Petrobras (NYSE: PBR) CFO reports updated phantom share balance

Rhea-AI Filing Summary

PETROBRAS - PETROLEO BRASILEIRO SA Chief Financial Officer Fernando Sabbi Melgarejo reported his current phantom share holdings under the Petrobras Performance Award Program. He now holds 82.31 phantom shares referenced to PETR3 common shares, with an exercise price of $10.49 per underlying share.

The phantom shares are settled in cash upon vesting, with the deferred portion vesting in four equal annual installments. Additional phantom shares are credited proportionally when Petrobras pays dividends or interest on equity, and this update reflects credits related to the April 22, 2026 dividend record date.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Melgarejo Fernando Sabbi

Role Chief Financial Officer

Type	Security	Shares	Price	Value
holding	Phantom Shares	--	--	--

Holdings After Transaction: Phantom Shares — 82.31 shares (Direct)

Footnotes (3)

1. F1. Phantom shares are granted pursuant to the Petrobras Performance Award Program. The phantom shares are referenced to the PETR3 common share price and are settled in cash upon vesting. The deferred portion of the award vests in four equal annual instalments. Additional phantom shares are credited proportionally upon the payment of dividends or interest on equity by the company.
2. F2. Closing price on April 22nd, 2026, less the aggregate gross value of dividends with ex-dividend date on the same day. The price reported in column 2 is a convenience conversion of the 52.07 BRL per share into U.S. dollars based on the Central Bank of Brazil exchange rate of 4.9647 BRL per 1.00 USD on April 22nd, 2026.
3. F3. Additional phantom shares credited as a result of dividend payment by Petrobras (record date of April 22, 2026), as provided by Petrobras Performance Award Program's rules.

Key Figures

Phantom share holdings: 82.31 phantom shares Exercise/reference price: $10.49 per share PETR3 BRL price: 52.07 BRL per share +1 more

4 metrics

Phantom share holdings 82.31 phantom shares Total phantom shares following reported holding entry

Exercise/reference price $10.49 per share Convenience conversion of 52.07 BRL PETR3 price to USD

PETR3 BRL price 52.07 BRL per share Closing price on April 22, 2026 used for conversion

FX rate used 4.9647 BRL per $1.00 Central Bank of Brazil exchange rate on April 22, 2026

Key Terms

Phantom shares, Petrobras Performance Award Program, settled in cash upon vesting, interest on equity, +1 more

5 terms

Phantom shares financial

"Phantom shares are granted pursuant to the Petrobras Performance Award Program."

Phantom shares are a form of employee or executive compensation that mimics the economic value of owning company stock without actually issuing real shares; holders receive cash or equivalent payments tied to the company’s share price or dividends. Think of it like a receipt that pays out if the stock rises — it aligns managers’ interests with shareholders but does not dilute ownership, while creating a future cash obligation that investors should watch as it can affect company cash flow and valuation.

Petrobras Performance Award Program financial

"Phantom shares are granted pursuant to the Petrobras Performance Award Program."

settled in cash upon vesting financial

"The phantom shares are referenced to the PETR3 common share price and are settled in cash upon vesting."

interest on equity financial

"Additional phantom shares are credited proportionally upon the payment of dividends or interest on equity by the company."

A payment a company makes to its shareholders that compensates them for the capital they provided, similar to how a lender receives interest on a loan. In some accounting or tax systems this payment is treated like interest rather than a regular dividend, which can change a company’s reported profit, cash flow and the taxable income of investors; that treatment affects shareholder returns and valuation.

record date financial

"Additional phantom shares credited as a result of dividend payment by Petrobras (record date of April 22, 2026)."

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 04/24/2026 - 06:48 PM Learn about SEC filing dates

FAQ

What did Petrobras (PBR) CFO report in this Form 4 filing?

The Petrobras (PBR) Chief Financial Officer reported his holdings of 82.31 phantom shares under the Petrobras Performance Award Program. These phantom shares are tied to PETR3’s share price and are settled in cash upon vesting according to the plan’s terms.

What are phantom shares in the Petrobras (PBR) Performance Award Program?

Phantom shares in the Petrobras (PBR) Performance Award Program are cash-settled awards referenced to PETR3 common share prices. They mirror share value movements, vest over time, and pay out in cash rather than stock, functioning as long-term performance-based compensation.

How many phantom shares does the Petrobras (PBR) CFO hold after this filing?

After this filing, the Petrobras (PBR) Chief Financial Officer holds 82.31 phantom shares. These are linked to PETR3 common shares and form part of his long-term incentive compensation under the Petrobras Performance Award Program rules.

How do dividends affect Petrobras (PBR) phantom share awards?

When Petrobras (PBR) pays dividends or interest on equity, additional phantom shares are credited proportionally to award holders. This mechanism adjusts phantom share balances so participants benefit from dividend-related value, consistent with the Petrobras Performance Award Program’s rules.

What price is used for Petrobras (PBR) phantom shares in this Form 4?

The filing references a PETR3 price of 52.07 BRL per share, converted to $10.49 using a 4.9647 BRL per $1.00 exchange rate. This price is used as a convenience conversion for reporting the phantom share reference value in U.S. dollars.

How and when do Petrobras (PBR) phantom shares vest and settle?

Under the Petrobras (PBR) Performance Award Program, the deferred portion of phantom share awards vests in four equal annual installments. Once vested, the phantom shares are settled in cash, giving executives compensation aligned with PETR3’s share performance over time.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Melgarejo Fernando Sabbi

(Last) (First) (Middle)

RUA HENRIQUE VALADARES 28

19 TH FLOOR, A TOWER

(Street)

RIO DE JANEIRO RIO DE JANEIRO 20231-030

(City) (State) (Zip)

BRAZIL

(Country)

2. Issuer Name and Ticker or Trading Symbol
PETROBRAS - PETROLEO BRASILEIRO SA [ PBR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol
[PETR3]

3. Date of Earliest Transaction (Month/Day/Year)
04/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Shares(1)	$10.49(2)							(3)	(3)	PETR3	82.31		6,926.7	D

Explanation of Responses:

1. Phantom shares are granted pursuant to the Petrobras Performance Award Program. The phantom shares are referenced to the PETR3 common share price and are settled in cash upon vesting. The deferred portion of the award vests in four equal annual instalments. Additional phantom shares are credited proportionally upon the payment of dividends or interest on equity by the company.

2. Closing price on April 22nd, 2026, less the aggregate gross value of dividends with ex-dividend date on the same day. The price reported in column 2 is a convenience conversion of the 52.07 BRL per share into U.S. dollars based on the Central Bank of Brazil exchange rate of 4.9647 BRL per 1.00 USD on April 22nd, 2026.

3. Additional phantom shares credited as a result of dividend payment by Petrobras (record date of April 22, 2026), as provided by Petrobras Performance Award Program's rules.

	/s/ Fernando Sabbi Melgarejo	04/24/2026
	** 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 4 (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 4: SEC 1474 (03-26)