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MATERIAL FACT APPROVAL OF NEW SHARE BUYBACK PROGRAM JBS S.A. (“JBS” or “Company”) – B3: JBSS3; OTCQX: JBSAY), informs to its shareholders and the market, in accordance with the terms of article 30, §1º, “b”, of the Law nº 6.404/76, the Brazilian Securities and Exchange Commission Resolution CVM no. 44/21, Resolution CVM no. 77/22, and Resolution CVM 80/22, that its Board of Directors, in a meeting held on this date at 2 p.m. approved a new share buyback program issued by the Company (“Buyback Program”), in compliance with Annex G of the CVM Resolution 80, of March 29, 2022, according to the following terms and conditions: ● JBS’ Buyback Program, as a continuing policy of the Company, aims to maximize value generation to shareholders by efficiently managing its capital structure. Currently, there are 1,133,963,579 (one billion, one hundred and thirty-three million, nine hundred and sixty-three thousand, five hundred and seventy-nine) free float common shares, all nominative, bookentry and without par value (“Free Float”). ● There are no shares held in treasury on this date. ● According to the terms of the Buyback Program approved, JBS may acquire up to 113,396,357 (one hundred and thirteen million, three hundred and ninety-six thousand, three hundred and fifty-seven) shares, all nominative, bookentry and without par value subject to the limitations set forth in Resolution CVM 77. All purchase and sale transactions of shares issued by JBS will be made on the B3 – Bolsa, Brasil, Balcão, at market prices. ● Shares eventually purchased in connection with the Buyback Program will not alter JBS’ controlling shareholder nor its administrative structure. ● In the context of the Buyback Program, JBS may enter into derivative agreements with JBS’ shares as underlying assets. ● The expiration date for the settlement of the transactions in connection with the share buyback program is in 18 months from September 23, 2024. Brokers that are authorized to intermediate this buyback program are: o ATIVA INVESTIMENTOS S.A. CTCV Address: AV. DAS AMERICAS , 3500 rooms 314 to 318. RIO DE JANEIRO / RJ - Zipcode: 22.640-102 o BGC LIQUIDEZ DTVM Address: AV ALM BARROSO, 52 - 23 floor, room 2301. RIO DE JANEIRO / RJ – Zipcode: 20.031-000 o BRADESCO S/A CTVM Address: PRES JUSCELINO KUBITSCHEK, 1309 11º floor. SÃO PAULO / SP - Zipcode: 04.543-011 o BTG PACTUAL CTVM S.A. Address: AV FARIA LIMA, 3477 14º floor. SÃO PAULO / SP - Zipcode: 04.538-133 |