Marcelo Eduardo Martins, Chief Executive Officer and Director of Cosan S.A. (NASDAQ:CSANY), filed a Form 4 on October 27, 2026, disclosing a transaction dated October 23, 2026, involving the conversion of Long-Term Incentive program shares into common stock.

Key Highlights

  • Transaction date: October 23, 2026, with a transaction code of J (acquisition under Table I).
  • Common stock acquired: 46,298 shares of Common Stock (BVMF: CSAN3) at a price of 5.4 Brazilian reais, bringing direct beneficial ownership to 5,124,299 shares.
  • LTI shares disposed: 46,298 Long-Term Incentive shares (BVMF: CSAN3) were disposed of at 5.4 Brazilian reais, leaving a remaining LTI balance of 2,028,232 shares.
  • ADS holdings: Martins also holds 1,613,666 ADS CSAN directly; each American Depositary Share represents four shares of common stock, according to the filing.
  • LTI program terms: The filing notes that the LTI amount reported may increase or decrease by the actual delivery date, depending on performance targets and applicable tax effects, and all amounts are shown in gross terms.
  • Reporting person role: Marcelo Eduardo Martins is identified as both a Director and Chief Executive Officer of Cosan S.A.

Cosan CEO Marcelo Martins Reports LTI-to-Common Stock Conversion

According to the Form 4 filed with the U.S. Securities and Exchange Commission on October 27, 2026, Marcelo Eduardo Martins, serving as Chief Executive Officer and Director of Cosan S.A. (NASDAQ:CSANY), reported a transaction occurring on October 23, 2026. The transaction code recorded is J, reflecting an exchange or conversion rather than an open-market purchase or sale. The filing indicates 46,298 shares of Common Stock (BVMF: CSAN3) were acquired at a price of 5.4 Brazilian reais, and an equal number of Long-Term Incentive shares were disposed of at the same price.

Following the reported transaction, Martins directly holds 5,124,299 shares of common stock, according to the filing. His remaining Long-Term Incentive balance stands at 2,028,232 shares, also held directly. The filing explains that the LTI program "designates eligible individuals of the Cosan Group who are granted shares, subject to continued service with the Group for a specified period (vesting), and which may also be linked to the achievement of certain performance targets." The filing further states that the LTI amount "may increase or decrease as of the actual delivery date, depending on the level of achievement of the applicable targets and the applicable tax effects," with all amounts reported in gross terms.

In addition to common stock and LTI holdings, Martins is reported to hold 1,613,666 ADS CSAN directly, with no transaction reported against that position. The filing notes that each American Depositary Share represents four shares of common stock. No derivative securities were reported in Table II of the filing. Martins signed the form on October 27, 2026, filing as a single reporting person.

What Was Disclosed

Cosan S.A. CEO and Director Marcelo Eduardo Martins filed a Form 4 disclosing a conversion of 46,298 Long-Term Incentive shares into common stock on October 23, 2026, at 5.4 Brazilian reais, with resulting direct ownership of 5,124,299 common shares and 2,028,232 LTI shares.