v3.26.1
EQUITY
6 Months Ended
Jun. 30, 2026
Equity [abstract]  
EQUITY EQUITY
30.1Share capital
The Company implemented a set of initiatives aimed at simplifying its capital structure, adjusting the number of outstanding shares and aligning with the best market practices. These initiatives include: (i) the reverse stock split, (ii) the unification of share classes, and (iii) adjustments arising from the financial reorganization.
During the first quarter of 2026, the Extraordinary General Meeting approved the conversion of all preferred shares into common shares at the ratio of 75 common shares for each preferred share. Effective beginning April 20, 2026, the reverse stock split was also approved at the ratio of 150,000 shares to 1.
Pursuant to the Company’s bylaws, each common share entitles its holder to one (1) vote.The movement of the share capital is as follows:
ValueQuantity
DescriptionIssued capitalAFACCommon shares
On December 31, 20257,131,859 — 6,163 
Capital increase— 1,087 — 
Conversion into shares – Senior notes (a)
7,364,320 — 121,518 
Issuance of shares – Senior notes – Cash77,231 — 1,274 
Conversion into shares – Convertible debt instruments1,037,771 — 9,074,454 
Conversion into shares – Senior notes (a)
1,152,289 — 52,197,206 
Conversion into shares – DIP (a)
1,782,272 — 108,352,246 
Issuance of shares – Senior notes – cash6,336 — 287,013 
Issuance of shares – ERO – Cash2,671,040 — 162,384,407 
Issuance of shares – ERO – Capital reserve533,734 — 32,448,065 
Issuance of shares – MIP (b)
— — 3,685,579 
On June 30, 2026 (Unaudited)21,756,852 1,087 368,557,924 
(a) Conversion of debt into share capital.
(b) The corresponding capital increase is not presented, as it amounts to R$0.70 cents.
The Company’s shareholding structure is presented below:
June 30, 2026 (Unaudited)
ShareholderCommon shares
Readystate Asset Management8.8 %
BlackBarn8.1 %
United Airlines Inc8.7 %
VR Global5.2 %
Others69.2 %
Total100.0 %
The Company is authorized, upon the Board of Directors’ resolution, to increase its share capital, regardless of any amendment to the bylaws, by the total amount of $30 billion. The Board of Directors will determine the issuance conditions, including price and payment terms.

30.2Treasury shares
DescriptionNumber of sharesValueAverage cost
(in R$)
On December 31, 202588,679 1,433 16.16 
Disposal of shares resulting from a share consolidation (a)
(88,679)(1,433)— 
On June 30, 2026 (Unaudited)— — — 
(a) Number of shares before the reverse stock split at a ratio of 150,000 to 1, effective as from April 20, 2026.


In March 2026, the share buyback plan for up to 9,121,804 common shares was approved, effective for an 18 months period, for the purpose of holding them in treasury for the subsequent fulfillment of obligations under the share-based incentive programs.