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6-K

Azul SA (AZUL)

6-K 2026-05-19 For: 2006-03-31
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Added on May 19, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUERPURSUANT TO RULE 13a-16 OR 15d-16 UNDERTHE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number: 001-38049

Azul S.A.(Name of Registrant)

Edifício Jatobá, 8th Floor,Condomínio Castelo Branco Office ParkAvenida Marcos Penteado de Ulhôa Rodrigues, No. 939Tamboré, Barueri, SP, 06460-040, Brazil+55 (11) 4831 2880(Address of Principal Executive Office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes ☐ No ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes ☐ No ☒


Unaudited Interim Financial Statements for theFirst Quarter of 2026


Attached hereto as Exhibit 99.1 are the unaudited interim consolidated financial statements of Azul S.A. as of and for the three-month period ended March 31, 2026.


EXHIBIT INDEX


Exhibit Description of Exhibit
99.1 Unaudited interim consolidated financial statements of Azul S.A. as of and for the three-month period ended March 31, 2026

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: May 19, 2026

Azul S.A.

By: /s/ Antonio Carlos Garcia

Name: Antonio Carlos Garcia

Title: Chief Financial Officer


Unaudited Interim Financial Statements


1Q2026

Azul S.A.

Contents

Statements of financial position 3
Statements of operations 5
Statements of comprehensive income 6
Statements of changes in equity 7
Statements of cash flows 8
Notes to the unaudited interim financial statements 9
| 2 |

| --- | | AZULS.A.<br><br><br><br>Statements of financial position<br><br><br><br>As of March 31, 2026 (Unaudited) and December 31, 2025<br><br><br><br>(In thousands of Brazilian reais – R$) | | --- | | Assets | Note | March 31, 2026 | December 31, 2025 | | --- | --- | --- | --- | | Current assets | | | | | Cash and cash equivalents | 6 | 2,088,030 | 991,644 | | Short-term investments | 7 | - | 26,286 | | Accounts receivable | 8 | 2,570,238 | 2,722,742 | | Inventories | 9 | 974,973 | 972,532 | | Deposits | 10 | 387,231 | 502,085 | | Taxes recoverable | 11 | 209,817 | 208,354 | | Advances to suppliers | 12 | 439,762 | 371,594 | | Other assets | 13 | 557,917 | 508,289 | | Total current assets | | 7,227,968 | 6,303,526 | | Non-current assets | | | | | Accounts receivable | 8 | 15,279 | 29,452 | | Deposits | 10 | 2,372,436 | 2,377,624 | | Taxes recoverable | 11 | 46,509 | 46,509 | | Deferred taxes | 14 | 7,515,404 | - | | Other assets | 13 | 412,327 | 447,480 | | Property and equipment | 15 | 2,759,367 | 2,772,299 | | Right-of-use assets | 16 | 9,285,185 | 10,125,024 | | Intangible assets | 17 | 1,532,035 | 1,536,000 | | Total non-current assets | | 23,938,542 | 17,334,388 | | Total assets | | 31,166,510 | 23,637,914 |

The accompanying notes are an integral part of these unaudited interim financial statements.

| 3 |

| --- | | AZUL S.A.<br><br><br><br>Statements of financial position<br><br><br><br>As of March 31, 2026 (Unaudited) and December 31, 2025<br><br><br><br>(In thousands of Brazilian reais – R$) | | --- | | Liabilities | Note | March 31, 2026 | December 31, 2025 | | --- | --- | --- | --- | | Current liabilities | | | | | Loans and financing | 18 | 1,068,827 | 13,783,259 | | Leases | 19 | 2,496,798 | 3,353,501 | | Convertible debt instruments | 20 | - | 88,996 | | Accounts payable | 21 | 2,935,636 | 3,931,201 | | Airport taxes and fees | 23 | 917,806 | 899,605 | | Air traffic liability, services and loyalty program | 24 | 5,675,432 | 6,240,689 | | Salaries and social charges | 25 | 527,298 | 533,713 | | Taxes payable | 26 | 168,437 | 144,007 | | Provisions | 27 | 474,128 | 374,141 | | Other liabilities | 29 | 215,024 | 124,039 | | Total current liabilities | | 14,479,386 | 29,473,151 | | Non-current liabilities | | | | | Loans and financing | 18 | 8,644,588 | 9,276,345 | | Leases | 19 | 8,432,255 | 9,357,562 | | Convertible debt instruments | 20 | - | 308,370 | | Accounts payable | 21 | 161,496 | 948,543 | | Airport taxes and fees | 23 | 688,253 | 711,032 | | Taxes payable | 26 | 185,463 | 193,581 | | Provisions | 27 | 1,340,162 | 1,400,534 | | Other liabilities | | 1,009,278 | 1,006,858 | | Total non-current liabilities | | 20,461,495 | 23,202,825 | | Equity | 30 | | | | Issued capital | | 21,756,852 | 7,131,859 | | Unpaid capital | | (71,034) | (71,034) | | Advance for future capital increase | | 1,087 | - | | Capital reserve | | 3,208,509 | (1,408,711) | | Treasury shares | | (1,433) | (1,433) | | Other comprehensive income | | 4,903 | 4,903 | | Accumulated losses | | (28,673,255) | (34,693,646) | | | | (3,774,371) | (29,038,062) | | Total liabilities and equity | | 31,166,510 | 23,637,914 |

The accompanying notes are an integral part of these unaudited interim financial statements.

| 4 |

| --- | | AZUL S.A.<br><br><br><br>Statements of operations<br><br><br><br>Quarters ended March 31, 2026 and 2025 (Unaudited)<br><br><br><br>(In thousands of Brazilian reais – R$) | | --- | | | Three-month periods ended | | | --- | --- | --- | | Description | March 31, 2026 | March 31, 2025 | | Passenger revenue | 5,048,777 | 5,017,374 | | Other revenues | 422,591 | 377,048 | | Total revenue | 5,471,368 | 5,394,422 | | Aircraft fuel | (1,340,964) | (1,571,989) | | Salaries and employee benefits | (710,830) | (707,882) | | Shared-based incentive | (60,860) | (12,798) | | Airport taxes and fees | (301,998) | (317,829) | | Auxiliary services for air transport | (232,366) | (233,764) | | Maintenance | (290,897) | (202,493) | | Selling expenses | (254,646) | (245,810) | | Depreciation and amortization | (654,408) | (815,237) | | Insurance | (30,526) | (18,000) | | Breakage – GUC | 1,589,798 | - | | Restructuring costs - Chapter 11 | (307,982) | - | | Others | (917,916) | 212,269 | | | (3,513,595) | (3,913,533) | | Operating (loss) profit | 1,957,773 | 1,480,889 | | Financial income | 30,001 | 31,589 | | Financial expenses | (4,953,677) | (2,798,926) | | Derivative financial instruments, net | - | 204,868 | | Foreign currency exchange, net | 1,472,767 | 2,735,210 | | Financial result | (3,450,909) | 172,741 | | Profit (loss) before IR and CSLL | (1,493,136) | 1,653,630 | | Current income tax and social contribution | (1,877) | (15) | | Deferred income tax and social contribution | 7,515,404 | - | | Profit for the quarter | 6,020,391 | 1,653,615 | | Basic profit per common share – R | 22.86 | 3.86 | | Diluted profit per common share – R | 22.86 | 3.38 |

All values are in US Dollars.

The accompanying notes are an integral part of these unaudited interim financial statements.

| 5 |

| --- | | AZUL S.A.<br><br><br><br>Statements of comprehensive income<br><br><br><br>Quarters ended<br>March 31, 2026 and 2025 (Unaudited)<br><br><br><br>(In thousands of Brazilian reais – R$) | | --- | | | Three-month periods ended | | | --- | --- | --- | | Description | March 31, 2026 | March 31, 2025 | | Profit for the quarter | 6,020,391 | 1,653,615 | | Other comprehensive income to be reclassified to profit or loss in subsequent periods: | | | | Total comprehensive income | 6,020,391 | 1,653,615 |

The accompanying notes are an integral part of these unaudited interim financial statements.

| 6 |

| --- | | AZUL S.A.<br><br><br><br>Statements of changes in equity<br><br><br><br>Quarters ended<br>March 31, 2026 and 2025 (Unaudited)<br><br><br><br>(In thousands of Brazilian reais – R$) | | --- | | Description | Note | Issued capital | Unpaid capital | AFAC ^(a)^ | Capital reserve | Treasury shares | Other comprehensive income | Accumulated losses | Total | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | On December 31, 2025 | | 7,131,859 | (71,034) | - | (1,408,711) | (1,433) | 4,903 | (34,693,646) | (29,038,062) | | Profit for the quarter | | - | - | - | - | - | - | 6,020,391 | 6,020,391 | | Total comprehensive income (loss) | | - | - | - | - | - | - | 6,020,391 | 6,020,391 | | Capital increase | 30 | 14,624,993 | - | 1,087 | - | - | - | - | 14,626,080 | | Cost of issuing shares | 31 | - | - | - | (533,734) | - | - | - | (533,734) | | Share-based incentive | 32 | - | - | - | 60,861 | - | - | - | 60,861 | | Effect of fair value of shares issued ^(b)^ | 30 | - | - | - | 5,090,093 | - | - | - | 5,090,093 | | On March 31, 2026 | | 21,756,852 | (71,034) | 1,087 | 3,208,509 | (1,433) | 4,903 | (28,673,255) | (3,774,371) | | Description | Note | Issued capital | AFAC ^(a)^ | Capital reserve | Treasury shares | Other comprehensive income | Accumulated losses | Total | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | On December 31, 2024 | | 2,315,628 | - | 2,066,023 | (4,334) | 5,917 | (34,818,504) | (30,435,270) | | Profit for the quarter | | - | - | - | - | - | 1,653,615 | 1,653,615 | | Total comprehensive income (loss) | | - | - | - | - | - | 1,653,615 | 1,653,615 | | Capital increase | 30 | 3,080,940 | 1,843 | - | - | - | - | 3,082,783 | | Share-based incentive | 32 | - | - | 12,806 | - | - | - | 12,806 | | Effect of fair value of shares issued ^(b)^ | 30 | - | - | (2,765,066) | - | - | - | (2,765,066) | | On March 31, 2025 | | 5,396,568 | 1,843 | (686,237) | (4,334) | 5,917 | (33,164,889) | (28,451,132) |

(a)     Advance for future capital increase.

(b)      Difference between the issuance price and the fair value of the shares.

The accompanying notes are an integral part of these unaudited interim financial statements.

| 7 |

| --- | | AZUL S.A.<br><br><br><br>Statements of cash flows<br><br><br><br>Quarters ended March 31, 2026 and 2025 (Unaudited)<br><br><br><br>(In thousands of Brazilian reais – R$) | | --- | | | Three-month periods ended | | | --- | --- | --- | | Description | March 31, 2026 | March 31, 2025 | | Cash flows from operating activities | | | | Profit for the quarter | 6,020,391 | 1,653,615 | | Result reconciliation items | | | | Depreciation and amortization | 654,408 | 815,237 | | Derivative financial instruments, net | - | (204,868) | | Share-based incentive | 60,861 | 12,798 | | Foreign currency exchange, net | (1,451,665) | (2,764,220) | | Financial result | 757,587 | 2,555,191 | | Fair value adjustment on conversion into shares | 5,090,093 | - | | Renegotiations – financial – Chapter 11 | (856,970) | - | | Renegotiations – operational – Chapter 11 | (1,589,798) | - | | Provisions, net | 153,607 | 21,054 | | Recovery of expenses and write-offs of assets and liabilities | (16,707) | - | | Result from modification of lease and provision | (81,160) | (1,231,075) | | Result in the write-off of property and equipment, intangible assets and lease | (52,145) | 39,609 | | Deferred income tax and social contribution | (7,515,404) | - | | Result of sale and sale and leaseback | (1,936) | (1,798) | | Reconciled result | 1,171,162 | 895,543 | | Changes in operating assets and liabilities | | | | Accounts receivable | 257,428 | (50,649) | | Inventories | 968 | (19,437) | | Deposits | 32,660 | (29,747) | | Taxes recoverable | (574) | (27,701) | | Derivative financial instruments, net | - | (25,259) | | Other assets | 28,623 | (100,003) | | Accounts payable | (851,659) | (311,169) | | Airport taxes and fees | (38,787) | 94,220 | | Air traffic liability, services and loyalty program | (587,361) | 140,021 | | Salaries and social charges | 12,244 | 29,460 | | Taxes payable | 23,546 | (41,123) | | Provisions | (74,808) | (137,659) | | Other liabilities | 93,816 | 37,154 | | Total changes in operating assets and liabilities | (1,103,904) | (441,892) | | Interest paid | | | | Loans and financing | (56,603) | (360,034) | | Lease | (38,838) | (163,953) | | Convertible debt instruments | - | (133,073) | | Others | (100,562) | (109,766) | | | (196,003) | (766,826) | | Net cash provided by operating activities | (128,745) | (313,175) | | Cash flows from investing activities | | | | Short-term investments | 26,663 | (103,495) | | Cash received on sale of property and equipment | - | 7,270 | | Sale and leaseback | 69,320 | 2,387 | | Acquisition of property and equipment | (66,120) | (30,711) | | Acquisition of capitalized maintenance | (29,754) | (97,630) | | Acquisition of intangible assets | (42,758) | (15,989) | | Net cash used by investing activities | (42,649) | (238,168) | | Cash flows from financing activities | | | | Loans and financing | | | | Proceeds | 7,057,427 | 3,093,825 | | Repayment | (7,588,195) | (1,924,165) | | Costs | (80,133) | (315,190) | | Leases | (781,281) | (1,033,147) | | Capital increase | 2,754,607 | - | | Advance for future capital increase | 1,087 | 1,843 | | Net cash provided (used) by financing activities | 1,363,512 | (176,834) | | Exchange rate changes on cash and cash equivalents | (95,732) | (21,135) | | Increase (decrease) in cash and cash equivalents | 1,096,386 | (749,312) | | Cash and cash equivalents at the beginning of the period | 991,644 | 1,210,009 | | Cash and cash equivalents at the end of the period | 2,088,030 | 460,697 |

The accompanying notes are an integral part of these unaudited interim financial statements.

| 8 |

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| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

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1.   OPERATIONS


Azul S.A. (“Azul”), together with its subsidiaries (“Company”), is a corporation governed by its bylaws, as per Law No. 6404/76 and by the corporate governance level 2 listing regulation of B3 S.A. – Brasil, Bolsa, Balcão (“B3”). Azul was incorporated on January 3, 2008, and its core business comprises the operation of regular and non-regular airline passenger services, cargo and mail transportation, passenger charter, provision of maintenance and hangar services for aircraft, engines, parts and components, aircraft acquisition and lease, development of frequent-flyer programs, development of related activities and equity interests in other companies since the beginning of its operations on December 15, 2008.

Azul conducts its operations through its subsidiaries, primarily Azul Linhas Aéreas Brasileiras S.A. (“ALAB”) and Azul Conecta Ltda. (“Conecta”), which are authorized by governmental authorities to operate airline services, and ATS Viagens e Turismo Ltda. (“Azul Viagens”), which provides tourism services.

The shares of Azul are traded on B3 and are currently suspended from trading on the New York Stock Exchange (“NYSE”) as a result of the voluntary financial reorganization process under Chapter 11 of the U.S. Bankruptcy Code. On February 20, 2026, the Company formally completed its emergence from the process upon fulfilling the conditions precedent set forth in the Reorganization Plan (“Plan”).

Azul is headquartered at Avenida Marcos Penteado de Ulhôa Rodrigues, 939, 8th floor, in the city of Barueri, State of São Paulo, Brazil.

1.1   Organizational structure

The Company’s organizational structure as of March 31, 2026 is as follows:

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| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

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Listed below are the main activities in which Azul’s subsidiaries are engaged, including the respective equity interests.

% equity interest
Company Type of investment Main activity State Country March 31, 2026 December 31, 2025
Azul IP Cayman Holdco Ltd. (Azul Cayman Holdco) Direct Equity holding in other companies George Town Cayman Islands 25% 25%
Azul IP Cayman Ltd. (Azul Cayman) Indirect Intellectual property owner George Town Cayman Islands 100% 100%
IntelAzul S.A. (IntelAzul) Direct Frequent-flyer program São Paulo Brazil 100% 100%
Azul IP Cayman Holdco Ltd. (Azul Cayman Holdco) Indirect Equity holding in other companies George Town Cayman Islands 25% 25%
Azul Linhas Aéreas Brasileiras S.A. (ALAB) Direct Airline operations São Paulo Brazil 100% 100%
Azul IP Cayman Holdco Ltd. (Azul Cayman Holdco) Indirect Equity holding in other companies George Town Cayman Islands 25% 25%
Azul Conecta Ltda. (Conecta) Indirect Airline operations São Paulo Brazil 100% 100%
ATS Viagens e Turismo Ltda. (Azul Viagens) Indirect Travel packages São Paulo Brazil 100% 100%
ATSVP Viagens Portugal, Unipessoal LDA (Azul Viagens Portugal) Indirect Travel packages Lisbon Portugal 100% 100%
Azul IP Cayman Holdco Ltd. (Azul Cayman Holdco) Indirect Equity holding in other companies George Town Cayman Islands 25% 25%
Cruzeiro Participações S.A (Cruzeiro) Indirect Equity holding in other companies São Paulo Brazil 100% 100%
Azul Investments LLP (Azul Investments) Indirect Funding Delaware USA 100% 100%
Azul SOL LLC (Azul SOL) Indirect Aircraft financing Delaware USA 100% 100%
Azul Finance LLC (Azul Finance) Indirect Aircraft financing Delaware USA 100% 100%
Azul Finance 2 LLC (Azul Finance 2) Indirect Aircraft financing Delaware USA 100% 100%
Azul Finance 3 LLC (Azul Finance 3) Indirect Aircraft financing Delaware USA 100% -
Blue Sabiá LLC (Blue Sabiá) Indirect Aircraft financing Delaware USA 100% 100%
Canela Investments LLC (Canela) Indirect Aircraft financing Delaware USA 100% 100%
Canela Turbo Three LLC (Canela Turbo) Indirect Aircraft financing Delaware USA 100% 100%
Canela 336 LLC (Canela 336) Indirect Aircraft financing Delaware USA 100% 100%
Azul Saira LLC (Azul Saira) Indirect Aircraft financing Delaware USA 100% 100%
Azul Secured Finance LLP (Azul Secured) Indirect Funding Delaware USA 100% 100%
Azul Secured Finance 2 LLP (Azul Secured 2) Indirect Funding Delaware USA 100% 100%
(a) Azul Finance 3 LLC was incorporated<br>on February 24, 2026.
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1.2 Seasonality
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The Company’s operating revenues substantially depend on the general volume of passenger and cargo traffic, which is subject to seasonal changes. Our passenger revenues are generally higher during the summer and winter holidays. Considering the distribution of fixed costs, this seasonality tends to cause variations in the operating results between periods of the fiscal year.

2.   GOING CONCERN

2.1   Management’s Representation

The Company’s unaudited interim financial statements has been prepared on a going concern basis, which assumes that the Company will continue to operate in the ordinary course of business and will be able to fulfill its obligations as they fall due.

Management has assessed the Company’s ability to continue as a going concern considering a minimum horizon of 12 months from the date of authorization for issue of these unaudited interim financial statements, including subsequent events occurring up to date.

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| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

In performing this assessment, the following factors were considered:

· The business plan submitted<br>to the Court;
· The implementation of financial<br>reorganization measures;
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· The effective completion<br>of the reorganization process; and
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· Revised projections on cash<br>flows and liquidity position.
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Based on these analyses, despite the negative net working capital, Management concluded that there are no material uncertainties that may cast significant doubt on the Company’s ability to continue as a going concern in the foreseeable future, and that the use of the going concern assumption is appropriate.

2.2   Main events during the period

2.2.1 Completion of the Reorganization Process

On February 20, 2026, the Company formally completed its emergence from the voluntary financial reorganization process under Chapter 11 of the U.S. Bankruptcy Code upon fulfilling all conditions precedent set forth in the Plan confirmed by the court. In light of the effectiveness of such emergence (the “Plan Effective Date”), all binding effects of the Plan became legally and accounting effective.

The Plan implementation resulted in a significant transformation of the Company’s capital structure. Share capital reached R$21,757 million as of the emergence date, reflecting the conversion of debt into equity, the raising of new funds, and other transactions foreseen in the Plan.

The main financial effects arising from such process completion were:

· Reduction of loans and<br>financing balance, with the conversion of debt into equity, as approved under the Plan and disclosed in Note 18.2 – Reorganization;
· Reduction of aircraft lease obligations and<br>accounts payables; and
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· The raising of US$1.4 billion through a private<br>placement of senior debt notes (Exit Notes).
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2.2.2 Impacts of the Strait of Hormuz Conflict

Recent global developments related to the conflict in the Strait of Hormuz have contributed to a sharp increase in Brent crude oil prices, directly affecting fuel costs incurred by airlines. Management has been closely monitoring this geopolitical scenario, which continues to drive volatility in the international oil market and to significantly pressure operating costs across the sector. In response, measures have been adopted to preserve operational efficiency, including temporary adjustments to the route network, resources optimization and the intensification of initiatives with governmental authorities in pursuit of tax benefits to help mitigate the financial impacts arising from this scenario.

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| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

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2.2.3 Reverse Stock Split


On March 25, 2026, the Company held a shareholders’ meeting to approve a reverse stock split at a ratio of 150,000 to 1. The reverse stock split became effective on April 20, 2026, when the shares began to be traded under ticker symbol AZUL3.

2.2.4 Changes in Management

On April 6, 2026, the Company announced that Mr. Alexandre Wagner Malfitani submitted his resignation from the positions of Chief Financial Officer (CFO) and Investor Relations Officer (IRO), effective as of April 20, 2026. On the same date, the Company announced the appointment of Mr. Antônio Carlos Garcia to the positions of Vice President, Chief Financial Officer and Investor Relations Officer, effective as of April 20, 2026.

2.2.5 Recognition of deferred taxassets


Following the completion of the reorganization process under Chapter 11, Management concluded that there is convincing evidence that sufficient future taxable income will be available to allow the full utilization of tax loss carryforwards, and recognized deferred tax assets in the amount of R$7,515,404. Deferred tax assets were initially recognized as deferred tax income in the statement of operations for the period.

2.3     Net working capital and capital structure

As of March 31, 2026, the Company’s net working capital and equity position are as follows:

Description March 31, 2026 December 31, 2025 Variation
Net working capital (7,251,418) (23,169,625) 15,918,207
Equity (3,774,371) (29,038,062) 25,263,691

The changes in net working capital and equity balances mainly derived from the reduction of the loans and financing balance with the conversion of debt into equity, and the capital increases made during the quarter. Additionally, equity was positively impacted by the recognition of deferred tax assets.

3.   MANAGEMENT’S REPRESENTATION, BASIS OF PREPARATION AND PRESENTATION OF THE UNAUDITED INTERIM FINANCIAL STATEMENTS


The Company’s unaudited interim financial statements for the period ended March 31, 2026 has been prepared in accordance with IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (“IASB”).

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| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

This information does not include all requirements for the presentation of annual financial statements and is presented along with information and significant changes occurred during the period, without the level of detail of certain notes previously disclosed. In Management’s opinion, this presentation provides sufficient understanding of the Company’s financial position and performance during the unaudited interim period.

The Company’s unaudited interim financial statements has been prepared in Brazilian reais (R$), which is the functional and presentation currency. All currencies stated herein are expressed in thousands, unless otherwise stated.

The Company mainly operates through its aircraft and other assets that support flight operations, which comprise its cash-generating unit (CGU) and its only reportable segment: air transport.

The preparation of the Company’s unaudited interim financial statements requires Management to exercise judgments and make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. However, the uncertainty inherent in these judgments, estimates and assumptions may give rise to results that require significant adjustments to the carrying amounts of assets, liabilities, income and expenses in future years.

The unaudited interim financial statements has been prepared on a historical cost basis, except for investments accounted for under the equity method.

3.1   Approval and authorization for issue of the unaudited interim financial statements


These unaudited interim financial statements were approved and authorized for issue at the Board of Directors’ meeting held on May 5, 2026.

4.   MATERIAL ACCOUNTING POLICIES

The Company’s unaudited interim financial statements has been prepared in accordance with material accounting policies and practices, and estimate calculation methods adopted and presented in detail in the financial statements for the year ended December 31, 2025 disclosed on March 27, 2026 and, therefore, should be read together.

4.1   New and revised relevant accounting standards and interpretations

The following accounting standards will become effective as of January 1, 2027:

Standard Description
IFRS 9 Review of the rules for classifying and measuring financial assets with variable and non-linear cash flows
IFRS 18 Replaces CPC 26 (R1) (IAS 1) and introduces changes in the presentation and disclosure of the Financial Statements.
IFRS 19 Disclosure of subsidiaries without public accountability
IAS 7 and IFRS 7 Increase transparency regarding liquidity risk and the maturities of financial instruments, loans and financing
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| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

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5.   FOREIGN CURRENCY TRANSACTIONS

Foreign currency transactions are recorded at the exchange rate prevailing at the transaction dates. Monetary assets and liabilities designated in foreign currency are determined based on the exchange rate in effect at the end of the reporting period, and any differences resulting from currency translation are recorded under “Foreign currency exchange, net” in the statement of operations.

The exchange rates in Brazilian reais are as follows:

Final exchange rates Average exchange rates
Description March 31, 2026 December 31, 2025 Variation % March 31, 2026 March 31, 2025 Variation %
U.S. dollar 5.2194 5.5024 (5.1%) 5.2591 5.5855 (5.8%)
Euro 6.0117 6.4692 (7.1%) 6.1511 6.3094 (2.5%)

6.   CASH AND CASH EQUIVALENTS

Description March 31, 2026 (Unaudited) December 31, 2025
Cash 381,481 196,061
Cash equivalents:
Bank Deposit Certificate – CDB 6,260 3,625
Repurchase agreements 256,205 333,223
Automatic application - DIP ^(a)^ 238,843 213,287
Automatic application ^(a)^ 1,202,741 -
Time Deposit ^(a)^ 1,202,741 245,448
Others 2,500 -
2,088,030 991,644

(a)  Investments denominated in U.S. dollars.

7.   SHORT-TERM INVESTMENTS

Description March 31, 2026 (Unaudited) December 31, 2025
Investment funds - 26,286
- 26,286
| 14 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

The movement of the allowance for losses is as follows:


Description March 31, 2026 (Unaudited)
Balances at the beginning of the period 117,684
Write-offs (117,684)
Balances at the end of the period -


8.   ACCOUNTS RECEIVABLE

Description March 31, 2026 (Unaudited) December 31, 2025
Local currency
Credit card companies 1,706,380 1,957,920
Cargo and travel agencies 366,961 311,706
Loyalty program partners 233,784 146,035
Others 90,040 89,675
Total local currency 2,397,165 2,505,336
Foreign currency
Reimbursement receivable for contractual guarantees 104,901 104,901
Clearinghouse 26,348 46,060
Credit card companies 21,267 18,104
Reimbursement receivable for maintenance reserves 6,155 7,057
Others 55,459 93,551
Total foreign currency 214,130 269,673
Total 2,611,295 2,775,009
Provision for loss (25,778) (22,815)
Total net 2,585,517 2,752,194
Current 2,570,238 2,722,742
Non-current 15,279 29,452

In Brazil, credit card receivables are not exposed to the cardholder’s credit risk. The balances can be readily converted into cash, when necessary, through discounting arrangements with credit card companies.

During the quarter ended March 31, 2026, the Company collected in advance the amount of R$2,693,845 referring to accounts receivable from credit card companies, without recourse, at an average cost of 1.3% p.m. on the discounted amount, resulting in interest expense of R$96,237 (R$109,113 as of March 31, 2025).

| 15 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

Aging list of accounts receivable, net of allowances for losses:

Description March 31, 2026 (Unaudited) December 31, 2025
Not past due
Up to 90 days 1,559,723 1,333,233
91 to 180 days 408,624 642,072
181 to 360 days 426,431 507,918
Over 360 days 15,279 29,452
2,410,057 2,512,675
Past due
Up to 90 days 52,083 103,562
91 to 180 days 9,187 21,668
181 to 360 days 31,214 39,775
Over 360 days 108,754 97,329
201,238 262,334
Provision for loss (25,778) (22,815)
Total 2,585,517 2,752,194

Of the balance past due for more than 90 days, R$104,901 refers to reimbursements receivable from contractual guarantees due from aircraft manufacturers. The Company is currently holding discussions with these manufacturers.

Up to April 30, 2026, R$16,894 of the total past-due amount had been collected.

The movement in the allowance for losses is as follows:

Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Balances at the beginning of the period (22,815) (27,724)
Additions (4,181) (9,832)
Reversals 1,218 5,730
Write-off of uncollectible amounts - 2,183
Balances at the end of the period (25,778) (29,643)

9.   INVENTORIES

Description March 31, 2026 (Unaudited) December 31, 2025
Maintenance materials and parts 995,195 1,000,881
Flight attendant, uniforms and others 30,006 25,288
Provision for loss (50,228) (53,637)
Total net 974,973 972,532
| 16 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

The movement in the allowance for inventory losses is as follows:

Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Balances at the beginning of the period (53,637) (53,553)
Movement, net 3,409 9,539
Balances at the end of the period (50,228) (44,014)

10.   DEPOSITS

Description March 31, 2026 (Unaudited) December 31, 2025
Security deposits 763,635 807,590
Maintenance reserves 2,703,031 2,797,710
Total 3,466,666 3,605,300
Provision for loss (706,999) (725,591)
Total net 2,759,667 2,879,709
Current 387,231 502,085
Non-current 2,372,436 2,377,624

The movement in security deposits and maintenance reserves is as follows:

Description Security deposits Maintenance reserves Total
On December 31, 2025 807,590 2,072,119 2,879,709
Additions 71,965 211,553 283,518
Returns (78,618) (21,531) (100,149)
Provision movement - (18,457) (18,457)
Use by the lessor - (138,858) (138,858)
Foreign currency exchange (37,302) (108,794) (146,096)
On March 31, 2026 (Unaudited) 763,635 1,996,032 2,759,667
| 17 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

The movement in the allowance for losses is as follows:

Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Balances at the beginning of the period (725,591) (238,088)
Movements
Additions (137,019) (4,057)
Reversals - 33,804
Utilization 118,562 23,211
(18,457) 52,958
Foreign currency exchange 37,049 16,936
Balances at the end of the period (706,999) (168,194)

11.   TAXES RECOVERABLE

Description March 31, 2026 (Unaudited) December 31, 2025
PIS and COFINS 85,448 81,906
ICMS 67,505 68,707
Taxes withheld 113,065 109,938
Provision for loss (10,767) (10,767)
Others 1,075 5,079
256,326 254,863
Current 209,817 208,354
Non-current 46,509 46,509

There was no movement in the allowance for losses during the quarter.


12.   ADVANCES TO SUPPLIERS


Description March 31, 2026 (Unaudited) December 31, 2025
Local currency 186,282 152,533
Foreign currency 310,395 271,997
Provision for loss (56,915) (52,936)
439,762 371,594
| 18 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

The movement in the allowance for losses is as follows:

Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Balances at the beginning of the period (52,936) (69,273)
Additions (12,099) (13,701)
Reversals 8,120 5,505
Balances at the end of the period (56,915) (77,469)

13.   OTHER ASSETS


Description March 31, 2026 (Unaudited) December 31, 2025
Insurance 106,403 135,307
Maintenance 468,955 523,068
Commissions 103,071 103,831
Vendor credits 142,911 58,586
Others 148,904 134,977
Total 970,244 955,769
Current 557,917 508,289
Non-current 412,327 447,480


| 19 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


14.   INCOME TAX AND SOCIAL CONTRIBUTION


14.1    Reconciliation of the effective tax rate

Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Profit (loss) before IR and CSLL (1,493,136) 1,653,630
Combined nominal tax rate 34% 34%
Taxes calculated at nominal rates 507,666 (562,234)
Adjustments to determine the effective rate
Deferred taxes 7,803,330 510,605
Non-taxable effect of the fair value measurement of convertible instruments - 67,149
Permanent differences (579,330) (15,541)
Worldwide taxation (287,926) -
Others 69,787 6
7,513,527 (15)
Current income tax and social contribution (1,877) (15)
Deferred income tax and social contribution 7,515,404 -
7,513,527 (15)
Effective rate -503.2% 0.0%

| 20 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


14.2    Breakdown of deferred income tax and social contribution

Description December 31, 2025 Result March 31, 2026 (Unaudited)
Deffered liabilities
Breakage (326,206) 7,515 (318,691)
Foreign currency exchange (4,425,099) 1,110,781 (3,314,318)
Leases (3,442,508) 285,545 (3,156,963)
Others (1,668) - (1,668)
Total (8,195,481) 1,403,841 (6,791,640)
Deferred tax asset
Foreign currency exchange 3,282,391 (582,411) 2,699,980
Leases 4,321,762 (605,883) 3,715,879
Temporary provisions 939,334 (71,608) 867,726
Tax loss carryforwards and negative bases 8,787,950 1,945,891 10,733,841
Others 402,104 (78,743) 323,361
17,733,541 607,246 18,340,787
Total 9,538,060 2,011,087 11,549,147
Total income tax and deferred social contribution - 7,515,404 7,515,404
Total 9,538,060 (5,504,317) 4,033,743
Description March 31, 2026 (Unaudited) December 31, 2025
--- --- ---
Tax losses and negative bases 31,570,122 25,846,911
Description March 31, 2026 (Unaudited) December 31, 2025
Tax loss (25%) 7,892,531 6,461,728
Negative social contribution bases (9%) 2,841,310 2,326,222
Deferred tax asset recognized (7,515,404) -
3,218,437 8,787,950

14.3    Breakdown of deferred tax assets

For the recognition of deferred tax assets arising from temporary differences and tax loss carryforwards, the Company assesses the expected generation of future taxable income against which those temporary differences and tax loss carryforwards would be offset. Deferred tax assets and liabilities are offset when there is a legally enforceable right and the intent to offset them when calculating current taxes, generally related to the same legal entity and the same tax authority.

| 21 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period of realization or settlement, pursuant to the prevailing legislation. No present value discounts are applied. Balances are reviewed at the end of each reporting period.

The combined tax rate applied is 34% comprising 25% of income tax (IRPJ) and 9% of social contribution (CSLL), in accordance with the Brazilian tax laws in effect. Tax losses can be carried forward indefinitely in Brazil; however, their annual offset is limited to 30% of taxable income for each period.

14.3.1 Recognition of deferred tax assets

The Company posted successive tax losses from 2021 to 2024, substantially arising from financial expenses generated by its high level of indebtedness, which is the reason the Company had not previously recognized deferred tax assets. However, upon completion of the Chapter 11 reorganization, Management identified the following evidence supporting the recognition of deferred tax assets:

· Financial reorganization<br>under Chapter 11: during the current quarter, the Company effectively completed its emergence from the financial reorganization plan before<br>the United States Bankruptcy Court for the Southern District of New York. The plan was primarily intended to substantially reduce indebtedness<br>and, consequently, financial expenses, which mainly resulted in historical tax losses; and
· Financial projections:<br>the business plan for the 2025–2045 period indicates the generation of sufficient taxable income. Projections are based on assumptions<br>of revenue growth, route network and fleet optimization, as well as the reduction of financial expenses resulting from the reorganization.
--- ---

Future taxable income projections have been prepared, approved and validated by the Company’s Management, and are consistent with the long-term business plan.

14.3.2 Disclosure of material uncertainties

In conformity with the applicable regulations, Management discloses the following material uncertainties regarding the recognition of deferred tax assets:

· Macroeconomic volatility:<br>the projections are sensitive to fluctuations in the BRL/USD exchange rates and in jet fuel prices, given the weight of these items in<br>the aviation cost structure;
· Annual offset limit and<br>tax rates. Future changes in Brazilian tax legislation could impact tax offsetting; and
--- ---
· Long-term projections:<br>the projection horizon involves uncertainties. Management reviews the projections at the end of each reporting period.
--- ---

Based on the information available at the date of approval of these unaudited interim financial statements, Management considers that the positive evidence outweighs the negative evidence and supports the long-term business plan.

| 22 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

15.   PROPERTY AND EQUIPMENT

Description Weighted average rate (p.a.) December 31, 2025 Additions Write-offs March 31, 2026 (Unaudited)
Cost
Aircraft parts and equipment 2,452,342 55,723 (15,418) 2,492,647
Non-aircraft equipment 107,196 2,322 - 109,518
Aircraft, engines and simulators 301,734 54,046 (57,096) 298,684
Improvements 650,405 - (51,450) 598,955
Maintenance 32,982 1,353 - 34,335
Others 29,085 - - 29,085
Construction in progress 52,707 556 - 53,263
Advance payments for acquisition of aircraft 885,188 39,286 - 924,474
4,511,639 153,286 (123,964) 4,540,961
Depreciation
Aircraft parts and equipment 8% (1,168,239) (50,120) 9,129 (1,209,230)
Non-aircraft equipment 10% (73,883) (2,693) - (76,576)
Aircraft, engines and simulators 8% (199,054) (5,746) 2,336 (202,464)
Improvements 8% (251,924) (13,372) 19,865 (245,431)
Maintenance 17% (21,978) (1,391) - (23,369)
Others 4% (24,262) (262) - (24,524)
(1,739,340) (73,584) 31,330 (1,781,594)
Total property and equipment, net 2,772,299 79,702 (92,634) 2,759,367

16.   RIGHT-OF-USE ASSETS

Description Weighted average rate (p.a.) December 31, 2025 Additions Write-offs Modifica-tions March 31, 2026 (Unaudited)
Cost
Aircraft, engines and simulators 16,871,616 199,579 (1,065,846) (81,868) 15,923,481
Maintenance 2,966,123 103,934 (74,037) - 2,996,020
Restorations 911,522 5,132 (19,816) 21,624 918,462
Others 385,757 6,285 (3,079) 1,153 390,116
21,135,018 314,930 (1,162,778) (59,091) 20,228,079
Depreciation
Aircraft, engines and simulators 8% (9,023,486) (325,874) 556,923 - (8,792,437)
Maintenance 19% (1,230,207) (141,240) 34,023 - (1,337,424)
Restorations 27% (560,763) (60,803) 18,421 - (603,145)
Others 15% (195,538) (14,715) 365 - (209,888)
(11,009,994) (542,632) 609,732 - (10,942,894)
Right-of-use assets, net 10,125,024 (227,702) (553,046) (59,091) 9,285,185
| 23 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

17.   INTANGIBLE ASSETS

Description Weighted average rate (p.a.) December 31, 2025 Additions Transfers March 31, 2026 (Unaudited)
Cost
Goodwill - 901,417 - - 901,417
Slots - 126,547 - - 126,547
Software - 994,184 35,117 13 1,029,314
2,022,148 35,117 13 2,057,278
- - - -
Amortization
Software 16% (486,148) (39,082) (13) (525,243)
(486,148) (39,082) (13) (525,243)
Total intangible assets, net 1,536,000 (3,965) - 1,532,035

| 24 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

18.          LOANS AND FINANCING


Description Effective rate p.a. Maturity December 31, 2025 Funding (–) costs Debt into equity conversion Payment of principal Interest payment Interest Foreign currency exchange Amortized cost GUC Restructuring effect March 31, 2026 (Unaudited)
In foreign currency – US
Senior notes – 2027 - - 187,585 - - (2,336) - (7,049) (10,304) 297 (168,193) - -
Senior notes – 2028 - - 19,259 - - (183) - (772) (1,053) - (17,251) - -
Senior notes – 2029 - - 29,246 - - (280) - (981) (1,606) - (26,379) - -
Senior notes – 2031 - - 192,422 - - (1,493) - (6,134) (10,562) - (174,233) - -
Senior notes 1L – 2028 - - 6,348,705 - (5,730,235) - - (564,692) (141,572) - - 87,794 -
Senior notes 2L – 2029 - - 933,400 - (845,232) - - (80,293) (20,814) - - 12,939 -
Senior notes 2L – 2030 - - 2,133,376 - (1,941,142) - - (174,378) (47,572) - - 29,716 -
DIP – 2026 - - 9,594,861 115,359 (1,782,272) (7,509,038) (192,640) 192,737 (533,335) 114,328 - - -
Exit notes 10.1% Feb-31 - 7,046,801 - - - 107,693 (19,186) 4,469 - - 7,139,777
Executed letters of credit 6.7% Dec-29 1,376,106 20,901 - (75,271) (3,543) (1,919) (26,212) - (179,594) (423,749) 686,719
Aircraft, engines and others 8.3% Oct-26 646,364 - - - (8,110) 7,908 (33,107) - - - 613,055
9.7% Dec-27 220,330 - - (30,430) (3,406) 3,111 (11,989) 1,469 - - 179,085
4.7% Dec-26 11,694 - - (6,056) (532) 175 (590) - (428) - 4,263
21,693,348 7,183,061 (10,298,881) (7,625,087) (208,231) (524,594) (857,902) 120,563 (566,078) (293,300) 8,622,899
In local currency - R
Executed derivatives - - 38,241 - - - - - - - (38,241) - -
Debentures 18.3% Feb-31 658,473 - - - (26,257) 10,249 - - (187,979) - 454,486
Executed letters of credit 15.7% Dec-35 669,542 - - - - (427,039) - - (7,847) 401,374 636,030
1,366,256 - - - (26,257) (416,790) - - (234,067) 401,374 1,090,516
Total in R 23,059,604 7,183,061 (10,298,881) (7,625,087) (234,488) (941,384) (857,902) 120,563 (800,145) 108,074 9,713,415
Current 13,783,259 1,068,827
Non-current 9,276,345 8,644,588

All values are in US Dollars.

| 25 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- | | 18.1 | Debt amortization schedule | | --- | --- | | Description | March 31, 2026 (Unaudited) | December 31, 2025 | | --- | --- | --- | | 2026 | 888,229 | 13,783,259 | | 2027 | 554,200 | 187,397 | | 2028 | 451,745 | 5,880,851 | | 2029 | 468,070 | 970,121 | | After 2029 | 7,351,171 | 2,237,976 | | | 9,713,415 | 23,059,604 | | Current | 1,068,827 | 13,783,259 | | Non-current | 8,644,588 | 9,276,345 | | 18.2 | Reorganization | | --- | --- |

18.2.1        Senior notes

In the first quarter of 2026, the Company completed the mandatory capitalization public offering of Senior Notes 1L – 2028 and Senior Notes 2L – 2029 and 2030, a key step in the Reorganization Plan. On January 6, 2026, the Board of Directors approved the conversion of the balance into capital increase in the amount of R$7,364,320, through the issuance of 18,227,719,034 common shares.

Additionally, the Company issued subscription warrants, which conversion gave rise to a capital increase amounting to R$1,152,289 through the issuance of 7,829,580,854,848 common shares.

Due to the difference between the par value and the fair value of the share on the conversion date, a loss of R$1,880,510 was recognized in line item “Fair value adjustments upon conversion into shares” in the statement of operations, with a corresponding entry in “Capital reserve”.

Due to the difference between the debt amount and the capital increase granted to creditors, a loss of R$130,449 was recognized in line item “Restructuring of loans and financing” in the statement of operations.

18.2.2 DIP 2026

In the first quarter of 2026, the Company completed the Equity Rights Offering (“ERO”) and converted into share capital the amount of R$1,782,272 through the issuance of 16,252,836,855,565 common shares.

18.2.3 GUC

Due to the emergence from Chapter 11, certain transactions were negotiated and will not be paid; therefore, the remaining balances amounting to R$800,145 were written off and the gains were recognized in line item “Loans – GUC – Chapter 11” in the statement of operations.

| 26 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


18.3 Relevant funding
18.3.1 Exit Notes
--- ---

In the first quarter of 2026, the Company conducted a private offering and issued notes (“Exit Notes”) in the amount of R$7,196,439 (equivalent to US$1.4 billion), with costs of R$80,132, and an original issue discount (“OID”) of R$69,506, bearing interest equivalent to 9.9% per year, with semiannual interest payments and maturity in February 2031.

Due to the difference between the par value and the fair value of the shares on the conversion date, a loss of R$2,443,466 was recognized in line item “Fair value adjustments upon conversion into shares” in the statement of operations, with a corresponding entry in “Capital reserve”.

The Exit Notes are secured by receivables from Azul Fidelidade, Azul Viagens, and Azul Cargo, as well as brands, domains, other intellectual property assets, and equity interests in certain subsidiaries.

18.4 Covenants

The Company’s loan and financing agreements are subject to covenants, as follows:

Covenantrelated to: Measurement indicators Indicators needed to a measurement Reached
Aircraft, engines and others Quarterly (i) The total cash balance on the last day of the quarter is not less than R$1 billion. Reached

19.   LEASES


Description March 31, 2026 (Unaudited) December 31, 2025
Leases 10,929,053 12,532,206
Leases – Notes - 178,857
10,929,053 12,711,063
Current 2,496,798 3,353,501
Non-current 8,432,255 9,357,562

| 27 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- | | 19.1 | Leases | | --- | --- |


Description Average remaining term Weighted average rate p.a. December 31, 2025 Additions Modifications Payments Interest incurred Write-offs Foreign currency exchange March 31, 2026 (Unaudited)
Lease without purchase option:
Aircraft, engines and simulators 8.1 17.7% 11,604,971 131,289 (54,276) (744,285) 435,138 (369,047) (601,852) 10,401,938
Others 5.3 16.8% 219,673 6,285 1,153 (42,818) 8,323 (2,833) (3,867) 185,916
Lease with purchase option:
Aircraft, engines and simulators 6.2 10.5% 707,562 62,633 (151,875) (33,016) 11,317 (218,923) (36,499) 341,199
Total 12,532,206 200,207 (204,998) (820,119) 454,778 (590,803) (642,218) 10,929,053
Current 3,353,501 2,496,798
Non-current 9,178,705 8,432,255
| 28 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- | | 19.2 | Leases – Notes | | --- | --- | | Description | Average remaining term | Weighted average rate p.a. | December 31, 2025 | Interest incurred | Write-offs | Foreign currency exchange | March 31, 2026 (Unaudited) | | --- | --- | --- | --- | --- | --- | --- | --- | | Financing with lessors – Notes | - | - | 178,857 | 3,694 | (172,742) | (9,809) | - | | Total | | | 178,857 | 3,694 | (172,742) | (9,809) | - | | 19.3 | Lease amortization schedule | | --- | --- |


Description March 31, 2026 (Unaudited) December 31, 2025
2026 2,034,441 3,601,304
2027 2,596,000 2,971,572
2028 2,513,309 2,767,084
2029 2,363,252 2,562,476
After 2029 10,027,164 10,781,388
Minimum lease payments 19,534,166 22,683,824
Financial charges (8,605,113) (10,151,618)
Present value of minimum lease payments 10,929,053 12,532,206
Current 2,496,798 3,353,501
Non-current 8,432,255 9,178,705

19.4 Schedule of amortization of leases – Notes

Description March 31, 2026 (Unaudited) December 31, 2025
2026 - -
2027 - -
2028 - -
2029 - -
After 2029 - 498,718
Minimum lease payments - 498,718
Financial charges - (319,861)
Present value of minimum lease payments - 178,857
Current - -
Non-current - 178,857

| 29 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


20. CONVERTIBLE DEBT INSTRUMENTS

Description Interest incurred Foreign currency exchange Debt into equity conversion March 31, 2026 (Unaudited)
In foreign currency – US
Debentures 647,150 (6,745) (1,037,771) -
Total in R 647,150 (6,745) (1,037,771) -
Current -
Non-current -

All values are in US Dollars.


In the first quarter of 2026, the Company completed the mandatory conversion of debentures, pursuant to the Plan, which resulted in a capital increase amounting to R$1,037,771, through the issuance of 1,361,168,043,222 common shares.

Due to the difference between the par value and the fair value of the shares on the conversion date, a loss of R$766,117 was recognized in line item “Fair value adjustments upon conversion into shares” in the statement of operations, with a corresponding entry in “Capital reserve”.

In conformity with IFRS 9 – Financial Instruments, the Company concluded that the aforementioned transaction falls within the scope of derecognition of financial liabilities.

20.1 Schedule of debt amortization
Description March 31, 2026 (Unaudited) December 31, 2025
--- --- ---
2025 - -
2026 - 88,996
2028 - 308,370
- 397,366
Current - 88,996
Non-current - 308,370


21.   ACCOUNTS PAYABLE

Description March 31, 2026 (Unaudited) December 31, 2025
Accounts payable 2,938,226 4,258,897
Accounts payable – Notes - 494,293
GUC – Chapter 11 158,906 1,851,421
Breakage – GUC – Chapter 11 - (1,724,867)
3,097,132 4,879,744
Current 2,935,636 3,931,201
Non-current 161,496 948,543
| 30 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

Due to the emergence from the Chapter 11 process, the GUC breakage was reversed, and the amounts of R$1,589,798 and R$56,825 were recognized as a gain under “Suppliers – GUC – Chapter 11” and “GUC – Chapter 11” in the operating and financial income statements, respectively. The remaining balance reflects the obligations assumed under the agreement with the UCC (“Unsecured Creditors' Committee”).

22. DERIVATIVE FINANCIAL INSTRUMENTS
Changes in fair value Conversion right debentures
--- ---
On December 31, 2025 (6,448)
Write-offs 6,448
On March 31, 2026 (Unaudited) -

In the first quarter of 2026, the mandatory conversion of debentures was completed, as resolved by debenture holders under the plan (note 20).

23.   AIRPORT TAXES AND FEES

Description March 31, 2026 (Unaudited) December 31, 2025
Tax transaction 930,129 926,051
Airport fees 377,326 351,591
Boarding fees 230,709 294,441
Other fees 67,895 38,554
1,606,059 1,610,637
Current 917,806 899,605
Non-current 688,253 711,032

24.   AIR TRAFFIC LIABILITY, SERVICES AND LOYALTY PROGRAM


Description March 31, 2026 (Unaudited) December 31, 2025
Air traffic liability to be executed 2,763,867 3,207,735
Loyalty program to be executed 2,942,429 2,922,070
Travel packages to be executed 878,773 1,047,547
Air traffic cargo to be executed 27,690 22,768
Breakage (937,327) (959,431)
5,675,432 6,240,689
| 31 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

25.   SALARIES AND BENEFITS

Description March 31, 2026 (Unaudited) December 31, 2025
Salaries and benefits 527,298 533,713
527,298 533,713
26. TAXES PAYABLE
--- ---
Description March 31, 2026 (Unaudited) December 31, 2025
--- --- ---
Tax transaction 224,337 226,141
Taxes withheld 94,263 84,753
Import taxes 11,127 10,210
Others 24,173 16,484
353,900 337,588
Current 168,437 144,007
Non-current 185,463 193,581

27. PROVISIONS
27.1 Breakdown of provisions
--- ---
Description Return of aircrafts and engines ^(a)^ Tax, civil and labor risks Post-employment benefit Total
--- --- --- --- ---
On December 31, 2025 1,507,285 257,176 10,214 1,774,675
Movements 681 109,477 38 110,196
Modifications 21,624 - - 21,624
Write-offs (1,382) (73,426) - (74,808)
Interest incurred 58,391 1,200 235 59,826
Foreign currency exchange (77,223) - - (77,223)
On March 31, 2026 (Unaudited) 1,509,376 294,427 10,487 1,814,290

(a)  Notional discount rate of 17.9% p.a. (17.9% p.a. as of December 31, 2025).

| 32 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- | | 27.2 | Tax, civil and labor risks | | --- | --- |

The balances of lawsuits assessed as probable and possible losses are as follows:

Probable loss Possible loss
Description March 31, 2026 (Unaudited) December 31, 2025 March 31, 2026 (Unaudited) December 31, 2025
Tax ^(a)^ 94,309 91,463 454,678 333,551
Civil 147,568 109,868 342,487 331,275
Labor 52,550 55,845 273,503 257,675
294,427 257,176 1,070,668 922,501
(a) The variation in possible loss<br>derives from the lawsuit claiming the right to offset tax loss carryforwards.
--- ---
28. RELATED PARTIES
--- ---
28.1 Expenses of key managementpersonnel
--- ---

The Company’s employees are entitled to profit sharing, which is contingent upon the achievement of certain annual goals. In turn, executive officers are entitled to bonuses based on statutory provisions proposed by the Board of Directors and approved by the shareholders. The profit sharing amount is recognized in profit or loss for the year in which the goals are achieved.

Key management personnel comprise the board members, the Executive Committee members and the officers. Expenses incurred and the respective charges, paid or payable, are as follows:

Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Salaries and benefits 9,874 8,763
Post-employment benefit 174 174
Share-based incentive 60,785 11,262
70,833 20,199

The share-based incentive plan considers the stock option plan, RSUs and phantom shares.

28.2 Guarantees and pledges

The Company has granted guarantees on real estate lease agreements for certain executive officers, and the total amount involved is immaterial.

28.3 Breeze

The Company signed sub-lease agreements for three aircraft with Breeze Aviation Group (“Breeze”), an airline founded by a member of Azul’s Board of Directors, based in the United States. The transaction was voted on and approved by 97% of Azul’s shareholders at the EGM (Extraordinary General Meeting) held in March 2020. Following good governance practices, the member did not participate in the voting.

| 33 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

As of March 31, 2026 and December 31, 2025, the Company does not have any outstanding balances with Breeze.

28.4 Azorra

In August 2022, the Company entered into aircraft and engine sales and leaseback agreements with entities of the Azorra Aviation Holdings LLC (“Azorra”) which became a related party following the election of a member of the Company’s Board of Directors to the position of independent member of Azorra’s Board of Directors.

The transactions with Azorra are described below:

Creditor Debtor Type of operation March 31, 2026 (Unaudited) December 31, 2025
ALAB Azorra Maintenance reserve 32,064 15,418
ALAB Azorra Security deposits 50,122 52,840
Azorra ALAB Leases (267,048) (295,954)
Revenue Expense Type of operation March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Azorra ALAB Interest incurred 11,440 41,667
28.5 Lilium
--- ---

In August 2021, the Company announced plans for a strategic partnership with Lilium GmbH, a wholly-owned subsidiary of Lilium N.V. (“Lilium”), which became a related party as the Company’s controlling shareholder was elected independent member of Lilium’s Board of Directors. which became a related party following the election of a member of the Company’s Board of Directors to the position of independent member of Lilium’s Board of Directors.

As of March 31, 2026 and December 31, 2025, the Company does not have any outstanding balances with Lilium.

28.6 United

The Company has agreements with United Airlines Inc. (“United”), one of its shareholders, for the use of the loyalty program and for passenger reaccommodation. As of March 31, 2026 and December 31, 2025, the balance is immaterial.

28.7 Airbus Brasil

The Company has agreements with Airbus Brasil Negócios Aeroespaciais Ltda. (“Airbus Brasil”), where a member of the Company’s Board of Directors serves as a consultant. As of March 31, 2026 and December 31, 2025, the balance is immaterial.

| 34 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


29. OTHER LIABILITIES
Description March 31, 2026 (Unaudited) December 31, 2025
--- --- ---
Lease liabilities 813,931 802,882
Accounts payable 336,316 252,534
Others 74,055 75,481
Total 1,224,302 1,130,897
Current 215,024 124,039
Non-current 1,009,278 1,006,858

30. EQUITY
30.1 Share 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 Company’s issued capital change is presented below:

Value Quantity
Description Issued capital AFAC Common shares
On December 31, 2025 7,131,859 - 924,425,955
Capital increase - 1,087 -
Conversion into shares – Senior notes  ^(a)^ 7,364,320 - 18,227,719,034
Issuance of shares – Senior notes – Cash 77,231 - 191,157,495
Conversion into shares – Convertible debt instruments 1,037,771 - 1,361,168,043,222
Conversion into shares – Senior notes  ^(a)^ 1,152,289 - 7,829,580,854,848
Issuance of shares – Senior notes – cash 6,336 - 43,051,894,357
Conversion into shares – DIP ^(a)^ 1,782,272 - 16,252,836,855,565
Issuance of shares – ERO – Cash 2,671,040 - 24,357,661,094,765
Issuance of shares – ERO – Capital reserve 533,734 - 4,867,209,733,570
On March 31, 2026 (Unaudited) 21,756,852 1,087 54,730,851,778,811

(a)  Conversion of debt into share capital.

| 35 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

The Company’s shareholding structure is presented below:

March 31, 2026 (Unaudited)
Shareholder Common shares
Readystate Asset Management 8.8%
BlackBarn 8.1%
VR Global 5.2%
United Airlines Inc 8.7%
Others 69.2%
Total 100.0%

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 R$30,000,000. The Board of Directors will determine the issuance conditions, including price and payment terms.

30.2 Treasury shares
Description Number of shares Value Average cost (in R$)
--- --- --- ---
On December 31, 2025 88,679 1,433 16.16
On March 31, 2026 (Unaudited) 88,679 1,433 16.16

In March 2026, the share buyback plan for up to 1,368,270,610,967 common shares was approved, effective for an 18-month period, for the purpose of holding them in treasury for the subsequent fulfillment of obligations under the share-based incentive programs.


31. EARNINGS PER SHARE
Three-month periods ended
--- --- ---
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Numerator
Profit for the quarter 6,020,391 1,653,615
Denominator
Weighted average number of common shares 263,368,368 427,880,825
Weighted average number of presumed conversions 28 436,824,192
Weighted average number of common shares that would have been issued<br><br>the average share price at the market price - 61,955,330
Basic profit per common share – R$ 22.86 3.86
Diluted profit per common share – R$ 22.86 3.38
| 36 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

In accordance with IAS 33 - Earnings per Share, the Company retrospectively presented earnings (loss) per share due to the conversion of preferred shares into common shares and the reverse stock split carried out in April 2026. Accordingly, the weighted average number of shares was adjusted for all reporting periods, with no impact on profit, affecting only the denominator of the earnings per share calculation.



32. SHARE-BASED INCENTIVE

During the first quarter of 2026, the creation of the first program under the new restricted stock grant plan (“MIP”) was approved, with a grant of 552,836,886,655 shares and an immediate vesting period.

The movement in the plans is as follows:

Number of shares
Description Stock option plan RSU Phantomshares MIP Total
On December 31, 2025 8,836,830 535,796 98,166 - 9,470,792
Granted - - - 552,836,886,655 552,836,886,655
Exercised - - - (182,436,172,596) (182,436,172,596)
Canceled (5,079,988) (46,050) (19,028) - (5,145,066)
On March 31, 2026 (Unaudited) 3,756,842 489,746 79,138 370,400,714,059 370,405,039,785

Expenses on the share-based incentive plans are shown below:

Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Stock option plan - 11,366
RSU 247 1,440
Phantom shares - (8)
MIP 60,614 -
60,861 12,798

32.1 Assumptions

32.1.1****Stock option plan


Grant Exercise price (in R$) Everage fair value (in R$) Volatility Expected dividend Average rate of return Exercise rate per tranche Remaining term (in years) Purchasing period up to (years) Options granted Options outstanding Options available
December 11, 2009 3.42 1.93 47.7% 1.1% 8.8% 25.0% - 4.0 5,032,800 180,870 180,870
March 24, 2011 6.44 4.16 54.8% 1.1% 12.0% 25.0% - 4.0 1,572,000 84,000 84,000
April 5, 2011 6.44 4.16 54.8% 1.1% 12.0% 25.0% - 4.0 656,000 6,200 6,200
June 30, 2014 19.15 11.01 40.6% 1.1% 12.5% 25.0% - 4.0 2,169,122 72,166 72,166
July 1, 2015 14.51 10.82 40.6% 1.1% 15.7% 25.0% - 4.0 627,810 74,244 74,244
July 1, 2016 14.50 10.14 43.1% 1.1% 12.2% 25.0% - 4.0 820,250 103,578 103,578
July 6, 2017 22.57 12.82 43.4% 1.1% 10.3% 25.0% - 4.0 680,467 224,155 224,155
August 8, 2022 11.07 8.10 70.0% - 13.0% 25.0% 0.6 4.0 1,774,418 382,337 382,337
August 8, 2022 11.07 6.40 68.8% - 13.2% 33.3% - 3.0 1,514,999 373,698 373,698
August 19, 2022 11.07 7.39 67.2% - 13.6% 100.0% - 1.0 4,900,000 2,074,126 2,074,126
July 7, 2023 15.60 10.80 75.4% - 10.5% 25.0% 1.2 4.0 1,800,000 181,468 181,468
21,547,866 3,756,842 3,756,842

| 37 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


32.1.2****RSU

Grant Exercise rate per tranche Fair value(in reais) Remaining term (in years) Purchasing period up to (years) Totalgranted Total notexercised
July 7, 2021 25.0% 42.67 - 4.0 300,000 -
July 7, 2022 25.0% 11.72 0.5 4.0 335,593 13,175
July 7, 2022 25.0% 11.72 0.5 4.0 671,186 36,834
July 7, 2023 25.0% 19.32 1.2 4.0 500,000 54,540
October 23, 2024 25.0% 5.48 2.5 4.0 671,502 258,399
December 13, 2024 25.0% 4.17 2.7 4.0 335,751 126,798
2,814,032 489,746

32.1.3****Phantom shares


Grant Exercise price (in R$) Everage fair value (in R$) Volatility Expected dividend Average rate of return Exercise rate per tranche Remaining term (in years) Purchasing period up to (years) Options granted Options outstanding Options available
August 7, 2018 20.43 0.00 92.% - 14.% 25.0% - 4.0 707,400 34,492 34,492
April 30, 2020 10.35 0.01 92.% - 14.% 33.3% - 3.0 3,250,000 30,696 30,696
April 30, 2020 10.35 0.04 87.9% - 13.9% 25.0% - 4.0 1,600,000 12,520 12,520
August 17, 2021 33.99 0.01 84.9% - 13.8% 25.0% - 4.0 580,000 1,430 1,430
6,137,400 79,138 79,138

32.1.4****MIP

Grant Fair value(in reais) Remaining term (in years) Purchasing period up to (years) Totalgranted Total notexercised
March 26, 2026 0.000109656646388772 - - 552,836,886,655 370,400,714,059


33. SALES REVENUE
Three-month periods ended
--- --- ---
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Passenger revenue 5,049,523 5,018,203
Other revenues 451,959 407,497
Total 5,501,482 5,425,700
Taxes levied
Passenger revenue (746) (829)
Other revenues (29,368) (30,449)
Total taxes (30,114) (31,278)
Total revenue 5,471,368 5,394,422
| 38 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

Revenues by geographical location are as follows:


Three-month periods ended
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Domestic revenue 4,374,855 4,305,753
Foreign revenue 1,096,513 1,088,669
Total revenue 5,471,368 5,394,422


34. FINANCIAL RESULT
Three-month periods ended
--- --- ---
Description March 31, 2026 (Unaudited) March 31, 2025 (Unaudited)
Financial income
Interest on short and long-term investments 14,626 24,713
Others 15,375 6,876
30,001 31,589
Financial expenses
Interest on loans and financing ^(a)^ 941,384 (459,607)
Interest on lease (458,472) (673,360)
Interest on convertible instruments (647,150) (86,328)
Interest on accounts payable (39,106) (139,277)
Interest on airport taxes and fees (38,533) (3,652)
Interest on provisions (59,826) (54,150)
Interest on factoring credit card receivables (96,237) (109,113)
Amortized cost of loans and financing (120,563) (27,179)
Financial operations cost (66,622) (39,453)
Fair value of the TAP Bond - (31,429)
Restructuring of loans and financing (108,074) (552,073)
Fair value adjustment on conversion into shares (5,090,093) -
Loans – GUC – Chapter 11 800,145 -
Accounts payables – GUC – Chapter 11 56,825 -
Restructuring of convertible debentures - (334,599)
Other restructuring costs - (215,618)
Others (27,355) (73,088)
(4,953,677) (2,798,926)
Derivative financial instruments, net - 204,868
Foreign currency exchange, net 1,472,767 2,735,210
Financial result, net (3,450,909) 172,741
(a) During the first quarter of 2026,<br>upon the emergence from Chapter 11, the Company recognized gains on the reversal of interest on loans and financing.
--- ---


| 39 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


35 RISK MANAGEMENT

The fair value hierarchy of the Company’s financial instruments, as well as the comparison between carrying amount and fair value, are identified below:

Book value Fair value
Description Note Level March 31, 2026 (Unaudited) December 31, 2025 March 31, 2026 (Unaudited) December 31, 2025
Liabilities
Loans and financing 18 - (9,713,415) (23,059,604) (9,179,692) (24,248,794)
Convertible debt instruments – conversion right 20 2 - (6,448) - (6,448)

Financial instruments whose fair value approximates their carrying amount, based on specific conditions, mainly due to the short-term maturity, were not disclosed.

35.1       Market risks

35.1.1****Interest rate risk


Arises from the possibility of unfavorable fluctuations to which the Company’s cash flows are exposed.

35.1.2****Interest rate risk

35.1.2.1****Sensitivity analysis


As of March 31, 2026, the Company held assets and liabilities pegged to different types of interest rates. In the sensitivity analysis of non-derivative financial instruments, the impact on positions involving amounts exposed to such fluctuations was considered:

Exposure to CDI Exposure to SOFR
Description Rate p.a. March 31, 2026 (Unaudited) Weighted Rate (p.a.) March 31, 2026 (Unaudited)
Exposed assets (liabilities), net 14.7% (191,780) 3.7% (1,858,136)
Effect on profit or loss
Interest rate devaluation by -10% 13.2% 3,029 3.3% 6,827
Interest rate devaluation by -25% 11.0% 7,574 2.8% 17,069
Interest rate appreciation by 10% 16.1% (3,029) 4.0% (6,827)
Interest rate appreciation by 25% 18.3% (7,574) 4.6% (17,069)

35.1.2.2Aircraft fuel price risk (“QAV”)


Arises from the possibility of unfavorable fluctuations to which the Company’s cash flows are exposed.

| 40 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


35.1.2.3****Sensitivity analysis


The following table illustrates the sensitivity analysis of fluctuations in the prices of QAV liters:

Exposure to price
Description Price ^(a)^ March 31, 2026 (Unaudited)
Aircraft fuel 4.1 (1,340,964)
Effect on profit or loss
Devaluation by -10% 3.7 134,096
Devaluation by -25% 3.1 335,241
Appreciation by 10% 4.5 (134,096)
Appreciation by 25% 5.1 (335,241)
(a) Average price per liter.
--- ---

35.2       Foreign exchange risk

Foreign exchange risk arises from the possibility of unfavorable fluctuations in exchange rates to which the Company’s cash flows are exposed.

The exposure to the main foreign exchange fluctuations is as follows:

Exposure to US Exposure to
Description March 31, 2026 (Unaudited) March 31, 2026 (Unaudited)
Assets
Cash and cash equivalents 1,277,661 12,521
Accounts receivable 207,649 4,142
Deposits 2,499,304 78,842
Other assets 147,582 43,867
Total assets 4,132,196 139,372
Liabilities
Loans and financing (8,668,419) -
Leases (10,806,105) -
Convertible debt instruments - -
Accounts payable (1,275,001) (4,644)
Airport taxes and fees (3,483) -
Provisions (1,509,376) -
Other liabilities (3,271) (83)
Total liabilities (22,265,655) (4,727)
Net exposure (18,133,459) 134,645
Net exposure in foreign currency (3,474,242) 22,397

All values are in US Dollars.

| 41 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


35.2.1 Sensitivity analysis
Exposure to US Exposure to
--- --- ---
Description Closing rate Closing rate
Exposed assets (liabilities), net 5.2 6.0
Effect on profit or loss
Foreign currency devaluation by -10% 4.7 5.4
Foreign currency devaluation by -25% 3.9 4.5
Foreign currency appreciation by 10% 5.7 6.6
Foreign currency appreciation by 25% 6.5 7.5

All values are in US Dollars.

35.3 Credit risk

Credit risk is inherent to the Company’s operating and financial activities and is primarily associated with cash and cash equivalents, accounts receivable, security deposits and maintenance reserves.

Credit limits are established for customers based on internal credit rating and risk analysis criteria. The carrying amounts of these assets substantially represent the Company’s maximum exposure to credit risks.

Accounts receivable are continuously monitored and, where applicable, allowances for expected credit losses are recognized in accordance with the Company´s accounting policy.

The Company’s cash and cash equivalents are held mostly with financial institutions whose creditworthiness is periodically monitored.


35.4    Liquidity risk

As of March 31, 2026, the main financial liabilities mature as follows:

Description Carrying amount Contractual cash flow Until 1 year From 2 to 5 years After 5 years
Loans and financing 9,713,415 14,001,099 1,073,021 12,535,769 392,309
Leases 10,929,053 19,534,166 2,688,556 11,748,934 5,096,676
Accounts payable 3,097,132 3,144,277 2,960,233 177,842 6,202
Airport taxes and fees 1,606,059 2,199,762 941,847 582,169 675,746
On March 31, 2026 (Unaudited) 25,345,659 38,879,304 7,663,657 25,044,714 6,170,933

35.5    Capital management

The Company seeks capital alternatives with a view to meeting its operating needs and achieving a capital structure that it considers appropriate for finance costs and the maturity of the funding and related collaterals. The Company’s Management continually monitors its net indebtedness.

| 42 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- | | 36 | NON-CASH TRANSACTIONS | | --- | --- | | Description | Acquisition of property and equipment | Acquisition of capitalized maintenance | Acquisition of intangible | Maintenance prepayment | Maintenance reserves | Capital increase | Compensation of accounts payable | Acquisition of lease | Addition the ARO | Lease Modifications | Execution of letters of credit | Total | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Accounts receivable | - | - | - | - | 100,149 | - | (5,017) | 7,937 | - | - | - | 103,069 | | Deposits | - | - | - | - | 76,565 | - | - | (20,294) | - | - | 20,901 | 77,172 | | Property and equipment | 87,165 | - | - | - | - | - | - | - | - | - | - | 87,165 | | Right-of-use assets | - | 74,180 | - | - | - | - | - | 205,864 | 5,132 | (140,251) | - | 144,925 | | Intangible assets | - | - | (7,641) | - | - | - | - | - | - | - | - | (7,641) | | Other assets | - | - | - | 46,160 | - | - | - | - | - | - | - | 46,160 | | Loans and financing | - | - | - | - | - | 11,336,653 | - | - | - | - | (20,901) | 11,315,752 | | Leases | - | - | - | - | - | - | - | (200,207) | - | 161,876 | - | (38,331) | | Accounts payable | (87,165) | (74,180) | 7,641 | (46,160) | (176,714) | - | 5,017 | 6,700 | - | - | - | (364,861) | | Provisions | - | - | - | - | - | - | - | - | (5,132) | (21,625) | - | (26,757) | | Equity | - | - | - | - | - | (11,336,653) | - | - | - | - | - | (11,336,653) | | On March 31, 2026 (Unaudited) | - | - | - | - | - | - | - | - | - | - | - | - | | Description | Acquisition of property and equipment | Acquisition of capitalized maintenance | Acquisition of intangible | Maintenance prepayment | Maintenance reserves | Compensation of lease | Compensation of accounts payable | Acquisition of lease | Addition the ARO | Shares issued at fair value | Lease Modifications | Transfers | Total | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Accounts receivable | - | - | - | - | 5,014 | (50,812) | (116,597) | (6,841) | - | - | - | - | (169,236) | | Deposits | - | - | - | - | 132,848 | - | - | - | - | - | - | - | 132,848 | | Property and equipment | 205,666 | - | - | - | - | - | - | - | - | - | - | - | 205,666 | | Right-of-use assets | - | 310,416 | - | - | - | - | - | 208,170 | 109,597 | - | (630,163) | - | (1,980) | | Intangible assets | - | - | 49,400 | - | - | - | - | - | - | - | - | - | 49,400 | | Other assets | - | - | - | 71,882 | - | - | - | - | - | - | - | - | 71,882 | | Loans and financing | (103,136) | (214,776) | - | - | - | - | - | - | - | - | - | - | (317,912) | | Leases | - | - | - | - | - | 50,812 | - | (201,329) | - | 308,266 | 194,023 | 155,250 | 507,022 | | Accounts payable | (102,530) | (95,640) | (49,400) | (71,882) | (137,862) | - | 116,597 | - | - | 7,608 | - | (155,250) | (488,359) | | Provisions | - | - | - | - | - | - | - | - | (109,597) | - | 436,140 | - | 326,543 | | Equity | - | - | - | - | - | - | - | - | - | (315,874) | - | - | (315,874) | | On March 31, 2025 (Unaudited) | - | - | - | - | - | - | - | - | - | - | - | - | - |

| 43 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |

37    COMMITMENTS

37.1 Aircraft acquisition

Through agreements with manufacturers and lessors, the Company has undertaken to acquire certain aircraft, as follows:

Description March 31, 2026 (Unaudited) December 31, 2025
Lessors 13 9
Manufacturers 52 52
65 61

The amounts reported below are discounted to present value using the weighted discount rate applicable to leases, equivalent to 17.4% (18.4% as of December 31, 2025), and do not necessarily represent cash outflows, since the Company assesses the use of financing arrangements to fulfill such commitments.

Description March 31, 2026 (Unaudited) December 31, 2025
2026 1,301,318 1,297,521
2027 1,053,567 978,011
2028 910,004 836,170
2029 2,423,326 2,344,423
After 2029 5,694,070 5,419,765
11,382,285 10,875,890
37.2 Letters of credit
--- ---

The letters of credit currently used by the Company for the following purposes are described below:

March 31, 2026 (Unaudited) December 31, 2025
Description R$ US$ R$ US$
Security deposits and maintenance reserve and others 25,896 4,961 50,816 9,235
25,896 4,961 50,816 9,235
| 44 |

| --- |

| **AZUL S.A.**<br><br>**Notes to the unaudited interim financial statements**<br><br>March 31, 2026<br><br>(In thousands of Brazilian reais – R$, unless otherwise stated) |

| --- |


38    SUBSEQUENT EVENTS

On April 15, 2026, in connection with the material fact disclosed on February 19, 2026, the Board of Directors ratified and approved the final number of subscription warrants for common shares.

On April 20, 2026, the reverse stock split approved at an Extraordinary General Meeting became effective, at a ratio of 150,000 old shares to 1 new share. The reverse stock split did not change the Company’s share capital but proportionally reduced the total number of outstanding shares. On the same date, the share classes were unified, with the cancellation of preferred shares and the adoption of a single class of common shares. As from that date, the shares have been traded exclusively under the ticker symbol AZUL3.

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