Ultrapar: Pátria sells 7.6M shares, or 0.7%

The voting arrangements cover 34.7% of Ultrapar’s share capital, below the 35% threshold cited under CVM Resolution 44.

Rhea-AI Filing Summary

Ultrapar Holdings Inc. (UGP) reported a market announcement by Ultrapar Participações S.A. that Pátria Private Equity VI FIP Multiestratégia sold 7,599,879 Ultrapar shares it held directly, representing 0.7% of Ultrapar’s share capital. Pátria was a party to the Shareholders’ Agreement involving Ultra S.A. and Parth do Brasil Ltda.

After the sale, 386,810,866 shares, or 34.7% of Ultrapar’s share capital, remained subject to the agreement’s voting arrangements, below the 35% threshold cited under Article 12 of CVM Resolution 44. Ultra S.A. and Parth’s ownership position in Ultrapar, and Pátria’s ownership position in Ultra S.A., remained unchanged. The announcement states the sale was not intended to change Ultrapar’s control or management structure and did not amend the Shareholders’ Agreement.

Key Figures

Ultrapar shares sold by Pátria: 7,599,879 shares Share capital represented by shares sold: 0.7% Shares subject to voting arrangements: 386,810,866 shares +2 more

5 metrics

Ultrapar shares sold by Pátria 7,599,879 shares Shares Pátria held directly

Share capital represented by shares sold 0.7% Ultrapar share capital

Shares subject to voting arrangements 386,810,866 shares Following the sale

Share capital subject to voting arrangements 34.7% Following the sale

CVM Resolution 44 threshold 35% Article 12 threshold cited in the announcement

Key Terms

Shareholders’ Agreement, voting rights arrangements, CVM Resolution 44/21

3 terms

Shareholders’ Agreement financial

"party to the Shareholders’ Agreement"

A shareholders’ agreement is a private contract among a company’s owners that sets out their rights, responsibilities and how key decisions will be made—think of it as the house rules for people who own slices of the same business. It matters to investors because it controls voting rights, limits how shares can be sold or passed on, and lays out what happens in disagreements, so it affects control, liquidity and the value of an investment.

voting rights arrangements regulatory

"subject to the voting rights arrangements"

CVM Resolution 44/21 regulatory

"in compliance with CVM Resolution 44/21"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many UGP shares did Pátria sell?

Pátria Private Equity VI FIP Multiestratégia sold 7,599,879 Ultrapar shares it held directly, representing 0.7% of Ultrapar’s share capital.

How many UGP shares remain under the voting arrangements?

386,810,866 Ultrapar shares, representing 34.7% of Ultrapar’s share capital, remain subject to the Shareholders’ Agreement’s voting arrangements. The announcement says this is below the 35% threshold cited under Article 12 of CVM Resolution 44.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/26/2026 - 08:11 AM EDT Accepted by SEC EDGAR 10/26/2026 - 08:11 AM EDT Learn about SEC filing dates

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 October 2026

Commission File Number: 001-14950

ULTRAPAR HOLDINGS INC.

(Translation of Registrant’s Name into English)

Brigadeiro Luis Antonio Avenue, 1343, 9th Floor

São Paulo, SP, Brazil 01317-910

(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):

Yes ________ No ____X____

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):

Yes ________ No ____X____

ULTRAPAR HOLDINGS INC.

TABLE OF CONTENTS

ITEM

1. Market announcement

ULTRAPAR PARTICIPAÇÕES S.A.

MARKET ANNOUNCEMENT

Notice from Ultra S.A.

São Paulo, October 26, 2026 – Ultrapar Participações S.A. (B3: UGPA3 / NYSE: UGP, “Ultrapar” or “Company”), in compliance with CVM Resolution 44/21, hereby announces that it has been notified by Ultra S.A. Participações (“Ultra S.A.”) and Parth do Brasil Ltda. (“Parth”) that Pátria Private Equity VI FIP Multiestratégia (“Pátria”), a party to the Shareholders’ Agreement entered into between Ultra S.A. Participações and Parth do Brasil Ltda. (the “Shareholders’ Agreement”), sold 7,599,879 Ultrapar shares it held directly, representing 0.7% of Ultrapar’s share capital, which are therefore no longer subject to the voting arrangements set forth in the Shareholders’ Agreement. Ultra S.A. and Parth’s ownership position in Ultrapar, as well as Pátria’s ownership position in Ultra S.A., remain unchanged.

As a result, 386,810,866 Ultrapar shares are subject to the voting rights arrangements set forth in the Shareholders’ Agreement, representing 34.7% of Ultrapar’s share capital, causing the percentage to fall below the 35% threshold set forth in Article 12 of CVM Resolution 44.

The sale was not intended to change Ultrapar’s control structure or management structure. The transaction also did not result in any amendment to the Shareholders’ Agreement, which remains in full force and effect with respect to its parties and the shares subject thereto.

Ultra S.A. and Parth reiterated the principles that have guided the conduct of Ultrapar’s principal shareholders, aimed at safeguarding the interests of all shareholders and ensuring that the Company continues to be managed professionally and independently.

Alexandre Mendes Palhares

Chief Financial and Investor Relations Officer
Ultrapar Participações S.A.

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: October 26, 2026                                          

	ULTRAPAR HOLDINGS INC.
	By:	/s/ Alexandre Mendes Palhares
	Name:	Alexandre Mendes Palhares
	Title:	Chief Financial and Investor Relations Officer

(Market announcement)