Petrobras (PBR) CFO reports cash-settled phantom share disposition on Form 4

Rhea-AI Filing Summary

PETROBRAS - PETROLEO BRASILEIRO SA Chief Financial Officer Fernando Sabbi Melgarejo reported a disposition of phantom share units tied to PETR3 common shares. On this Form 4, he returned 1,757.7 phantom shares to the issuer as a derivative transaction under a performance-based award program, leaving 21,070.59 phantom shares credited to his account. These phantom shares are settled in cash based on Petrobras’ common share price and vest over time, with additional units credited when dividends or interest on equity are paid.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Melgarejo Fernando Sabbi

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Disposition	Phantom Shares	1,757.7	$0.00	$0.00

Holdings After Transaction: Phantom Shares — 21,070.59 shares (Direct)

Footnotes (2)

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. Weighted average of the last 20 trading sessions of Petrobras common shares, resulting in 48.40 BRL. The average is calculated as the sum of turnover divided by the sum of volume over these last 20 trading sessions. The price reported in column 2 is a convenience conversion of the 48.40 BRL per share into U.S. dollars based on the Central Bank of Brazil exchange rate of 5.0821 BRL per 1.00 USD on June 12th, 2026.

Key Figures

Phantom shares disposed: 1,757.7 phantom shares Phantom shares remaining: 21,070.59 phantom shares Reference Petrobras share price: 48.40 BRL per share +3 more

6 metrics

Phantom shares disposed 1,757.7 phantom shares Disposition to issuer on June 12, 2026

Phantom shares remaining 21,070.59 phantom shares Balance following transaction

Reference Petrobras share price 48.40 BRL per share Weighted average of last 20 trading sessions

Exchange rate used 5.0821 BRL per 1.00 USD For convenience conversion on June 12, 2026

Underlying security PETR3 Common shares referenced by phantom units

Conversion or exercise price 9.5200 Reported for phantom share derivative

Key Terms

Phantom shares, Petrobras Performance Award Program, PETR3, 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."

PETR3 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.

weighted average of the last 20 trading sessions financial

"Weighted average of the last 20 trading sessions of Petrobras common shares, resulting in 48.40 BRL."

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Available on EDGAR 06/16/2026 - 05:12 PM Accepted by SEC EDGAR 06/16/2026 - 05:11 PM Learn about SEC filing dates

FAQ

What transaction did Petrobras (PBR) CFO Fernando Sabbi Melgarejo report on this Form 4?

He reported a disposition of 1,757.7 phantom share units back to Petrobras. These units are part of a performance award program and are cash-settled derivatives referenced to PETR3 common shares, rather than actual shares traded in the market.

What are the phantom shares disclosed for Petrobras (PBR) CFO on this filing?

The phantom shares are units granted under the Petrobras Performance Award Program. They track the PETR3 common share price and are settled in cash upon vesting, with additional units credited when Petrobras pays dividends or interest on equity.

How many phantom share units does the Petrobras (PBR) CFO hold after this transaction?

After returning 1,757.7 phantom shares to Petrobras, the CFO’s reported balance is 21,070.59 phantom shares. This reflects his remaining position in the cash-settled performance award units linked to the company’s PETR3 common share price.

Was this Petrobras (PBR) Form 4 transaction a market sale of common stock?

No. The filing shows a derivative transaction involving phantom shares disposed to the issuer, not an open-market sale of PETR3 common stock. The units are cash-settled awards under a performance program rather than tradable equity.

How is the Petrobras (PBR) phantom share value determined in this Form 4?

A footnote states the reference price uses the weighted average of the last 20 trading sessions of Petrobras common shares, 48.40 BRL, calculated from turnover and volume, with a convenience conversion using a 5.0821 BRL per 1.00 USD exchange rate.

How do dividends affect the Petrobras (PBR) CFO’s phantom shares position?

The footnotes explain that additional phantom shares are credited proportionally when Petrobras pays dividends or interest on equity. This means the number of phantom units can increase over time as the company distributes cash to shareholders.

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)
06/12/2026

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)	$9.52(2)	06/12/2026		D			1,757.7	(2)	(2)	PETR3	1,757.7	(2)	21,070.59	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. Weighted average of the last 20 trading sessions of Petrobras common shares, resulting in 48.40 BRL. The average is calculated as the sum of turnover divided by the sum of volume over these last 20 trading sessions. The price reported in column 2 is a convenience conversion of the 48.40 BRL per share into U.S. dollars based on the Central Bank of Brazil exchange rate of 5.0821 BRL per 1.00 USD on June 12th, 2026.

	/s/ Fernando Sabbi Melgarejo	06/12/2026
	** 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)