Cosan (CSAN) details R$1.85B Mato Grosso land deal with lessees

Rhea-AI Filing Summary

Cosan S.A. announced that its lessees exercised a right of first refusal over land assets in Mato Grosso and signed new purchase and sale agreements. The total transaction value is R$1.85 billion, of which about R$586 million reflects Cosan’s indirect interest.

The parties also agreed to a consensual segregation of the properties as part of this restructuring. Closing is subject to customary conditions precedent and is expected to occur by October 30, 2026. Cosan plans to update shareholders as required by regulation.

Insights

Equity analyst

Cosan restructures Mato Grosso land assets in a sizable R$1.85B deal.

Cosan describes a land transaction in Mato Grosso where lessees exercised a right of first refusal and became buyers. The total deal value is R$1.85 billion, with roughly R$586 million tied to Cosan’s indirect stake.

The agreement includes consensual segregation of the properties and new purchase and sale contracts with SLC Agrícola, Bom Futuro and Alexandre Jacques Bottan. Closing remains subject to customary conditions precedent, introducing execution steps that must be satisfied before completion.

The transaction is expected to close by October 30, 2026. Subsequent disclosures may clarify how and when cash proceeds tied to Cosan’s indirect interest are realized and how the deal fits into its broader capital allocation strategy.

Key Figures

Total transaction value: R$1.85 billion Cosan indirect interest: R$586 million Expected closing date: October 30, 2026

3 metrics

Total transaction value R$1.85 billion Land assets in Mato Grosso

Cosan indirect interest R$586 million Portion of total transaction value

Expected closing date October 30, 2026 Target closing for land transaction

Key Terms

right of first refusal, conditions precedent, Material Fact, purchase and sale agreements, +1 more

5 terms

right of first refusal financial

"following the concurrent exercise of the right of first refusal by the lessees"

A right of first refusal gives an existing shareholder or party the chance to buy an asset or shares before the owner can sell them to someone else. Think of it like being offered the first option to buy a house when the owner decides to sell; it matters to investors because it can limit who can acquire a stake, slow or block transactions, and affect the price and liquidity of an investment by restricting open-market sales or new buyers.

conditions precedent regulatory

"The closing of the transaction remains subject to customary conditions precedent for transactions of this nature"

Conditions precedent are the specific tasks, approvals, or facts that must be satisfied before a contract or transaction becomes effective or a payment is made. Think of them as a checklist you must complete before turning the key on a new machine; if items are missing the deal can be delayed, renegotiated, or canceled. Investors watch these conditions because they determine timing, completion risk, and whether expected benefits will actually occur.

Material Fact regulatory

"MATERIAL FACT COSAN S.A. (B3: CSAN3; NYSE: CSAN)"

purchase and sale agreements financial

"as well as new purchase and sale agreements with SLC Agrícola, Bom Futuro and Alexandre Jacques Bottan"

lessees financial

"concurrent exercise of the right of first refusal by the lessees of the land assets"

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FAQ

What land transaction did Cosan (CSAN) disclose in its July 2026 6-K?

Cosan disclosed a land transaction in Mato Grosso where lessees exercised a right of first refusal and signed new purchase and sale agreements. The total deal value is R$1.85 billion involving SLC Agrícola, Bom Futuro and Alexandre Jacques Bottan.

What is Cosan’s indirect economic interest in the R$1.85 billion deal?

Cosan states that approximately R$586 million of the R$1.85 billion transaction value corresponds to its indirect interest. This figure represents Cosan’s economic exposure within the broader land asset transaction structure described in the material fact.

Who are the purchasing lessees in Cosan’s Mato Grosso land transaction?

The purchasing lessees are SLC Agrícola, Bom Futuro and Alexandre Jacques Bottan. They exercised a contractual right of first refusal over the land assets and entered into new purchase and sale agreements with terms matching those previously negotiated.

What conditions must be satisfied before Cosan’s land deal closes?

The transaction closing is subject to customary conditions precedent for deals of this type. These are standard legal and regulatory requirements that must be satisfied before ownership transfers and the agreements become fully effective.

When is Cosan’s R$1.85 billion land asset transaction expected to close?

Cosan indicates that the transaction is expected to close by October 30, 2026. This timing remains dependent on satisfaction of the customary conditions precedent referenced in the material fact disclosure to shareholders.

Why did Cosan execute a consensual segregation of the Mato Grosso properties?

Cosan explains that the parties executed an agreement for consensual segregation of the properties alongside the new purchase and sale contracts. This segregation organizes the land assets between parties in a structured way as part of the broader transaction.

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 July 2026

Commission File Number: 001-40155

Cosan S.A.

(Exact name of registrant as specified in its charter)

N/A

(Translation of registrant’s name into English)

Av. Brigadeiro Faria Lima, 4100, – 16th floor
São Paulo, SP 04538-132 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

COSAN S.A.

CNPJ nº 50.746.577/0001-15

NIRE 35.300.177.045

Publicly held company

CVM Code 19836

MATERIAL FACT

COSAN S.A. (B3: CSAN3; NYSE: CSAN) ("Cosan" or the "Company"), in compliance with CVM Resolution No. 44 and further to the Material Fact disclosed on June 17, 2026, hereby informs its shareholders and the market in general that, following the concurrent exercise of the right of first refusal by the lessees of the land assets located in the State of Mato Grosso (the "Properties"), the parties have executed, on this date, an agreement for the consensual segregation of the Properties, as well as new purchase and sale agreements with SLC Agrícola, Bom Futuro and Alexandre Jacques Bottan (the "Purchasing Lessees"), under the same commercial terms previously agreed upon (total transaction value of R$1.85 billion, of which approximately R$586 million corresponds to Cosan's indirect interest).

The closing of the transaction remains subject to customary conditions precedent for transactions of this nature and is expected to occur by October 30, 2026.

Cosan will keep its shareholders and the market in general duly informed in accordance with the applicable regulations.

São Paulo, July 9, 2026

Rafael Bergman

Chief Financial and Investor Relations Officer

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: July 9, 2026

	COSAN S.A.
	By:	/s/ Rafael Bergman
		Name:            Rafael Bergman
		Title: Chief Financial Officer