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 November 2025
Commission File Number: 001-39928
_____________________
Sendas Distribuidora S.A.
(Exact Name as Specified in its Charter)
Sendas Distributor S.A.
(Translation of registrant’s name into
English)
Avenida Ayrton Senna, No. 6,000, Lote 2, Pal 48959,
Anexo A
Jacarepaguá
22775-005 Rio de Janeiro, RJ, 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: ý
Form 40-F: o
SENDAS DISTRIBUIDORA S.A.
Public-Held Company with authorized Capital
Tax ID (“CNPJ”) No. 06.057.223/0001-71
NIRE 3330027290-9
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS
HELD ON NOVEMBER 6, 2025
1.
Date, Time, and Place: On November 6, 2025, at
09:00 a.m., held at the headquarters of Sendas Distribuidora SA (“Company”), located in the City of Rio de Janeiro,
State of Rio de Janeiro, at Ayrton Senna Avenue, n. 6,000, Lote 2, Pal 48959, Anexo A, Jacarepaguá, ZIP Code 22775-005.
2.
Call and Attendance: Call notice given in accordance
with the rules of procedure and presence of the totality of the members, namely: Messrs. Belmiro de Figueiredo Gomes, Enéas Cesar
Pestana Neto, José Roberto Meister Müssnich, Julio Cesar de Queiroz Campos, Leila Abraham Loria, Miguel Maia Mickelberg and
Oscar de Paula Bernardes Neto, provided that Mr. Belmiro de Figueiredo Gomes abstained from voting in resolution 5.1.
3.
Board: Chairman: Oscar de Paula Bernardes
Neto; Secretary: Tamara Rafiq Nahuz.
4.
Agenda: Analysis and resolution on: (i)
the quarterly financial statements and explanatory notes, regarding the period ended on September 30, 2025; (ii)
the proposal to issue shares under the Company's stock option program and the respective capital increase; and (iii) the amendments
to the Corporate Risk Management Policy.
5.
Resolutions: The members of the Board of Directors
discussed and resolved the following:
5.1. Analysis and resolution on the
quarterly financial information and explanatory notes, regarding the period ended on September 30, 2025: the quarterly financial information
and explanatory notes, with the draft of the independent auditor's special review report, regarding the period ended on September 30,
2025, were presented.
After discussions, based on the favorable recommendation
of the Audit Committee and the draft report without reservations of the independent auditors, the members of the Board of Directors, unanimously
and without reservations, resolved to approve the quarterly financial information and explanatory notes regarding the period ended on
September 30, 2025.
Subsequently, the members authorized the Company's
Executive Board to take all necessary measures for the disclosure of the quarterly financial information hereby approved pursuant to applicable
law and regulations.
5.2. Analysis and resolution on the
proposal of issuance of shares under the terms of the Stock Option Plan of the Company and the respective capital increase: The members
of the Board of Directors discussed the Company’s Stock Option Plan approved in the Extraordinary Shareholders’ Meeting held
on December 31, 2020 (“Stock Option Plan”) and resolved unanimously and without reservations:
As a consequence of the exercise of options
pertaining to the Series B10 and B11 of the Stock Option Plan, to approve, in accordance with Article 6 of the Bylaws and the limit
of the authorized capital of the Company, the increase of the corporate capital of the Company in the amount of R$ 607.51 (six hundred
and seven reais and fifty-one cents), by means of the issuance of 60,751 (sixty thousand, seven hundred and fifty-one) common shares,
at the issuance price of R$ 0.01 (one cent) per share, fixed in accordance with the Stock Option Plan.
According to the Company’s By-laws, such
common shares hereby issued have the same characteristics and conditions and enjoy the same rights, benefits and advantages of other existing
common shares issued by the Company, including dividends and other capital remuneration that may be declared by the Company.
In view of the above, the Company’s capital
stock is amended from the current R$ R$ 1,455,782,010.46 (one billion, four hundred and fifty-five million, seven hundred and eighty-two
thousand, ten reais and forty-six cents) to R$ 1,455,782,617.97 (one billion, four hundred and fifty-five million, seven hundred
and eighty-two thousand, six hundred and seventeen reais and ninety-seven cents) fully subscribed and paid-in, divided into 1,353,496,950
(one billion, three hundred and fifty-three million, four hundred and ninety-six thousand, nine hundred and fifty) common shares with
no par value.
5.3. Analysis and resolution on the
amendments to the Corporate Risk Management Policy: the members of the Board of Directors, based on the favorable recommendation of
the Audit Committee resolved, unanimously and without reservations, to approve the amendments made to the Corporate Risk Management
Policy.
6.
Approval and signatures of the minutes: With
no further matters to be discussed, these minutes were drawn up, read, approved, and signed by all. Rio de Janeiro, November 6, 2025.
Chairman: Mr. Oscar de Paula Bernardes Neto; Secretary: Mrs. Tamara Rafiq Nahuz. Attending Members of the Board of Directors:
Messrs. Belmiro de Figueiredo Gomes, Enéas Cesar Pestana Neto, José Roberto Meister Müssnich, Júlio Cesar de
Queiroz Campos, Leila Abraham Loria, Miguel Maia Mickelberg, and Oscar de Paula Bernardes Neto.
Rio de Janeiro, November 6, 2025.
These minutes are a true copy of the original
drawn-up in the proper book.
_______________________________
Tamara Rafiq Nahuz
Secretary
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: November 6, 2025
Sendas Distribuidora S.A.
By: /s/ Aymar Giglio Junior
Name: Aymar Giglio Junior
Title: Vice President of Finance
By: /s/ Gabrielle Helú
Name: Gabrielle Helú
Title: Investor Relations Officer
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements. These
statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances,
industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates",
"expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking
statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies
and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or
results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject
to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements
are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors.
Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.
