FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of February, 2025
Brazilian Distribution Company
(Translation of Registrant’s Name Into English)
Av. Brigadeiro Luiz Antonio,
3142 São Paulo, SP 01402-901
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)):
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
(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
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO
PUBLICLY HELD COMPANY AND AUTHORIZED COMPANY
CNPJ/ME No. 47.508.411/0001-56
NIRE 35.300.089.901
EXTRACT OF THE MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS HELD ON FEBRURARY 13TH, 2025
1. DATE, TIME AND PLACE: February 13th, 2025, at 09:00 a.m., at the head offices of Companhia Brasileira de Distribuição (“Company”), at Avenida Brigadeiro Luís Antônio, No. 3.142, City and State of São Paulo.
2. CONDUCTION OF THE MEETING: Chairman: Mr. Renan Bergmann; Secretary: Mrs. Aline Pacheco Pelucio.
3. CALL TO ORDER AND ATTENDANCE: The call was sent pursuant to paragraphs first and second of article 14 of the Company’s Bylaws and articles 9, paragraph of the Company’s Board of Directors. Were present all of the members of the Board of Directors, namely, Messrs. Renan Bergmann, Ronaldo Iabrudi dos Santos Pereira, Christophe José Hidalgo, Eleazar de Carvalho Filho, José Luiz Gutierrez, Marcelo Ribeiro Pimentel, Márcia Nogueira de Mello, Philippe Alarcon and Rachel de Oliveira Maia. Also present Ms. Aline Pacheco Pelucio – Corporate Governance Director.
4. AGENDA: (i) Analysis and deliberation of increase in the Company's capital stock based on its Compensation Plan; and (ii) Analysis and deliberation on the election of an External Accounting Specialist for the composition of the Company's Audit Committee.
5. RESOLUTIONS: Starting the work, Messrs. Counselors took the following resolutions, unanimously and without reservations:
5.1. Analysis and deliberation of increase in the Company's capital stock based on its Compensation Plan. The members of the Board of Directors discussed the Company's Stock Option Compensation Plan approved at the Extraordinary General Meeting held on May 9, 2014 and subsequently amended at the Annual and Extraordinary General Meeting held on April 24, 2015, at the Annual and Extraordinary General Meeting held on April 25, 2019 and at the Extraordinary General Meeting held on December 30, 2019 ("Compensation Plan"), and decided:
As a result of the exercise of the option to purchase shares of Series B10 of the Compensation Plan, to approve, as recommended by the Financial Committee and subject to the limit of the Company's authorized capital, pursuant to article 5 of its Bylaws, the increase in the Company's capital stock in the amount of seven hundred and forty-four reais and thirty-one centavos (R$ 744.31) through the issuance of seventy-four thousand, four hundred and thirty-one (74,431) common shares, in the amount of R$ 0.01 (one centavo) each.
In accordance with the Company’s Bylaws, the common shares issued herein shall have the same characteristics and conditions and shall fully enjoy the same rights, benefits and advantages of the common shares existing on the date hereof, including dividends and any capital remuneration that may be declared by the Company as of this date.
Consequently, the Company's capital stock will increase from the current two billion, five hundred and eleven million, one hundred sixty-eight thousand, one hundred eighty-five reais and thirty centavos (R$ 2,511,168,185.30) to two billion, five hundred and eleven million, one hundred sixty-eight thousand, nine hundred twenty-nine reais and sixty-one centavos (R$ 2.511.168.929,61), fully subscribed and paid-in, divided into four hundred ninety million, two hundred eighty-six thousand, four hundred forty-seven (490,286,447) common shares with no par value.
5.2 Analysis and deliberation on the election of an External Accounting Specialist for the composition of the Company's Audit Committee: Based on the favorable recommendation of the Management, People and Sustainability Committee, the Members of the Board of Directors elected Mr. Clóvis Pereira, Brazilian, married, RG 13.790.194-X, CPF 65997948/90, with commercial address at Av. Brigadeiro Luís Antônio, 3172 - Jardim Paulista, São Paulo - SP, 01402-001 as the External Specialist Member in Accounting for the composition of the Company's Audit Committee.
6. APPROVAL AND SIGNATURE OF THESE MINUTES: As there were no further matters to be addressed, the meeting was adjourned so that these minutes were drawn up. Then the meeting was resumed and these minutes were read and agreed to, having been undersigned by all attending persons. São Paulo, February 13th, 2025. Chairman: Mr. Renan Bergmann; Secretary: Mrs. Aline Pacheco Pelucio. Members of the Board of Directors who were present: Messrs. Renan Bergmann, Ronaldo Iabrudi dos Santos Pereira, Christophe José Hidalgo, Eleazar de Carvalho Filho, José Luiz Gutierrez, Marcelo Ribeiro Pimentel, Márcia Nogueira de Mello, Philippe Alarcon e Rachel de Oliveira Maia.
I hereby certify, for due purposes, that this is an extract of the minutes registered in the relevant corporate book.
__________________________________
Aline Pacheco Pelucio
Secretary
SIGNATURES
Pursuant to the requirement 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.
| | |
| | COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO |
Date: February 13, 2025 | By: /s/ Marcelo Pimentel |
| | Name: | Marcelo Pimentel |
| | Title: | Chief Executive Officer |
| | | |
| | By: /s/ Rafael Sirotsky Russowsky |
| | Name: | Rafael Sirotsky Russowsky |
| | 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 offuture 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.