6-K
JBS N.V. (JBS)
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 May 2025
Commission File Number: 333-273211
JBS B.V.
(Exact Name asSpecified in its Charter)
N/A
(Translation ofregistrant’s name into English)
Stroombaan 16, 5th Floor,
1181 VX, Amstelveen, Netherlands
(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.)
Form20-F: ☒ Form 40-F: ☐
EXHIBIT INDEX
| ExhibitNumber | Description of Document |
|---|---|
| 99.1 | EGM - Consolidated Synthetic Voting Map (English translation). |
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: May 22, 2025
| JBS B.V. | |
|---|---|
| By: | /s/ Guilherme Perboyre Cavalcanti |
| Name: | Guilherme Perboyre Cavalcanti |
| Title: | Chief Financial Officer |
EX-99.1
Exhibit 99.1<br> <br><br><br><br>Below are the final results of the remote voting that ended on May 22, 2025 with respect to the Extraordinary General Meeting of JBS S.A.<br>(“Company” or “JBS”), convened for May 23, 2025, at 10:00 a.m. (“EGM”).<br> <br><br><br><br><br><br><br> <br><br> <br><br> <br>Extraordinary GeneralMeeting<br> <br><br> <br>Consolidated Synthetic VotingMap<br> <br><br> <br>May 23, 2025 |
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|---|---|---|---|---|---|---|---|---|
| Synthetic Map | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Deliberation Title | Sub item | DeliberationValue | Number ofVotes | % of<br><br><br>Total<br><br><br>Votes | ||||
| 1 | 1. Ratify the hiring of KPMG AUDITORES INDEPENDENTES, a limited liability company with principal place ofbusiness at Verbo Divino Street, No. 1400, 1st to 8th floors, Chácara Santo Antônio, in the City and State of São Paulo, enrolled with the CNPJ/MF under No. 57.755.217/0001-29,registered with the Regional Accounting Council of São Paulo under No. 2SP-014428/O-6 (“KPMG” or the “Appraiser”), to prepare an appraisalreport of the value of the shares issued by JBS S.A. to be merged into JBS Participações in connection with the Merger of Shares, based on the book value of the shares issued by JBS S.A. as of December 31, 2024 (“BaseDate”) for purposes of verification of the capital increase of JBS Participações, in accordance with article 252 of the Corporation Law (“Appraisal Report”).<br><br><br>Simple Resolution - 1 Item | Approve | 249,772,046 | **** | 48 | % | ||
| Reject | 270,184,898 | **** | 51.92 | % | ||||
| Abstain | 395,274 | **** | 0.08 | % | ||||
| 2 | 2. Examine, discuss, and resolve on the Appraisal Report prepared by the Appraiser.<br><br><br>Simple Resolution - 1 Item | Approve | 249,807,716 | **** | 48.01 | % | ||
| Reject | 270,172,200 | **** | 51.92 | % | ||||
| Abstain | 372,302 | **** | 0.07 | % | ||||
| 3 | 3. Examine, discuss, and resolve on the Protocol and Justification, which contains all the terms and conditionsof the Dual Listing, including the Merger of Shares and Redemption.<br> <br>Simple Resolution - 1 Item | Approve | 248,620,830 | **** | 47.78 | % | ||
| Reject | 270,188,668 | **** | 51.92 | % | ||||
| Abstain | 1,542,720 | **** | 0.3 | % | ||||
| 4 | 4. Examine, discuss, and resolve on the Merger of Shares in the context of the Dual Listing.<br><br><br>Simple Resolution - 1 Item | Approve | 248,601,252 | **** | 47.78 | % | ||
| Reject | 270,191,519 | **** | 51.92 | % | ||||
| Abstain | 1,559,447 | **** | 0.3 | % | ||||
| 5 | 5. Examine, discuss, and resolve on the non-listing, due to a legalimpediment, of JBS N.V. in the B3 “Novo Mercado” segment, pursuant to the sole paragraph of article 46 of the B3 Novo Mercado Regulations, as a result of which JBS S.A. will cease its shares traded on B3.<br><br><br>Simple Resolution - 1 Item | Approve | 246,048,033 | **** | 47.28 | % | ||
| Reject | 271,062,696 | **** | 52.09 | % | ||||
| Abstain | 3,241,489 | **** | 0.62 | % | ||||
| 6 | 6. Authorize the management of the Company to take all necessary measures to implement the resolutions that maybe approved at the EGM, including, without limitation, the implementation of the Merger of Shares and the resulting subscription of new shares to be issued by JBS Participações as a result of the Merger of Shares, on behalf of theshareholders of the Company.<br> <br>Simple Resolution - 1 Item | Approve | 248,968,120 | **** | 47.85 | % | ||
| Reject | 269,786,267 | **** | 51.85 | % | ||||
| Abstain | 1,597,831 | **** | 0.31 | % | ||||
| 7 | 7. Examine, discuss, and resolve on the declaration of the Cash Dividend as provided for in the ManagementProposal.<br> <br>Simple Resolution - 1 Item | Approve | 248,617,446 | **** | 47.78 | % | ||
| Reject | 270,119,258 | **** | 51.91 | % | ||||
| Abstain | 1,615,514 | **** | 0.31 | % |
<br><br> <br><br> <br>Extraordinary GeneralMeeting<br> <br><br> <br>Consolidated Synthetic VotingMap<br> <br><br> <br>May 23, 2025