SEC Form 4 · accession 0001213900-26-070221

AXIA Energia S.A. · AXIA3

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Campos Vicente Falconi

Director

Period of report

Jun 15, 2026

Accepted (ET)

Jun 18, 2026 · 5:19 pm EDT

Rule 10b5-1 plan

box not checked

Issuer CIK

0001439124

Table I — non-derivative securities

No Table I lines on this filing.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class "C" Preferred Shares^F1	—	Jun 15, 2026	G	10,000	D	—	—	CommonShares	10,000	42,567	D
Class "C" Preferred Shares^F1	—	Jun 17, 2026	G	30,000	D	—	—	CommonShares	30,000	12,567	D
Class "C" Preferred Shares^F2,F3,F1	—	holding	—	—	—	—	—	CommonShares	980,750	980,750	I
Class "C" Preferred Shares^F4,F5,F1	—	holding	—	—	—	—	—	CommonShares	573,588	573,588	I

Explanation of responses

F1Pursuant to Article 11 of the Bylaws of AXIA Energia S.A. (the "Company"), the Class "C" Preferred Shares shall be automatically converted into Common Shares, assuming such Class "C" Preferred Shares are not earlier mandatorily redeemed by the Company in accordance with its Bylaws, at a ratio of 1:1, as follows: 4% of the total volume of originally-issued Class "C" Preferred Shares, allocated proportionally among all holders, in each of the fiscal years 2026, 2027, 2028, 2029 and 2030; and all Class "C" Preferred Shares remaining, in fiscal year 2031.
F2Vicente Falconi Campos ("Mr. Campos") is a controlling shareholder in STARTOURS FIA IE ("Startours") which directly holds the Class "C" Preferred Shares of the Company reported in this filing. Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Startours.
F3For the purposes of this filing, each of Startours and Mr. Campos disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Startours or Mr. Campos is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
F4Mr. Campos is a controlling shareholder in TUCA FIA RESPONSABILIDADE LIMITADA ("Tuca") which directly holds the the Class "C" Preferred Shares of the Company reported in this filing. Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Tuca.
F5For the purposes of this filing, each of Tuca and Mr. Campos disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Tuca or Mr. Campos is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.