Business Context and Reporting Period
This Form 6-K filing by Azul S.A. covers the period ending March 31, 2026. The report details the results of an Extraordinary Shareholders Meeting held on March 25, 2026, which approved a significant capital structure adjustment.
Key Financial Metrics
The filing does not provide specific financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity for the reporting period. The document focuses exclusively on corporate governance and capitalization changes.
- Total Share Capital: R$21,756,852,177.39 (Brazilian reais).
- Post-Split Share Count: 364,872,345 common shares.
- Share Capital Amount: No change to the total Brazilian reais amount of share capital.
Material Changes
The primary material change is the approval of a reverse share split and corresponding bylaws amendment:
- Reverse Share Split: Approved at a ratio of 150,000 existing common shares to form one new common share.
- Bylaws Amendment: Approved to reflect the new share count and capital structure.
- Trading Mechanics: The standard trading lot on B3 will reduce from 1,000,000 to 100 shares, and the trading factor will become 1 share.
- Ticker Symbol: Common shares will trade under the ticker "AZUL3" (previously "AZUL53").
Outlook, Risks, and Unusual Items
Effective Date and Implementation: The reverse share split is expected to become effective on April 20, 2026. Trading on the B3 will commence on an as-split basis on this date.
Risks and Contingencies: Holders of fewer than 150,000 common shares (excluding ADS holders) face the risk of losing their holdings if they do not consolidate fractions or procure additional shares by April 17, 2026. Holders failing to meet this threshold will no longer hold any common shares upon the Effective Date.
Management Commentary: The Company expects to publish a separate announcement regarding American Depositary Shares (ADSs) in due course.
Investor Verification Checklist
- Verify the exact effective date of the reverse share split (expected April 20, 2026).
- Confirm the deadline for consolidating fractional shares (April 17, 2026) to avoid loss of holdings.
- Monitor for the separate announcement regarding the impact on American Depositary Shares (ADSs).
- Check the new ticker symbol "AZUL3" for trading purposes on the B3 exchange.
- Review the updated bylaws to confirm the new share count of 364,872,345.