Amendment: SEC Form 3 filed by new insider Falconi Campos Vicente
$AXIA
Electric Utilities: Central
Utilities
| 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 |
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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/18/2026 | 3. Issuer Name and Ticker or Trading Symbol
BRAZILIAN ELECTRIC POWER CO [ AXIA3 ] | |||||||||||||||
| 3a. Foreign Trading Symbol
[AXIA6 AXIA7] | 5. If Amendment, Date of Original Filed
(Month/Day/Year) 03/18/2026 | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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) |
| Class "B1" Preferred Shares | 112,799(1) | D | |
| Class "B1" Preferred Shares | 3,818,090 | I | See Footnotes(2)(3) |
| Class "B1" Preferred Shares | 2,232,989 | I | See Footnotes(4)(5) |
| Restricted Stock Units(6) | 40,476 | 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 | ||||
| Class "C" Preferred Shares | (7) | (7) | Common Shares | 52,567 | (7) | D | |
| Class "C" Preferred Shares | (7) | (7) | Common Shares | 980,750 | (7) | I | See Footnotes(2)(3) |
| Class "C" Preferred Shares | (7) | (7) | Common Shares | 573,588 | (7) | I | See Footnotes(4)(5) |
| Explanation of Responses: |
| 1. Due to administrative error, this amount was previously reported as 212,799 Class "B1" Preferred Shares. |
| 2. Vicente Falconi Campos ("Mr. Campos") is a controlling shareholder in STARTOURS FIA IE ("Startours") which directly holds 3,818,090 Class "B1" Preferred Shares and 980,750 Class "C" Preferred Shares of Eletrobras - Brazilian Electric Power Co. (the "Company"). Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Startours. |
| 3. For 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. |
| 4. Mr. Campos is a controlling shareholder in TUCA FIA RESPONSABILIDADE LIMITADA ("Tuca") which directly holds 2,232,989 Class "B1" Preferred Shares and 573,588 Class "C" Preferred Shares of the Company. Mr. Campos may be deemed to indirectly beneficially own these shares by virtue of control over Tuca. |
| 5. For 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. |
| 6. Each restricted stock unit ("RSU") is the economic equivalent of one Common Share, is settled in Common Shares on a 1:1 basis, and was issued pursuant to the Company's restricted share based compensation program. These RSUs are reserved for the Board of Directors. |
| 7. Pursuant to Article 11 of the Bylaws of 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. |
| Remarks: |
| The Company currently trades on the B3 S.A. - Brasil, Bolsa, Balcao (B3) under the following ticker symbols, "AXIA3" for its Common Shares; "AXIA6" for its Class "B1" Preferred Shares and "AXIA7" for its Class "C" Preferred Shares. |
| /s/ Vicente Falconi Campos | 04/10/2026 | |
| ** 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. | ||
| * Form 3: SEC 1473 (03-26) | ||