Suzano S.A. Shareholder Agreement and Capital Reorganization

2025-12-22SEC Filing 6-K (0000909327-25-000093)

Suzano S.A. announced a significant development regarding its controlling shareholder, Suzano Holding S.A. On December 19, 2025, Suzano Holding entered into a new shareholders' agreement with the shareholders of the "Fanny Group." This agreement outlines new governance rules and a reorganization of Suzano Holding's capital structure. A key aspect involves a commitment to disproportionately reduce Suzano Holding's capital annually from fiscal year 2026 to 2045. In exchange for their canceled shares in Suzano Holding, the Fanny Group will receive shares issued by Suzano S.A. Additionally, a separate shareholders' agreement was executed between Suzano Holding and the Fanny Group concerning Suzano S.A. shares, establishing governance rules and transfer restrictions, contingent upon the Fanny Group receiving Suzano S.A. shares from the capital reduction. These transactions may alter the ownership structure of Suzano Holding and are considered potentially relevant under CVM regulations.

Ticker mentioned:SUZ