Material Fact | Méliuz informs about approval of the reduction of capital

LISTED COMPANY

CNPJ/ME: 14.110.585/0001-07

NIRE: 35.300.616.316

Méliuz informs about approval of the reduction of capital

Méliuz S.A. (B3: CASH3) (“Méliuz” or “Company”), in continuation of the Material Fact disclosed to the market on May 13, 2024, hereby informs its shareholders and the market in general about the approval, among other resolutions, of the reduction of the Company’s share capital in the amount of R$ 220 million (“Excess Capital Reduction”), within the scope of the Extraordinary General Meeting of Shareholders of the Company held in June 28, 2024.

The reduction of the Company’s share capital in the amount of R$ 210 million, as it is considered excessive, through restitution to shareholders in cash, without the cancellation of shares, will result in the Company’s share capital going from R$ 602,558,558.50 to R$ 390,403,349.57, divided into 86,957,953 common, nominative, book-entry shares with no par value.

We would like to point out that the Excess Capital Reduction will only become effective after the expiry of a period of 60 (sixty) days from the date of publication of the EGM, for opposition by the Company’s creditors, under the terms of art. 174 of the Brazilian Corporation Law, number 6.404/76.

It is worth highlighting that, during the 60 (sixty) day period for the Excess Capital Reduction to be completed, the beneficiaries of the Company’s Share Grant Plan may exercise their rights to subscribe for new shares in the company. This will result in a change in the total share capital and the total number of shares in the Company, therefore impacting the amount to be received by shareholders due to the Excess Capital Reduction. In this regard, the Company will in due course publish a notice to shareholders containing details of the operation of the Excess Capital Reduction, such as the amount of money to be received by shareholders, cut-off dates, payment dates and information to be provided by shareholders, including in relation to any taxes to be withheld at source, among others.

The Company will keep the market informed, in line with the best corporate governance practices and under the terms of the applicable regulations, regarding the subject matter of this Material Fact, through its usual channels for the disclosure of periodic and occasional information, which are the CVM website (www.gov.br/cvm), B3 (www.b3.com.br) and the Company’s website (https://ri.meliuz.com.br/).

São Bernardo do Campo, June 28, 2024

Marcio Loures Penna
Investor Relations Officer