Suzano S.A.·4

Mar 31, 7:20 PM ET

Galhardo Aires 4

Research Summary

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Suzano VP Galhardo Aires Sells and Receives Phantom Shares

What Happened
Galhardo Aires, Vice President of Pulp Operations at Suzano (SUZ), had a set of cash‑settled phantom shares vest and be settled in cash on 2026-03-30 (dispositions to the issuer of 6,157 and 19,533 phantom-share units, total 25,690 units). On the same date he was also granted 10,360 new phantom-share units. The Form 4 reports these as derivative transactions; no per-share price is listed on the form because the vested phantom shares were cash-settled based on Suzano’s market price per the filing footnotes.

Key Details

  • Transaction dates: 2026-03-30 (reported on Form 4 filed 2026-03-31).
  • Codes: D = disposition to issuer (cash settlement of vested phantom shares); A = grant/award (new phantom shares).
  • Shares/units: dispositions of 6,157 and 19,533 units (total 25,690) and a new grant of 10,360 units.
  • Price/amount: Not listed on the Form 4; footnotes state vested phantom shares were settled in cash based on the issuer’s market price.
  • Footnotes: Grants originally dated 03/01/2022 and 03/01/2023 vested 03/30/2026 and were cash-settled (F1–F3; F2 notes settlement). A new grant dated 03/30/2026 vests 03/01/2029 (F4). The units are phantom/cash‑settled and tied to the common share price (F5).
  • Shares owned after transaction: not reported in this filing.
  • Timeliness: Filed 2026-03-31 for 2026-03-30 transactions — appears timely under Form 4 rules.

Context
Phantom-share awards are cash-settled derivatives that pay an amount tied to the company’s stock price at vesting; they are not an open‑market sale of common stock. The dispositions here reflect cash settlements of vested phantom units rather than an executed stock sale in the open market. The new 10,360-unit grant vests in 2029 and its future payout will depend on Suzano’s share price at that time. For retail investors, such vestings and new grants are commonly part of executive compensation and do not necessarily signal a change in insider sentiment; purchases of actual shares are generally a stronger bullish indicator.