6-K
BRBI BR Partners S.A. (BRBI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or
15d-16 of the Securities Exchange Act of 1934
For the month of September 2025
Commission File Number: 001-42757
BRBI BR Partners S.A.
(Exact Name as Specified in its Charter)
N/A
(Translation of registrant’s name into English)
3,732, Floor 28, CEP 04538-132
Avenida Brigadeiro Faria Lima
São Paulo, SP, Brazil
(Address of principal executive offices)
(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: ☐
EXHIBIT INDEX
| Exhibit Number | Description of Document |
|---|---|
| 99.1 | Material<br>Fact - ADR Listing |
1
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: September 5, 2025
| BRBI BR Partners S.A. | |
|---|---|
| By: | /s/ Vinicius Carmona Cardoso |
| Name: | Vinicius Carmona Cardoso |
| Title: | Investor Relations Officer |
2
Exhibit 99.1
BRBI BR PARTNERS S.A.
CNPJ nº 10.739.356/0001-03
Avenida Brigadeiro Faria Lima, 3.732, 28º andar
CEP 04538-132, São Paulo, SP
Código CVM: 2586-0
NOTICE TO THE MARKET
BRBI BR PARTNERS S.A. (“Company”) (B3: BRBI11) announces to its shareholders and the market in general that, as of the close of trading on September 17, 2025, it will begin trading under its Level II American Depositary Receipt (ADR) program, backed by the company’s units. Key features of the program include:
| ● | ADR Depositary Bank: Citibank N.A. |
|---|---|
| ● | ADR Composition: Each ADR issued through the program will be backed by four (4) units listed on the<br>B3 exchange. |
| --- | --- |
| ● | ADR Trading: The ADRs will be admitted for trading on Nasdaq Inc. (“Nasdaq”). |
| --- | --- |
| ● | Trading Symbol: “BRBI” |
| --- | --- |
The company will therefore continue its listing on the B3 (Brazil) and will also be listed on the United States stock market through depositary receipts (ADRs), with a ticker (Nasdaq: BRBI), denominated in U.S. dollars, and with trading and settlement mechanisms that adhere to Nasdaq rules, as well as local legislation and supervision.
It is important to emphasize that the Level II ADR program does not constitute an offering of shares, nor does it involve any increase in the company’s share capital or capital raising.
São Paulo, September 5th, 2025.
BRBI BR PARTNERS S.A.
Vinicius Carmona Cardoso
Investor Relations Officer
This Communication is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy or sell any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful absent registration or qualification under the securities laws of such jurisdiction.