EMBRAER S.A.PubliclyHeldCompanyCNPJ/MF07.689.002/0001-89NIRE35.300.325.761
EmbraerS.A.(“Company”) (B3: EMBR3, NYSE: ERJ) informs its shareholders and the market that its Board of Directors, in a meeting held on November 6, 2025, according to the minutes published on theCVM and Investor Relations websites, approved the execution by the Company, with Banco Itaú Unibanco S.A., of derivative agreements of “Equity Swap”, referenced in the shares issued by the Company. Equity Swap agreements will observe the following limits and conditions:
EquitySwapSettlement:cashsettlement,withinamaximum periodof12months from November 7, 2025.
Maximum Exposure:upto10,932,998commonshares,observingthelimitestablishedinCVM Resolution No. 77/22.
Conditions: the Equity Swap will allow the Company to receive the price variation related to its shares traded on the stock exchange plus any dividends distributed to the shares subject to the Equity Swap (active end) and pay CDI plus a spread (passive end), during the term of the agreement.
Purpose: need to mitigate fluctuations in the prices of shares issued by the Company, in view of future payments to be made by the Company within the scope of its long-term incentive plans (phantom shares).
Antonio Carlos GarciaExecutiveVicePresident,Financial&Investor Relations
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SOURCE Embraer S.A.
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