Class A Common Shares, par value $0.00001 per share

XP Inc.

20, Genesis Close, Grand Cayman, E9, KY-1-1208

Item 2 of the Schedule 13D is hereby amended as follows: This Schedule 13D is filed by XP Control LLC and Guilherme Dias Fernandes Benchimol (each a "Reporting Person" and collectively the "Reporting Persons"). The Reporting Persons and/or certain of their affiliates may be deemed to constitute a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Based in part on information provided by the Issuer, such a "group" would be deemed to beneficially own an aggregate of 101,752,469 Class A common shares, or 19.6% of the Class A common shares, calculated pursuant to Rule 13d-3. The aggregate number of Class B common shares of the Issuer beneficially owned by the Reporting Persons as set forth in the foregoing calculation are treated as converted into Class A common shares only for the purpose of computing the percentage ownership of such a "group." The Reporting Persons expressly disclaim beneficial ownership over any Class A common shares that they may be deemed to beneficially own solely by reason of the agreements disclosed herein. The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13D as Exhibit B, pursuant to which the Reporting Persons have agreed to file this Amendment No. 5 jointly in accordance with the provisions of Rule 13d-1(k) under the Exchange Act. On February 11, 2026, the Specified Persons (as defined below) ceased to be indirect controlling shareholders of XP Control LLC in accordance with XP Control LLC's constituent documents.

The principal office and business address of the Reporting Persons is 20, Genesis Close, Grand Cayman, George Town, Cayman Islands, KY-1-1208.

Attached as Exhibit A hereto and incorporated herein by reference is a list containing the (i) name, (ii) residence or business address, (iii) present principal occupation or employment and the name, principal business address of any corporation or other organization in which such employment is conducted, and (iv) citizenship, in each case of each manager and officer of XP Control LLC.

During the last five years, the Reporting Persons have not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

XP Control LLC is a limited liability company formed and registered under the laws of the Cayman Islands. See Exhibit A for citizenship of each manager and officer of XP Control LLC. Nothing in this Statement shall be construed as an admission that any transaction described herein took place in the United States.

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: The information contained on the cover pages to this Schedule 13D is incorporated herein by reference.

The information contained on the cover pages to this Schedule 13D is incorporated herein by reference.

Except for the transactions described in Item 4 of this Schedule 13D, the Reporting Persons have not engaged in any transaction during the past 60 days involving the Class A common shares.

To the best knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A common shares beneficially owned by the Reporting Persons.

Not applicable.