Embraer Files March 2024 6-K Report

TL;DR

Embraer filed its March 6-K, confirming 20-F annual reports and Brazilian HQ.

AI Summary

Embraer S.A. filed a Form 6-K on March 28, 2024, for the month of March 2024. The filing is a report of a foreign private issuer and indicates that Embraer files its annual reports under Form 20-F. The company's principal executive offices are located in São Paulo, Brazil.

Why It Matters

This filing provides routine updates for investors and regulatory bodies regarding Embraer's status as a foreign private issuer. It confirms their reporting structure and location.

Risk Assessment

Risk Level: low — This is a routine filing that does not contain new financial information or significant operational updates.

Key Players & Entities

• Embraer S.A. (company) — Filer of the 6-K report
• March 2024 (date) — Reporting period for the 6-K
• 20240328 (date) — Filing date
• Form 20-F (document) — Form under which annual reports are filed
• São Paulo, Brazil (location) — Location of principal executive offices

FAQ

Filing Documents

• erj20240326_6k.htm (6-K) — 1199KB
• erj202403266k_005.jpg (GRAPHIC) — 79KB
• erj202403266k_006.jpg (GRAPHIC) — 37KB
• erj202403266k_007.jpg (GRAPHIC) — 41KB
• erj202403266k_008.jpg (GRAPHIC) — 44KB
• 0001292814-24-001054.txt ( ) — 1479KB

From the Filing

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 under the Securities Exchange Act of 1934 For the month of March 2024 Commission File Number: 001-15102 __________________________________ Embraer S.A. __________________________________ Avenida Dra. Ruth Cardoso, 8501, 30th floor (part), Pinheiros, São Paulo, SP, 05425-070, 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 x 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): Index 1 Message from the Chairman of the Board of Directors 4 2 Information and Guidelines for Attendance at the Meetings 5 2.1. Voting at the Meetings 5 2.3. Participation through Remote Voting Ballot (Boletim de Voto à Distância) 9 3 Call Notice 11 4 Management's Proposals on the Agenda 14 4.1. Review the management accounts and to examine, discuss and approve the financial statements for the fiscal year ended December 31, 2023 14 4.2. Resolve on the allocation of income for the fiscal year ended December 31, 2023 14 4.3. Elect the members of the Fiscal Council 14 4.4. Set the aggregate annual compensation of the Company's Management 15 4.5. Set the compensation of the members of the Fiscal Council 15 4.6. Resolve on adjustments to Art. 3 of the Bylaws to complement the activities already carried out by the Company, including operations in the areas of innovation and new business. 16 4.7. Resolve on an amendment to §6 of Art. 27 of the Bylaws to increase the minimum number of independent members on the Board of Directors. 16 4.8. Resolve on the exclusion of Arts. 64 and 65 due to the expiration of the effectiveness of the transitional provision which is the subject of these articles. 16 4.9. Resolve on an amendment to paragraphs 2 and 4 of Art. 12 of the Company's Bylaws to clarify the scope of the term "Shareholder Group"; 16 4.10. To approve the consolidation of the Bylaws to reflect the approved changes mentioned in the items above. 16 ANNEXES Annex I – Management's Considerations Annex II – Opinion and Report of the Audit, Risk and Ethics Committee Annex III – Information about the Candidates for the Fiscal Council Annex IV – Management Compensation Annex VI – Proposed Bylaws Annex VII – Report on the Proposed Statutory Amendments 1. Message from the Chairman of the Board of Directors São José dos Campos, March 25, 2024 Dear Shareholder, We are pleased to invite you to read our Manual for the Annual and Extraordinary General Meetings (" AEGM " or "Meetings") of Embraer S.A. (" Embraer " or " Company "), which are called, cumulatively, for April 25, 2024, at 10 am, and shall be held exclusively by digital means, using the Microsoft Teams platform. Embraer's shares have been listed on B3 S.A. - Brasil, Bolsa, Balcão (" B3 ") since 1989, and since 2006 they have been listed in the New Market segment, and on the New York Stock Exchange (NYSE) since July 2000, through American Depositary Receipts (ADRs). Embraer's capital stock has been exclusively comprised of common shares, as well as one golden share held by the Brazilian Federal Government, without a control group or a controlling shareholder. The main matters to be decided at the AEGM are described in the Call Notice, as per item 3 below.Embraer's Management presented proposals related to the matters to be voted, which are included in this Manual. The Company will hold the AEGM exclusively by digital means in accordance with the provisions of the Resolution of the Brazilian Securities and Exchange Commission ( Comissão de Valores Mobiliários - "CVM") No. 81/22 ("RCVM 81"). Thus, shareholders may: (i) send a remote voting ballot prior to the AEGM, or (ii) digitally attend and vote during the AEGM through the electronic system made available by the Company, as indicated in this Manual. Convening the (i) Annual General Meeting on first call requires the attendance of shareholders representing at least 25% of the voting capital stock, pursuant to article 125 of Law No. 6,404/76; and the (ii) Extraordinary General Meeting requires the attendance of shareholders representing at least two-thirds of the voting capital stock, pursuant to article 135 of Law 6,404/76.If the quorum is not achieved, the Company publishes a new ca

View Full Filing

View this 6-K filing on SEC EDGAR