AZUL SA·4

Jun 3, 5:45 PM ET

NEELEMAN DAVID 4

4 · AZUL SA · Filed Jun 3, 2026

Research Summary

AI-generated summary of this filing

Updated

AZUL (AZUL) Director David Neeleman Exercises Options, Receives Award

What Happened

  • David Neeleman, a director of AZUL S.A., reported exercising/converting derivative instruments covering a total of 2,469,338 shares (2,432,482 + 36,856) and also received a grant/award of 36,856 shares on June 1, 2026. Several related dispositions are reported at $0.00; no cash proceeds are shown in the filing. The underlying stock option had a nominal exercise price of R$1.00, vested immediately upon grant, and had no expiration date.

Key Details

  • Transaction date: June 1, 2026; Form 4 filed June 3, 2026 (appears timely within the usual 2‑business‑day window).
  • Reported items: exercises/conversions of derivatives (code M) for 2,432,482 and 36,856 shares; a grant/award (code A) for 36,856 shares; related dispositions shown at $0.00.
  • Prices/values: disposals and the award are reported at $0.00; exercise price per footnote was R$1.00 (nominal).
  • Holdings: prior to the company’s April 23, 2026 150,000-to-1 reverse share split, the reporting person’s previously reported direct and indirect holdings were adjusted to 173 direct and 2 indirect shares; the Form 4 does not state an updated total beneficial ownership after these transactions.
  • Related parties/footnotes: Saleb II Founder 1 LLC is wholly owned and controlled by David Neeleman; the option award previously reported was adjusted following the reverse split.

Context

  • These entries are derivative transactions (exercises/conversions and an award). Dispositions recorded at $0.00 generally indicate transfers or conversion mechanics rather than an open‑market sale for cash — the filing does not show market sale proceeds. As with all insider filings, this is factual reporting of transactions and should not be taken alone as a statement of intent or market view.

Insider Transaction Report

Form 4
Period: 2026-06-01
Transactions
  • Exercise/Conversion

    Common Shares

    [F1][F2]
    2026-06-01+2,432,4822,432,655 total
  • Exercise/Conversion

    Common Shares

    [F1]
    2026-06-01+36,8562,469,511 total
  • Exercise/Conversion

    Stock Option (right to buy)

    [F1][F5][F6]
    2026-06-012,432,4820 total
    Common Stock (2,432,482 underlying)
  • Award

    Stock Option (right to buy)

    [F1][F6]
    2026-06-01+36,85636,856 total
    Common Stock (36,856 underlying)
  • Exercise/Conversion

    Stock Option (right to buy)

    [F1][F6]
    2026-06-0136,8560 total
    Common Stock (36,856 underlying)
Holdings
  • Common Shares

    [F3][F4]
    (indirect: By LLC)
    2
Footnotes (6)
  • [F1]The stock option was granted with a nominal exercise price of R$1.00 (one Brazilian real).
  • [F2]The reporting person previously reported direct ownership of 25,958,221 common shares, which was adjusted to 173 common shares upon effectiveness of the 150,000 to 1 reverse share split in respect of the Company's common shares on April 23, 2026 (the "Reverse Share Split").
  • [F3]The reporting person previously reported indirect ownership of 390,218 common shares, which was adjusted to 2 common shares upon effectiveness of the Reverse Share Split.
  • [F4]Saleb II Founder 1 LLC is wholly owned and controlled by David Neeleman.
  • [F5]This stock option was previously reported as covering 364,872,345,192 common shares, but was adjusted to reflect the Reverse Share Split.
  • [F6]This stock option award vested immediately upon grant and had no expiration date.
Signature
/s/ John Peter Rodgerson, Attorney-in-Fact|2026-06-03

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES