R$6,292,086,000 Sabesp (NYSE: SBS) debenture issue approved

Rhea-AI Filing Summary

Companhia de Saneamento Básico do Estado de São Paulo – Sabesp approved its 38th issuance of simple, non-convertible, unsecured debentures, in up to five series, for public distribution to professional investors, totaling R$ 6,292,086,000.00 on the issue date. The debentures will be offered under Brazil’s automatic registration procedure, pursuant to CVM Resolution No. 160, and are restricted to professional investors under Resolution No. 30. The distribution will be conducted by financial institutions in the securities distribution system under a firm-commitment underwriting regime, meaning underwriters commit to place the full offering.

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Accepted by SEC EDGAR 02/11/2026 - 07:06 AM Learn about SEC filing dates

FAQ

What did Sabesp (SBS) announce in this Form 6-K?

Sabesp announced Board approval of its 38th issuance of simple, non-convertible, unsecured debentures, in up to five series, for public distribution to professional investors, with a total amount of R$ 6,292,086,000.00 on the respective issue date.

What is the size of Sabesp’s 38th debenture issuance?

The 38th debenture issuance by Sabesp totals R$ 6,292,086,000.00 on the respective issue date. This amount reflects the aggregate value of the simple, non-convertible, unsecured debentures to be publicly distributed to professional investors in up to five series.

Who can invest in Sabesp’s new debenture offering?

The new debenture offering by Sabesp is targeted exclusively to professional investors, as defined in Articles 11 and 13 of Brazilian Securities and Exchange Commission Resolution No. 30. Retail investors are not included in this specific issuance’s target investor base.

How will Sabesp’s debentures be distributed to investors?

Sabesp’s debentures will be distributed through financial institutions that are part of the securities distribution system. The offering will occur under a firm-commitment underwriting regime, meaning underwriters commit to place the full issuance with professional investors.

Under which Brazilian regulations is Sabesp’s debenture offer structured?

The debenture offer follows Brazilian Securities and Exchange Commission Resolution No. 160, using an automatic registration procedure, and targets professional investors defined under Resolution No. 30. The material fact disclosure also references compliance with Resolution No. 44 governing market communications.

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

For February, 2026

(Commission File No. 1-31317)

Companhia de Saneamento Básico do Estado de São Paulo - SABESP

(Exact name of registrant as specified in its charter)

Basic Sanitation Company of the State of Sao Paulo - SABESP

(Translation of Registrant's name into English)

Rua Costa Carvalho, 300
São Paulo, S.P., 05429-900
Federative Republic of Brazil

(Address of Registrant's principal executive offices)

Indicate by check mark whether the registrant files or will file
annual reports under cover 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)__.

Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.

Yes ______ No ___X___

If "Yes" is marked, indicated below the file number assigned to the
registrant in connection with Rule 12g3-2(b):

COMPANHIA DE SANEAMENTO BÁSICO DO ESTADO DE SÃO PAULO – SABESP

Publicly-held company

CNPJ No 43.776.517/0001-80

NIRE nº 35.3000.1683-1

MATERIAL FACT

Companhia de Saneamento Básico do Estado de São Paulo – Sabesp (“Company”), in compliance with the terms set forth in Resolution of the Brazilian Securities and Exchange Commission (“CVM”) No. 44, of August 23, 2021, as amended, hereby informs its shareholders and the market in general that, on this date, it was approved, by the Board of Directors of the Company, the 38^th issuance of simple, non-convertible, unsecured debentures, in up to 5 (five) series (“Issuance” and “Debentures,” respectively), for public distribution, under the automatic registration procedure, targeted to professional investors, pursuant to CVM Resolution No. 160, of July 13, 2022, as amended, in the total amount of six billion two hundred ninety-two million and eighty-six thousand reais (R$ 6,292,086,000.00) on the respective issue date (“Offer”). The Offer will be targeted exclusively for professional investors, pursuant to Articles 11 and 13 of CVM Resolution No. 30, of May 11, 2021, as amended, and the process of structuring the Offer and distributing the Debentures will be conducted by financial institutions that are part of the securities distribution system, under a firm-commitment underwriting regime.

São Paulo, February 10, 2026.

Daniel Szlak

CFO and IRO

SIGNATURE 

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, in the city São Paulo, Brazil.

Date: February 11, 2026

Companhia de Saneamento Básico do Estado de São Paulo - SABESP
By:	/s/  Daniel Szlak
	Name: Daniel Szlak Title: Chief Financial Officer and 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.