6-K

FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIESEXCHANGE ACT OF 1934

Dated February 1, 2022

Commission File Number 1-14878

GERDAU S.A.

(Exact Name as Specified in its Charter)

___N/A___

(Translation of Registrant’s Name)

Av. Dra. Ruth Cardoso, 8,501 – 8° andar

São Paulo, São Paulo - Brazil CEP 05425-070

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the Report to be signed on its behalf by the undersigned, thereunto duly authorized.

EXHIBIT INDEX

Exhibit 99.1

MATERIAL FACT

GERDAU S.A. (B3: GGBR / NYSE: GGB) (“Company”) hereby announces that its Board of Directors has approved its climate change strategy, as well as the target to reduce its emissions to 0.83 tonne of CO2e per tonne of steel produced by 2031. The Company emitted 0.93 t CO2e / tonne of steel as for scopes 1 and 2 in 2020.

Gerdau’s production model and efforts for over a century have placed the Company at the vanguard on the issue of greenhouse gas emissions.

Currently, we have one of the lowest emission averages in the steel industry, which is equivalent to approximately half of the global industry average.

Gerdau S.A. is the largest recycler in Latin America, transforming 11 million tonnes of scrap into steel. This enables us to save natural resources and reduce energy consumption and greenhouse gas emissions.

The Company has more than 250,000 hectares of forests. Our planted forests are sources of renewable raw material in the production of charcoal, a bioreducer used to produce pig iron, resulting in decreased emissions of greenhouse gases.

Currently, we are leaders in managing greenhouse gases and being renowned as a benchmark for industry entities. Our constant efforts include the use of renewable sources, recycling, reduction of raw material consumption and energy efficiency.

Reduction from 0.93t CO2e / tonne of steel (2020)to 0.83t CO2e / tonne of steel in scopes 1 and 2 by 2031

To this end, we will give priority to:

With this reduction, we are reaching a new level, at which the global steel industry would have to cut about 50% its current greenhouse gas emissions to reach it.

In 2031, once we achieve this target, the Company will be in a further strategic position among the world’s most efficient steel producers in terms of greenhouse gas emissions.

The Company aims to be carbon neutral by 2050

For this, disruptive technologies are necessary in steel production, which are not yet economically and operationally feasible on an industrial scale. To contribute to this scenario, we continue to study and collaborate with diverse partners and entities in the sector to seek low carbon solutions.

As part of this journey, public policies and measures to reduce greenhouse gas emissions from industrial processes will also be necessary.

Our efforts are also dedicated to clean and renewable energy solutions. Gerdau S.A. has already announced the construction of solar complexes in Brazil and the United States.

Moreover, we will continue to streamline our production processes and invest in new energy matrices and open innovation.

Learn more at https://www2.gerdau.com.br/clima.

Click here and watch the video about the challenges of decarbonization in the steel industry.