B3 S A Brasil Bolsa Balcão : Insider Trading Policy

BRASIL

BOLSA

BALCÃO

INSIDER TRADING POLICY

September, 22, 2022

INFORMAÇÃO PÚBLICA - PUBLIC INFORMATION

INSIDER TRADING POLICY

TABLE OF CONTENTS
1	PURPOSE.....................................................................................................	3
2	SCOPE..........................................................................................................	3
3	CONCEPTS ..................................................................................................	3
4	REFERENCES..............................................................................................	4
5	RULES GOVERNING INSIDER TRADING...................................................	5
6	FORMER COMPANY ADMINISTRATORS ..................................................	6
7	RESPONSIBILITIES ....................................................................................	12
8	FINAL PROVISIONS.....................................................................................	15
9	CHANGE LOG .......................................................................................................	15

2	INFORMAÇÃO PÚBLICA - PUBLIC INFORMATION

INSIDER TRADING POLICY

1 PURPOSE

The purpose of this Policy is to provide guidance on the rules for trading securities issued by the Company and derivatives based on them.

2 SCOPE

This Policy applies to B3 S.A. - Brasil, Bolsa, Balcão (Company) and the Subject Persons as per the definition below.

3 CONCEPTS

3.1. Subject Persons

For the purposes of this Policy, the following are Subject Persons (Subject Persons):

• Members of the Company's Board of Directors.
• Members of the Company's Fiscal Council.
• Members of the Company's Statutory Board of Officers.
• Other employees and interns of the Company.
• Members of the Company's Board of Directors and members of the
  Statutory Board of Officers whose relationship with the Company terminates, for a period of three (3) months after the termination.
• The Company itself.
• Other persons who are aware of Material Information (as defined in this Policy), in particular those who have a business, professional or fiduciary relationship with the Company, including, without limitation, external members of advisory committees to the Board of Directors created by the Company's regulatory provision or of companies controlled by, affiliated with or belonging to the same economic group

3	INFORMAÇÃO PÚBLICA - PUBLIC INFORMATION

INSIDER TRADING POLICY

as the Company, members of the Board of Directors, members of the Statutory Board, members of the Fiscal Council, service providers, employees and interns of companies controlled by, affiliated with or belonging to the same economic group as the Company.

3.2. Connected Persons

The following are also subject to this Policy and are considered Connected Persons (Connected Persons):

• Spouses of members of the Board of Directors, Statutory Officers, members of the Fiscal Council and Employees not judicially or extrajudicially separated, persons with whom members of the Board of Directors, Statutory Officers, members of the Fiscal Council and Employees have a legally established common law marriage and economic dependents included in annual tax returns (Related Persons).
• Companies directly or indirectly controlled by members of the Board of Directors, Statutory Officers, members of the Fiscal Council, Employees and Related Persons.
• Third parties with whom members of the Board of Directors, Statutory Officers, members of the Fiscal Council, and Employees have a fiduciary or portfolio management agreement.
• Only in cases where the external members of the Board of Directors' advisory committees (Committee Members) are aware of Material Information (as defined below) shall also be considered as Connected Persons for the purposes of this Policy: (i) Related Persons of Committee Members, (ii) companies controlled directly or indirectly by Committee Members or by their Related Persons, and
• 1. Third parties with whom Committee Members maintain a fiduciary or portfolio management agreement for purposes of

4	INFORMAÇÃO PÚBLICA - PUBLIC INFORMATION

INSIDER TRADING POLICY

managing their own resources.

3.3. Material Information

For the purposes of this Policy, pursuant to CVM Resolution 44 of August 23, 2021, Material Information (Material Information) is any decision resulting from a shareholders' meeting resolution or from the Company's management bodies or any other event of a political- administrative, technical, business or economic-financial nature that occurred or that is related to the Company's business which may significantly influence:

1. The price of securities issued by the Company or based on them;
2. The investors' decision to buy, sell or hold such securities; or
3. The decision of investors to exercise any rights inherent in their condition as holders of securities issued by the Company or based to them.

For clarification purposes, the following are considered material information from the moment studies or analyses begin: information relating to the incorporation, total or partial spin-off, merger, transformation, or any other form of corporate reorganization or business combination, change of the Company's ownership control, decision to cancel the registration as a publicly-held company or change to the environment or trading segment of shares issued by the Company. In this case, the Blackout Period ceases to apply as soon as the Company discloses the Material Information to the market. For the purposes of this Policy, requests for court-supervised or out- of-court reorganization and bankruptcy filed by the Company itself are also considered material information from the moment studies or analyses begin, and the Blackout Period ceases to apply as soon as the Company discloses the Material Information to the market.

5	INFORMAÇÃO PÚBLICA - PUBLIC INFORMATION