0001292814-26-002773
SEC filingAmbev S.A.'s Board approved executive changes including removals and reassignments, committee appointments, ratification of 2026 compensation, and IOC distributions totaling R$0.1204 gross per share.
The Board of Directors meeting on May 4, 2026, addressed governance and management restructuring following a recent bylaws amendment that eliminated certain executive positions. Five Vice President Officers were removed effective immediately, streamlining the executive structure. João Coelho Rua Derbli De Carvalho was reassigned from the extinguished Sales VP role to Commercial VP, ensuring continuity in commercial leadership. The new Executive Board composition, detailed in Exhibit I, features seven members with unified terms through December 31, 2027, including CEO Carlos Eduardo Klutzenschell Lisboa and CFO Guilherme Fleury De Figueiredo Ferraz Parolari. Victorio Carlos de Marchi was appointed chair of three key committees—Operations and Finance, Governance, and People—with terms until the 2029 AGM, signaling concentrated leadership oversight. Compensation for the Board, committees, and Fiscal Council was ratified for 2026, with conflicted directors abstaining. Capital returns were advanced via approval of the second IOC tranche (R$0.0755 gross per share, payable July 6, 2026) from a prior distribution and a new IOC (R$0.0449 gross per share, payable by year-end 2026 based on the March 31, 2026 balance sheet), supporting shareholder distributions without impacting mandatory dividends.