Eneva S A : Increase of Capital Stock due to primary offering of common shares

ENEVA S.A.

CNPJ/ME No. 04.423.567/0001-21

NIRE 33.300.284.028

Publicly Listed Company

NOTICE TO SHAREHOLDERS

CAPITAL INCREASE

Communication on capital increase deliberated by the Board of Directors

ENEVA S.A. ("Eneva" or "Company") (B3:ENEV3), pursuant to and for the purposes of article 33, XXXI, of CVM Resolution no. 80, of March 29, 2022, as amended ("CVM Resolution 80"), hereby informs its shareholders that, at a meeting held on June 24, 2022, the Company's Board of Directors approved, among other matters, the increase of the Company's capital stock, within the authorized capital limit within the scope of the public offering for primary distribution of shares with restricted efforts, pursuant to CVM Instruction 476, of January 16, 2009, as amended ("CVM Instruction 476"), and with placement efforts abroad in operations exempt from registration under the U.S. Securities Act of 1933, as amended ("Securities Act") and the regulations issued under the Securities Act ("Restricted Offering"), the execution of which was approved at the meeting of the Company's Board of Directors held on June 15, 2022 and disclosed in the Material Fact of June 15, 2022 ("Material Fact of June 15, 2022"). In light of such approval, the information related to such capital increase of the Company is reported below, pursuant to Annex E to CVM Resolution 80.

1. The issuer must disclose to the market the amount of the increase and the new capital stock, and whether the increase will be carried out through: I - conversion of debentures or other debt securities into shares; II - exercise of subscription rights or warrants; III - capitalization of profits or reserves; or IV - subscription of new shares.

The Company's capital stock was increased within the limit of authorized capital, in accordance with art. 6 of the Company's Bylaws, through the subscription of new shares.

The capital stock increase, carried out within the scope of the Restricted Offering, was in the amount of R$ 4.200.000.000,00 (four billion reais), through the issuance of 300,000,000 (three hundred million) new common shares object of the Restricted Offering, all nominative, registered and without par value, each with an issue price of R$ 14,00 (fourteen reais), increasing the Company's capital stock from R$ 9,044,992.243.40 (nine billion, forty-four million, nine hundred and ninety-two thousand, two hundred and forty-three Brazilian

reais and forty cents), divided into 1,283,339,183 (one billion, two hundred and eighty-three million, three hundred and thirty-nine thousand, one hundred and eighty-three) common shares, to R$ 13.244.992.243,40 (thirteen billion, two hundred, forty four thousand, divided into 1,583,339,183 (one billion, five hundred eighty-three million, three hundred thirty-nine thousand, one hundred eighty-three) registered, book-entry common shares with no par value.

2. Explain, in detail, the reasons for the increase and its legal and economic consequences

The capital increase was approved for the issuance of the Company's shares pursuant to the Restricted Offering, within the limit of the authorized capital. Under the terms of the Restricted Offering, and as approved by the Board of Directors, the Company intends to fully use the proceeds of the Restricted Offering to acquire 100% (one hundred percent) of the shares representing the capital stock of CELSEPAR - Centrais Elétricas do Sergipe Participações S.A. and CEBARRA - Centrais Elétricas Barra dos Coqueiros S.A.

For more information about the destination of the proceeds of the Restricted Offering, see item 18.12 of the Company's Reference Form.

There are no relevant legal or economic consequences resulting from the capital increase except for the dilution experienced by the shareholders that opted not to participate in the Restricted Offering through the exercise of their priority right provided for in article 9-A of CVM Instruction 476.

3. Provide a copy of the fiscal council's opinion, if applicable.

The company has no Fiscal Council installed.

4. In case of capital increase through subscription of shares, the issuer must:

(i) describe the use of proceeds:

As informed, the Company intends to use all of the net proceeds from the Restricted Offering to acquire 100% (one hundred percent) of the shares of CELSEPAR - Centrais Elétricas do Sergipe Participações S.A. and of CEBARRA - Centrais Elétricas Barra dos Coqueiros S.A. The conclusion of such acquisition remains subject to certain conditions precedent usual to this type of transaction including obtaining the required approvals, as disclosed in the material fact published by the Company on May 31, 2022. If this transaction is not concluded due to one or more of the conditions precedent not occurring, the funds raised with the Restricted Offering will be used for purposes aligned with the Company's strategic planning.

For more information about the use of proceeds of the Restricted Offering, see item 18.12 of the Company's Reference Form.

(ii) inform the number of issued shares of each type and class:

The capital increase was carried out through the issuance of the 300,000,000 (three hundred million) of new common shares of the Restricted Offering, all nominative, registered and with no par value.

(iii) describe the rights, advantages and restrictions attributed to the shares to be issued:

The shares issued as a result of the capital increase and within the scope of the Restricted Offering will grant their holders the same rights, advantages and restrictions granted to the current holders of common shares issued by the Company, under the terms set forth in the Company's Bylaws and in the applicable legislation, including the right to participate in the Company's general meetings and to exercise all the prerogatives granted to the shares issued by the Company, in addition to the right to receive full dividends and other earnings of any nature that the Company may declare after the date on which the corresponding shares issued by the Company have been fully paid-in.

For more information about the rights, advantages and restrictions of the common shares issued by the Company, see item 18.1 of the Company's Reference Form.

1. inform if related parties, as defined by the accounting rules that deal with this subject, will subscribe shares in the capital increase, specifying the respective amounts, when these amounts are already known:

According to what was disclosed in the Material Fact of 06.15.2022, pursuant to article 9-A, item I, of CVM Instruction 476, in order to ensure the participation of the Company's shareholders in the Restricted Offering, such shareholders had a priority for the subscription of up to the totality of the shares placed through the Restricted Offering, subject to the limit of the proportion of their respective holdings in the Company's capital stock ("Priority Offering"), limited to shareholders who were holders of common shares issued by the Company: (i) at the end of June 14, 2022, after the market close ("First Cut-OffDate"), (a) at the Central Securities Depository of B3 ("Central Depositary"), and (b) at Itaú Corretora de Valores S.A., institution responsible for the bookkeeping of the common shares issued by the Company ("Bookkeeping Agent"); and

1. at the end of June 22, 2022, after the closing of the market ("Second Cutoff Date"), (a) at the Central Depositary, and (b) at the Bookkeeping Agent.

Shareholders that are related parties were able to subscribe shares in the capital increase. Additionally, as informed in the Material Fact of June 15, 2022, after the priority rights in the Priority Offering had been met, the remaining shares were placed with Professional Investors (as defined below) ("Institutional Offering"). Within the scope of the Institutional Offering, Professional Investors that were "Bound Persons" (Pessoas Vinculadas) were accepted to participate in the process of defining the Price per Share (as defined below), through their participation in the Bookbuilding Procedure (as defined below). The participation of Professional Investors who are Bound Persons in the Bookbuilding Procedure was accepted.

The participation in the Bookbuilding Procedure of shareholders who are Bound Persons and adhered to the Priority Offering was not considered for purposes of setting the Price per Share.

(v) inform the issue price of the new shares:

The issue price per share object of the Restricted Offering was set at R$ 14,00 (fourteen reais) "Price per Share"). Further details on the criteria for calculation of the issue price of shares under the capital increase are described in item "4.(viii)" below.

1. inform the par value of the shares issued or, in the case of no par value shares, the portion of the issue price that will be allocated to the capital reserve:

The common shares issued by the Company have no par value. The entire Price per Share was allocated to capital stock, and there was no amount allocated to the Company's capital reserve.

1. provide management's opinion on the effects of the capital increase, particularly with regard to the dilution caused by the increase:

Although the capital increase was carried out through public subscription, the Company's shareholders had priority rights in the subscription of the shares object of the Restricted Offering, pursuant to article 9º-A, I of CVM Instruction 476. Therefore, dilution will only occur if shareholders have not exercised their priority right, or have exercised their priority right by subscribing a number of shares below their respective proportion in their shareholding interest. Pursuant to article 170, paragraph 1, III, of Law 6,404, dated December 15, 1976, as amended ("Brazilian Corporation Law"), the choice of the criteria for determining the Price per Share is justified: (a) by the quotation of the Company's common shares on B3; and (b) by the indications of interest in function of the quality and quantity of the demand (by volume and price) for the Shares, collected from the Professional Investors (as defined below) and, therefore, did not promote an unjustified dilution of the Company's shareholders.

For additional information about the dilution resulting from the capital increase within the Restricted Offering, see item 18.12 of the Company's Reference Form.

1. inform the issue price calculation criteria and justify, in detail, the economic aspects that determined such choice:

The Price per Share was set after the conclusion of the investment intention collection procedure with professional investors, as defined in article 11 of CVM Resolution No. 30, of May 11, 2021 ("CVM Resolution 30"), resident and domiciled or headquartered in Brazil ("Local Institutional Investors" and, together with Foreign Investors, "Professional Investors"), in Brazil, by the Coordinators of the Restricted Offering ("Coordinators"), and abroad, together with the Foreign Investors, by the international placement agents ("International Placement Agents" and, respectively, the "Bookbuilding Procedure").

The choice of the criteria for determining the Price per Share is justified, pursuant to article 170, paragraph 1, item III, of the Brazilian Corporation Law, given that the price of the Shares to be subscribed was determined according to (a) the quotation of the Company's common shares on B3; and (b) indications of interest in view of the quality and quantity of the demand (by volume and price) for the Shares, collected from Professional Investors and, therefore, did not promote an unjustified dilution of the Company's shareholders.

1. in case the issue price has been set at a premium or discount in relation to the market value, identify the reason for the premium or discount and explain how it was determined:

Not applicable, given that the Price per Share was determined pursuant to the Bookbuilding Procedure, which reflects the value at which the Professional Investors presented their intentions to invest in the shares that are the object of the Restricted Offering, and with the quotation of the Company's common shares on B3.

In the Bookbuilding Procedure, the demand of investors was taken into consideration according to the distribution plan previously agreed between the Company and the Coordinators, under the terms of the distribution agreement of the Restricted Offering entered into between the Company and the Coordinators ("Distribution Agreement"), and that were in line with the Company's objectives in conducting the Restricted Offering.

(x) provide a copy of all the reports and studies that supported the setting of the issue price:

Not applicable, since the Price per Share was calculated based on the quotation of the Company's common shares on B3 and the Bookbuilding Procedure.

1. inform the quotation of each of the species and classes of shares of the Company in the markets where they are traded, identifying:

The Company has only issued common shares, all nominative, registered, book-entry and with no par value.

The Company's common shares are traded on B3.

(a) minimum, average and maximum quotation for each year, for the last three years:

Share Quotation	Minimum	Average	Maximum
2021	13.75	16.20	18.61
2020	6.78	11.49	15.53
2019	4.18	6.32	10.94