Tether entities (NYSE: AGRO) retain 74.8% control of Adecoagro

Rhea-AI Filing Summary

Tether Global Investments Fund and related entities report beneficial ownership of 105,880,368 Adecoagro S.A. common shares, representing 74.8% of the outstanding class. These common shares have a par value of $1.50 per share.

Effective on March 24, 2026, Tether Investments, S.A. de C.V. transferred all 105,880,368 Adecoagro shares to Tether International, S.A. de C.V. This was an internal transfer among affiliated entities and resulted in no change to the total number of Adecoagro shares beneficially owned by the reporting persons.

The 74.8% ownership percentage is based on 141,465,751 Adecoagro common shares outstanding, which include 100,086,440 shares outstanding as of September 30, 2025 and 41,379,311 shares issued under a December 11, 2025 underwriting agreement.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 17)

ADECOAGRO S.A.

(Name of Issuer)

Common Shares, par value $1.50 per share

(Title of Class of Securities)

L00849106

(CUSIP Number)

Tether Global Investments Fund
Final Av. La Revolucion, Edif. Centro, Corporativo Presidente Plaza Nivel 12
San Salvador, H3, 00000
4420 4621 1793

Daniel Woodard
McDermott Will & Schulte LLP, One Vanderbilt Avenue
New York, NY, 10017
(212) 547-5400

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

03/24/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): L00849106

1

Name of reporting person

Tether Global Investments Fund, S.I.C.A.F., S.A.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 105,880,368.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 105,880,368.00

11

Aggregate amount beneficially owned by each reporting person

105,880,368.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

74.8 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note in relation to Items 8, 10 and 11: Includes 105,880,368 common shares, par value $1.50 per share ("Common Shares") of Adecoagro S.A. held by Tether International, S.A. de C.V., a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. Note in relation to Item 13: This percentage is calculated based upon 141,465,751 Common Shares outstanding which include (i) 100,086,440 Common Shares outstanding as of September 30, 2025 as set forth in the Issuer's prospectus supplement filed with the Securities and Exchange Commission pursuant to Rule 424(b)(5) on December 12, 2024, and (ii) the 41,379,311 Common Shares issued pursuant to that certain Underwriting Agreement, dated December 11, 2025, between the Issuer and the underwriters named therein.

SCHEDULE 13D

CUSIP Number(s): L00849106

1

Name of reporting person

Tether International, S.A. de C.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 105,880,368.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 105,880,368.00

11

Aggregate amount beneficially owned by each reporting person

105,880,368.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

74.8 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Note in relation to Item 13: This percentage is calculated based upon 141,465,751 Common Shares outstanding which include (i) 100,086,440 Common Shares outstanding as of September 30, 2025 as set forth in the Issuer's prospectus supplement filed with the Securities and Exchange Commission pursuant to Rule 424(b)(5) on December 12, 2024, and (ii) the 41,379,311 Common Shares issued pursuant to that certain Underwriting Agreement, dated December 11, 2025, between the Issuer and the underwriters named therein.

SCHEDULE 13D

CUSIP Number(s): L00849106

1

Name of reporting person

Tether Investments, S.A. de C.V.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

EL SALVADOR

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): L00849106

1

Name of reporting person

Giancarlo Devasini

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

ITALY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 105,880,368.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 105,880,368.00

11

Aggregate amount beneficially owned by each reporting person

105,880,368.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

74.8 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Note in relation to Items 8, 10 and 11: Includes 105,880,368 Common Shares held by Tether International, S.A. de C.V., a controlled subsidiary of Tether Global Investments Fund, S.I.C.A.F., S.A. Mr. Devasini has a greater than 50% voting interest in Tether Global Investments Fund, S.I.C.A.F., S.A. The reporting person disclaims beneficial ownership of these shares except to the extent of the reporting person's pecuniary interest. Note in relation to Item 13: This percentage is calculated based upon 141,465,751 Common Shares outstanding which include (i) 100,086,440 Common Shares outstanding as of September 30, 2025 as set forth in the Issuer's prospectus supplement filed with the Securities and Exchange Commission pursuant to Rule 424(b)(5) on December 12, 2024, and (ii) the 41,379,311 Common Shares issued pursuant to that certain Underwriting Agreement, dated December 11, 2025, between the Issuer and the underwriters named therein.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Shares, par value $1.50 per share
(b)	Name of Issuer: ADECOAGRO S.A.
(c)	Address of Issuer's Principal Executive Offices: 28, Boulevard F.W. Raiffeisen, Luxembourg, LUXEMBOURG , L-2411.
Item 1 Comment: This statement on Schedule 13D amends the Schedule 13D of Tether Holdings Limited, a British Virgin Islands business company, Tether Investments Limited, a British Virgin Islands business company, Ludovicus Jan Van der Velde and Giancarlo Devasini that was originally filed with the Securities and Exchange Commission (the "SEC") on August 16, 2024, as amended by Amendment No. 1 filed on September 9, 2024, Amendment No. 2 filed on September 20, 2024, Amendment No. 3 filed on September 30, 2024, Amendment No. 4 filed on October 18, 2024, Amendment No. 5 filed on November 5, 2024, Amendment No. 6 filed on November 18, 2024, Amendment No. 7 filed on February 18, 2025, Amendment No. 8 filed on February 25, 2025, Amendment No. 9 filed on March 17, 2025, Amendment No. 10 filed on March 28, 2025, Amendment No. 11 filed on April 29, 2025, Amendment No. 12 filed on June 6, 2025, Amendment No. 13 filed on July 10, 2025, Amendment No. 14 filed on August 18, 2025, Amendment No. 15 filed on August 28, 2025 and Amendment No. 16 filed on December 16, 2025 (as amended, the "Schedule 13D") with respect to the Common Shares, par value $1.50 per share ("Common Shares") of Adecoagro S.A., a societe anonyme under the laws of the Grand Duchy of Luxembourg (the "Issuer"). This amendment to the Schedule 13D is being filed by Tether Global Investments Fund, S.I.C.A.F., S.A. (f/k/a Tether Holdings, S.A. de C.V. and Tether Holdings Limited), an El Salvador entity, Tether International, S.A. de C.V., an El Salvador entity, Tether Investments, S.A. de C.V. (f/k/a Tether Investments Limited), an El Salvador entity ("Tether Investments"), and Giancarlo Devasini (collectively, the "Reporting Persons") and constitutes Amendment No. 17 to the Schedule 13D. Capitalized terms used but not defined herein have the meanings given to such terms in the Schedule 13D. Except as set forth herein, the Schedule 13D is unmodified.
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented to add the following: Effective on March 24, 2026, Tether Investments transferred 105,880,368 Common Shares to Tether International, S.A. de C.V. (the "Transfer"). The Transfer resulted in no change in the aggregate number of Common Shares beneficially owned by the Reporting Persons.
Item 5.	Interest in Securities of the Issuer
(a)	The Reporting Persons beneficially own an aggregate of 105,880,368 Common Shares, representing 74.8% of the outstanding Common Shares.
(b)	Each of the Reporting Persons has voting and dispositive power with respect to the beneficially owned 105,880,368 Common Shares. This percentage is calculated based upon 141,465,751 Common Shares outstanding which include (i) 100,086,440 Common Shares outstanding as of September 30, 2025 as set forth in the Issuer's prospectus supplement filed with the Securities and Exchange Commission pursuant to Rule 424(b)(5) on December 12, 2024, and (ii) the 41,379,311 Common Shares issued pursuant to that certain Underwriting Agreement, dated December 11, 2025, between the Issuer and the underwriters named therein.
(c)	Except for the Transfer of Common Shares, no transactions in the Common Shares were effected by the Reporting Persons during the past 60 days.
(d)	None.
(e)	Not applicable.
Item 7.	Material to be Filed as Exhibits.
	Schedule A Executive Officers and Directors 99.1 Agreement of filing persons relating to filing of joint statement per Rule 13d-1(k).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Tether Global Investments Fund, S.I.C.A.F., S.A.

Signature:	/s/ Omar Rossi
Name/Title:	Omar Rossi, Sole Administrator
Date:	03/26/2026

Tether International, S.A. de C.V.

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, Sole Administrator
Date:	03/26/2026

Tether Investments, S.A. de C.V.

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, Sole Administrator
Date:	03/26/2026

Giancarlo Devasini

Signature:	/s/ Giancarlo Devasini
Name/Title:	Giancarlo Devasini, individually
Date:	03/26/2026

FAQ

How many Adecoagro (AGRO) shares do the Tether entities report owning?

The Tether reporting group reports beneficial ownership of 105,880,368 Adecoagro common shares. These are shares of common stock with a par value of $1.50 per share, giving the group a controlling stake in the company’s equity base.

What percentage of Adecoagro (AGRO) does the Tether group control?

The reporting persons state they beneficially own 74.8% of Adecoagro’s outstanding common shares. This percentage is calculated using a total of 141,465,751 shares outstanding, combining previously outstanding shares and those issued under a December 2025 underwriting agreement.

Did the March 24, 2026 share transfer change the Tether group’s Adecoagro (AGRO) stake?

No. The filing explains that on March 24, 2026, Tether Investments transferred 105,880,368 shares to Tether International, S.A. de C.V. The transaction was internal among affiliates and caused no change in aggregate beneficial ownership for the reporting persons.

Which Tether entity now directly holds the Adecoagro (AGRO) shares?

After the March 24, 2026 transfer, Tether International, S.A. de C.V. directly holds the 105,880,368 Adecoagro common shares. Tether Global Investments Fund, S.I.C.A.F., S.A. is identified as its controlling parent within the reporting group’s ownership structure.

How is the 141,465,751 Adecoagro (AGRO) share count composed?

The total of 141,465,751 common shares consists of 100,086,440 shares outstanding as of September 30, 2025, plus 41,379,311 shares issued under an underwriting agreement dated December 11, 2025, as referenced in the company’s prospectus supplement.

Who is the individual reporting person in this Adecoagro (AGRO) Schedule 13D/A?

Giancarlo Devasini is named as an individual reporting person. The filing notes he has a greater than 50% voting interest in Tether Global Investments Fund, S.I.C.A.F., S.A., and that he disclaims beneficial ownership except to the extent of his pecuniary interest.