GERDAU S.A.·4

May 12, 7:12 PM ET

Da Cunha Gustavo Werneck 4

4 · GERDAU S.A. · Filed May 12, 2026

Research Summary

AI-generated summary of this filing

Updated

GERDAU (GGB) CEO Gustavo Werneck Receives Award and Sells Shares

What Happened

  • Gustavo Werneck, CEO and board member of GERDAU S.A. (GGB), received 432,774 shares through the settlement of a compensation arrangement and, on the same date (May 8, 2026), disposed of 432,854 shares in open-market sales.
  • The sales were reported at a weighted average price of $4.87 per share (range $4.86–$4.90), producing proceeds of approximately $2,107,999. The award was reported at $0.00 on the form as part of the compensation settlement.
  • The award and sale occurred the same day; sales are typically routine liquidity events, while awards reflect compensation—neither alone proves a change in insider sentiment.

Key Details

  • Transaction date: May 8, 2026 (reported on Form 4 filed May 12, 2026).
  • Award (A): 432,774 shares acquired at $0.00 (settlement of compensation arrangement; footnote F1).
  • Sale (S): 432,854 shares disposed; weighted-average price $4.87; total proceeds ~$2,107,999 (prices converted from Brazilian reais; weighted range $4.86–$4.90) (footnotes F2, F3, F4).
  • Shares owned after the transactions: not specified in the filing.
  • Filing timeliness: Form 4 was filed four days after the transaction date (May 12 for trades on May 8); Form 4s are generally due within two business days, so this filing was submitted after that typical window.

Context

  • The filing shows a compensation share settlement combined with an open-market sale the same day. This pattern frequently reflects executives converting granted compensation to cash and does not, by itself, indicate a change in the executive’s view of the company.
  • Currency: reported dollar amounts reflect conversion from Brazilian reais using the rates cited in the filing footnotes.

Insider Transaction Report

Form 4
Period: 2026-05-08
Da Cunha Gustavo Werneck
CEO and Board Member
Transactions
  • Award

    Preferred shares

    [F1]
    2026-05-08+432,774432,854 total
  • Sale

    Preferred shares

    [F2][F3]
    2026-05-08$4.87/sh432,854$2,107,9990 total
Holdings
  • Restricted Stock Units

    [F4]
    Exercise: $3.84From: 2027-02-12Exp: 2027-02-12Preferred shares (86,455 underlying)
    86,455
  • Restricted Stock Units

    [F4]
    Exercise: $3.73From: 2027-09-01Exp: 2027-09-01Preferred shares (152,887 underlying)
    152,887
  • Restricted Stock Units

    [F4]
    Exercise: $3.60From: 2028-02-12Exp: 2028-02-12Preferred shares (92,024 underlying)
    92,024
  • Restricted Stock Units

    [F4]
    Exercise: $4.10From: 2029-02-12Exp: 2029-02-12Preferred shares (86,598 underlying)
    86,598
Footnotes (4)
  • [F1]The shares were received by the reporting person pursuant to the settlement of a compensation arrangement between the issuer and the reporting person.
  • [F2]The price is denominated in Brazilian reais and has been translated into U.S. dollars at the May 8, 2026 selling rate of R$4.8999 per US$1.00, as reported by the Central Bank of Brazil.
  • [F3]The price reported in Column 4 is a weighted average price. There shares were sold in multiple transactions at prices ranging from $4.86 to $4.90, inclusive.
  • [F4]The price is denominated in Brazilian reais and has been translated into U.S. dollars at the April 9, 2026 selling rate of R$5.0821 per US$1.00, as reported by the Central Bank of Brazil.
Signature
/s/ Gustavo Werneck Da Cunha|2026-05-12

Documents

1 file
  • 4
    primary_doc.xmlPrimary

    PRIMARY DOCUMENT