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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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JBS N.V. (Name of Issuer) |
Class A Common Shares, Euro 0.01 par value per share (Title of Class of Securities) |
N4732M103 (CUSIP Number) |
06/30/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | N4732M103 |
| 1 | Names of Reporting Persons
BNDES Participacoes S.A. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
BRAZIL
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
201,676,700.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
24.77 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: Percentage of the class beneficially owned is calculated based on 814,216,001 Class A Common Shares of the Issuer outstanding as of July 2, 2025.
SCHEDULE 13G
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| CUSIP No. | N4732M103 |
| 1 | Names of Reporting Persons
Banco Nacional de Desenvolvimento Economico e Social | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
BRAZIL
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
201,676,700.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
24.77 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: These shares are directly beneficially owned by BNDESPAR, which is a wholly-owned subsidiary of BNDES. BNDESPAR's Board of Executive Officers is responsible for making decisions related to voting or disposing of the reported shares. The Board of Executive Officers of BNDESPAR is comprised of 10 members, all of which are also officers of BNDES. Decisions of the Board of Executive Officers of BNDESPAR are taken at meetings by a majority of the members present. The officers of BNDES are appointed by the Board of Directors of BNDES.
Percentage of the class beneficially owned is calculated based on 814,216,001 Class A Common Shares of the Issuer outstanding as of July 2, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
JBS N.V. | |
| (b) | Address of issuer's principal executive offices:
Stroombaan 16, 5th Floor, Amstelveen, Netherlands, 1181 VX | |
| Item 2. | ||
| (a) | Name of person filing:
(i) BNDES Participacoes S.A. - BNDESPAR
(ii) Banco Nacional de Desenvolvimento Economico e Social - BNDES (collectively, the "Reporting Persons") | |
| (b) | Address or principal business office or, if none, residence:
Av. Republica do Chile, 100 - Centro, Rio de Janeiro, R.J., Brazil | |
| (c) | Citizenship:
Federative Republic of Brazil | |
| (d) | Title of class of securities:
Class A Common Shares, Euro 0.01 par value per share | |
| (e) | CUSIP No.:
N4732M103 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
201,676,700
These shares are directly beneficially owned by BNDESPAR, which is a wholly-owned subsidiary of BNDES. BNDESPAR's Board of Executive Officers is responsible for making decisions related to voting or disposing of the reported shares. The Board of Executive Officers of BNDESPAR is comprised of 10 members, all of which are also officers of BNDES. Decisions of the Board of Executive Officers of BNDESPAR are taken at meetings by a majority of the members present. The officers of BNDES are appointed by the Board of Directors of BNDES. | |
| (b) | Percent of class:
24.77%
Percentage of class beneficially owned by the Reporting Persons is calculated based on 814,216,001 Class A Common Shares of the Issuer outstanding as of July 2, 2025.
The shares beneficially owned by the Reporting Persons represent 5.36% of the total outstanding voting power in the Issuer. The percentage of voting power is calculated by dividing the voting power beneficially owned by the Reporting Persons by the voting power held by all holders of the Issuer's outstanding Class A Common Shares (814,216,001), who are entitled to one vote per share, combined with the voting power held by all holders of the Issuer's outstanding Class B Common Shares (294,842,184), who are entitled to ten votes per share. | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
201,676,700 | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
201,676,700 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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