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Embraer (NYSE: EMBJ) sets May 20 date for 2025 cash dividend

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Form Type
6-K

Rhea-AI Filing Summary

Embraer S.A. approved a cash dividend of BRL 7,646,097.51, based on net income for the year ended December 31, 2025. This equals BRL 0.01074141828 per ordinary share.

Shareholders of record on B3 at the close on May 11, 2026 are entitled to the dividend. The shares and ADSs trade ex-dividend from May 12, 2026, and cash payment is scheduled for May 20, 2026. ADS holders will receive payment via JPMorgan Chase Bank N.A. under its procedures. The company notes that, under Law No. 15,270/25, distributed amounts may be subject to taxation, including withholding tax, and the per-share/ADS amount may adjust slightly depending on the impact of the current share buyback program.

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Total dividend BRL 7,646,097.51 Based on net income for year ended December 31, 2025
Dividend per share BRL 0.01074141828 per ordinary share Amount per Embraer ordinary share
Record date May 11, 2026 Shareholders on B3 entitled to dividends as of close of trading
Ex-dividend date May 12, 2026 Shares and ADSs trade ex-dividend from this date on B3 and NYSE
Payment date May 20, 2026 Cash dividend payment to shareholders and ADS holders
Law reference Law No. 15,270/25 New rules may subject distributed amounts to income tax withholding
American Depositary Shares financial
"Holders of American Depositary Shares (“ADSs”), traded on the New York Stock Exchange"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
Central Asset Depository financial
"will have their Dividends credited in accordance with the procedures adopted by B3's Central Asset Depository"
share buyback program financial
"may vary slightly until the cut-off dates as a result of the Company's current share buyback program"
A share buyback program is when a company uses its cash to repurchase its own outstanding shares from the market, reducing the number of shares available to investors. That matters because it can raise the value of remaining shares and signal management's confidence in the business—similar to a bakery buying back unsold loafs to make each remaining loaf represent a larger share of its oven’s output—though buybacks can also affect cash available for other uses.
withholding of income tax financial
"may be subject to taxation, including withholding of income tax"
Bookkeeper financial
"in accordance with the bank domicile provided to BTG Pactual Serviços Financeiros S.A. DTVM (“Bookkeeper”)"
Form 6-K: How Foreign Companies Report to the SEC →

____________________________________________________

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 April 2026

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): ¨

 
 

 

 

 

EMBRAER S.A.

Publicly held Company

CNPJ/MF nº 07.689.002/0001-89

NIRE 35.300.325.761

 

NOTICE TO SHAREHOLDERS

 

Embraer S.A. (“Company”) hereby informs its shareholders and the market in general that the Company's Annual Shareholders' Meeting held on this date approved the distribution of dividends, based on net income for the fiscal year ended December 31, 2025, in the total amount of BRL 7,646,097.51 (seven million, six hundred and forty-six thousand, ninety-seven Brazilian Reais and fifty-one cents), equivalent to BRL 0.01074141828 per ordinary share issued by the Company (“Shares” and “Dividends”, respectively). Holders of American Depositary Shares (“ADSs”), traded on the New York Stock Exchange (“NYSE”), can verify the information about the payment in the website: www.adr.com [adr.com]

 

Persons registered as shareholders of the Company at the close of trading session on B3 - Brasil, Bolsa, Balcão S.A. (“B3”) on May 11, 2026, respecting trades carried out up to and including this date (“Base Date”), will be entitled to receive the Dividends.

 

Holders of ADSs traded on the New York Stock Exchange - NYSE will receive Dividends according to the rules defined by the depositary bank, JPMorgan Chase N.A.

 

The Shares will be traded ex-Dividends on B3 and on the NYSE as of May 12,2026.

 

Payment Instructions

 

Regarding the Shares:

 

The payment of the Dividends will be made in cash, in local currency, on May 20, 2026.

 

On the payment date, the Company will credit the Dividends due to each shareholder, according to the number of Shares held by them on the Base Date, in accordance with the bank domicile provided to BTG Pactual Serviços Financeiros S.A. DTVM (“Bookkeeper”), the institution responsible for the bookkeeping of the Shares. For shareholders whose registration does not contain the CPF/CNPJ number or the indication of “Bank/Branch/Current Account”, the Dividends will only be credited after the registration has been updated and within the deadlines determined by the Bookkeeper. Shareholders whose Shares are deposited with institutions providing securities custody services will have their Dividends credited in accordance with the procedures adopted by B3's Central Asset Depository.

 

Regarding to the ADSs:

 

The payment of the Dividends will be made by JP Morgan Chase Bank N.A., the depositary bank for the ADSs. Holders of ADSs will be able to obtain information on the payment of the dividend from the depositary bank at https://adr.com.

 

The Company reinforces that due to the new rules introduced by Law No. 15,270/25, the amount distributed to shareholders may be subject to taxation, including withholding of income tax.

 

 

The amount per Share or per ADS to be paid in the form of Dividends may vary slightly until the cut-off dates as a result of the Company's current share buyback program, which may impact the number of treasury shares. If this is the case, the Company will issue a new Notice to Shareholders informing them of the final amount per Share/ADS.

 

São José dos Campos, April 29, 2026.

 

Felipe Santana Santiago de Lima

Executive Vice President, Financial & Investor Relations

 

 

 

 
 

 

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: April 29, 2026

         
Embraer S.A.
   
By:  

 /s/ Felipe Santana Santiago de Lima

   

 Name:

   Felipe Santana Santiago de Lima
    Title:   Executive Vice President of Finance and Investor Relations  

 

Source: View Original Filing on SEC EDGAR

FAQ

What dividend did Embraer (EMBJ) approve from its 2025 net income?

Embraer approved a total cash dividend of BRL 7,646,097.51. This distribution is based on net income for the year ended December 31, 2025 and equals BRL 0.01074141828 per ordinary share issued by the company to eligible shareholders.

What is Embraer (EMBJ)'s dividend per share and who qualifies to receive it?

The dividend equals BRL 0.01074141828 per ordinary share. Shareholders registered on B3 at the close of trading on May 11, 2026, respecting trades executed up to and including that date, are entitled to receive the dividend in cash.

When will Embraer (EMBJ) shares trade ex-dividend for this cash distribution?

Embraer shares and ADSs will trade ex-dividend starting May 12, 2026. Investors who buy on or after this date will not be entitled to the approved dividend, which is tied to holdings as of the May 11, 2026 record date on B3.

On what date will Embraer (EMBJ) pay the approved cash dividend?

The dividend payment date is May 20, 2026. On that day, Embraer will credit cash dividends in Brazilian reais to shareholders’ bank accounts on file with the bookkeeper, while ADS holders receive payment through JPMorgan Chase Bank N.A.

How will Embraer (EMBJ) dividend payments be handled for ADS holders on NYSE?

ADS dividends will be paid via JPMorgan Chase Bank N.A., Embraer’s ADS depositary. Holders of American Depositary Shares traded on the NYSE should consult the depositary’s information, including details published at adr.com, for timing, currency handling and any applicable fees.

Can Embraer (EMBJ)'s per-share dividend amount change before payment?

The per-share and per-ADS dividend amounts may change slightly. Embraer notes its ongoing share buyback program can alter the number of treasury shares, affecting the final per-share calculation, and the company will publish an updated notice if adjustments occur.

Will Embraer (EMBJ)'s dividend be subject to Brazilian income tax withholding?

The company warns the dividend may be taxed under Law No. 15,270/25. Amounts distributed to shareholders can be subject to taxation, including withholding income tax, so net proceeds may differ from gross values depending on each investor’s tax situation.