in this Form 4?
The CEO received two grants of Performance Restricted Shares: 97,824 shares and 192,567 shares on April 30, 2026. Both grants were reported at a price of 0.0000 per share, indicating they were compensation awards rather than market purchases.

How many performance restricted shares does the Suzano (SUZ) CEO hold after these awards?
After these grants, the CEO directly holds 458,169 Performance Restricted Shares. This post-transaction balance reflects all reported performance share awards outstanding in his direct ownership position as of the reporting date in the Form 4.

What performance conditions apply to Suzano (SUZ) CEO’s new Performance Restricted Shares?
The awards use a Total Shareholder Return (TSR) multiplier between 75% and 125%. Upon vesting, additional common shares may be delivered depending on SUZB3’s TSR performance versus industry peers in Brazil, which determines the final redemption amount.

Did the Suzano (SUZ) CEO pay cash for these Performance Restricted Shares?
No cash payment is indicated; each grant shows a price of 0.0000 per share. This reporting is consistent with equity compensation awards where shares are granted as part of remuneration rather than purchased in the open market.

Are Suzano (SUZ) CEO’s Performance Restricted Shares tied to peer performance in Brazil?
Yes, the awards reference a TSR multiplier based on SUZB3’s performance versus industry peers in Brazil. The multiplier, ranging from 75% to 125%, affects how many additional common shares may ultimately be delivered at vesting.

Does the Form 4 for Suzano (SUZ) indicate a Rule 10b5-1 trading plan for these awards?
The filing’s Rule 10b5-1 checkbox is not marked as an affirmative plan election. The disclosure characterizes these transactions as grant/award acquisitions of Performance Restricted Shares rather than open-market trades under a pre-arranged trading plan.
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*
Abreu Joao Alberto Fernandez de
(Last)(First)(Middle)
AV BRIGADEIRO FARIA LIMA 1355
(Street)
SAO PAULO01452-002
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO
2a. Foreign Trading Symbol
[SUZB3]
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
Performance Restricted Shares04/30/2026A97,824A$0265,602(1)D
Performance Restricted Shares04/30/2026A192,567A$0458,169(2)D
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
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. 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) .
Remarks:
/s/ Victor Conde Valladares Camina as attorney-in-fact for Joao Alberto Fernandez de Abreu04/30/2026
** 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