Ultrapar (NYSE: UGP) officer receives 9,111-share grant under 2023 incentive plan

Rhea-AI Filing Summary

ULTRAPAR HOLDINGS INC financial officer Andre Gustavo Zaia reported routine equity compensation activity. On April 20, 2026, he acquired 9,111 common shares at no cost through the vesting of restricted shares granted under the company’s long-term incentive plan approved at the 2023 Annual General Meeting.

The filing also shows a matching disposition of 9,111 restricted shares back to the issuer as those awards converted into common shares. Following these transactions, Zaia directly holds 9,111 common shares and 20,569 restricted shares, reflecting standard incentive-plan vesting rather than open‑market trading.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Zaia Andre Gustavo

Role Financial Officer Ultracargo

Type	Security	Shares	Price	Value
Disposition	Restricted Shares	9,111	$0.00	--
Grant/Award	Common Shares	9,111	$0.00	--

Holdings After Transaction: Restricted Shares — 20,569 shares (Direct, null); Common Shares — 9,111 shares (Direct, null)

Footnotes (1)

1. Each restricted share represents a contingent right to receive one common share. Restricted shares vested on April 20, 2026. Reported shares vested in accordance with the long-term incentive plan approved by the Company's shareholders at the 2023 Annual General Meeting.

Key Figures

Common shares acquired: 9,111 shares Common shares held after: 9,111 shares Restricted shares disposed: 9,111 shares +2 more

5 metrics

Common shares acquired 9,111 shares Common Shares granted/awarded on April 20, 2026 at $0.0000

Common shares held after 9,111 shares Total common shares following transaction for Zaia

Restricted shares disposed 9,111 shares Restricted Shares disposed to issuer as they vested into common

Restricted shares remaining 20,569 shares Restricted Shares total following transaction

Transaction price per share $0.0000 Price per share for both acquisition and disposition entries

Key Terms

Restricted Shares, long-term incentive plan, Annual General Meeting, Disposition to issuer

4 terms

Restricted Shares financial

"security_title: "Restricted Shares"; each restricted share represents a contingent right"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

long-term incentive plan financial

"Reported shares vested in accordance with the long-term incentive plan approved"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

Annual General Meeting financial

"approved by the Company's shareholders at the 2023 Annual General Meeting"

Disposition to issuer financial

"transaction_code_description: "Disposition to issuer" for restricted shares"

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^*

Zaia Andre Gustavo

(Last) (First) (Middle)

BRIGADEIRO LUIS ANTONIO AVENUE, 1343

10TH FLOOR

(Street)

SAO PAULO SP 01317 910

(City) (State) (Zip)

BRAZIL

(Country)

2. Issuer Name and Ticker or Trading Symbol
ULTRAPAR HOLDINGS INC [ UGP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Financial Officer Ultracargo

2a. Foreign Trading Symbol
[UGPA3]

3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026

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
Common Shares	04/20/2026		A		9,111	A	$0(3)	9,111	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Shares	(1)	04/20/2026		D			9,111	(2)	(2)	Common Shares	9,111	$0(3)	20,569	D

Explanation of Responses:

1. Each restricted share represents a contingent right to receive one common share.

2. Restricted shares vested on April 20, 2026.

3. Reported shares vested in accordance with the long-term incentive plan approved by the Company's shareholders at the 2023 Annual General Meeting.

	/s/ Larissa Lordaro Pessoa, attorney-in-fact for	04/22/2026
	** 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 UGP’s Andre Gustavo Zaia report on this Form 4?

Andre Gustavo Zaia reported vesting of 9,111 restricted shares into 9,111 common shares at no cost. This reflects routine equity compensation rather than an open‑market purchase or sale, tied to the company’s approved long‑term incentive plan.

Was the UGP Form 4 transaction a buy or sell of shares on the market?

The Form 4 does not show an open‑market buy or sell. It records vesting of restricted shares into common shares and a corresponding disposition to the issuer, both at zero price, under a shareholder‑approved long‑term incentive plan.

How many UGP common shares does Zaia hold after this Form 4 transaction?

After the reported transactions, Andre Gustavo Zaia directly holds 9,111 common shares. These shares arose from the vesting of an equal number of restricted shares granted as part of Ultrapar’s long‑term incentive compensation program.

What happens to the restricted shares in UGP’s long-term incentive plan when they vest?

Each restricted share converts into one common share when it vests. In this filing, 9,111 restricted shares vested into 9,111 common shares, and the restricted share units were disposed to the issuer as part of the vesting mechanics.

How many UGP restricted shares does Zaia still have after this vesting event?

Following the vesting and related disposition, Zaia’s reported restricted share balance is 20,569. These restricted shares remain subject to the long‑term incentive plan terms and will convert into common shares upon future vesting events, if conditions are met.

What shareholder approval is mentioned in UGP’s Form 4 footnotes?

The footnotes state that the reported restricted shares vested under a long‑term incentive plan approved by Ultrapar’s shareholders at the 2023 Annual General Meeting, indicating the compensation structure was authorized at that meeting.