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JBS N.V.

For the period ended Dec 31, 2025. Filed Mar 25, 2026.

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About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2025 · Filed Mar 25, 2026

JBS$12.48-2.5%Stored close · as of Nov 6, 2026
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As filed with the Securities and Exchange Commission on March 25, 2026.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31,2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number:001-42678

(Exact Name of Registrant as Specified in Its Charter)

N/ANetherlands
(Translation of Registrant’s Name into English)(Jurisdiction of Incorporation or Organization)

**Stroombaan 16,5th Floor

1181 VX, Amstelveen, Netherlands

(Address of Principal Executive Offices)

Guilherme Perboyre Cavalcanti

Global Chief Financial Officer

**Stroombaan 16,5th Floor

1181 VX, Amstelveen, Netherlands

Telephone:+31 20 656 47 00

Email: ri_ir@jbs.com.br

(Name, Telephone, E-mail and/or Facsimile Number and Address of Company Contact Person)

Securities registered or to be registered pursuant to section 12(b) of the Act:

Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Class A common shares, par value €0.01 per shareJBSNew York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

Title of Each Class

2.500% Senior Notes due 2027*

3.000% Senior Notes due 2029*

3.750% Senior Notes due 2031*

3.000% Sustainability-Linked Senior Notes due 2032*

3.625% Sustainability-Linked Senior Notes due 2032*

5.750% Senior Notes due 2033*

6.750% Senior Notes due 2034*

5.950% Senior Notes due 2035*

5.500% Senior Notes due 2036*

4.375% Senior Notes due 2052*

6.500% Senior Notes due 2052*

7.250% Senior Notes due 2053*

6.375% Senior Notes due 2055*

6.250% Senior Notes due 2056*

6.375% Senior Notes due 2066*

*The Registrant, JBS USA Foods Group Holdings, Inc. and JBS USA Food Company Holdings are the co-issuers of these notes. JBS USA Foods Group Holdings, Inc. and JBS USA Food Company Holdings are indirect wholly-owned subsidiaries of the Registrant.

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of December 31, 2025:773,666,610 Class A common shares and 294,842,267 Class B common shares

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐No ☒

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes ☐No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐Accelerated filer ☐Non-accelerated filer ☒Emerging growth company ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ☐International Financial Reporting Standards as issued by the International Accounting Standards Board ☒Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. ☐ Item 17 ☐ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No☒

TABLE OF CONTENTS

Page
CERTAIN DEFINED TERMSii
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTSv
PRESENTATION OF FINANCIAL AND OTHER INFORMATIONvii
PART I
Item 1.Identity of Directors, Senior Management and Advisers1
Item 2.Offer Statistics and Expected Timetable1
Item 3.Key Information1
Item 4.Information on the Company38
Item 4A.Unresolved Staff Comments90
Item 5.Operating and Financial Review and Prospects90
Item 6.Directors, Senior Management and Employees128
Item 7.Major Shareholders and Related Party Transactions141
Item 8.Financial Information147
Item 9.The Offer and Listing154
Item 10.Additional Information155
Item 11.Quantitative and Qualitative Disclosures about Market Risk169
Item 12.Description of Securities Other Than Equity Securities170
PART II
Item 13.Defaults, Dividend Arrearages and Delinquencies217
Item 14.Material Modifications to the Rights of Security Holders and Use of Proceeds217
Item 15.Controls and Procedures217
Item 16.[Reserved]218
Item 16A.Audit Committee Financial Expert218
Item 16B.Code of Ethics218
Item 16C.Principal Accountant Fees and Services218
Item 16D.Exemptions from the Listing Standards for Audit Committees219
Item 16E.Purchases of Equity Securities by the Issuer and Affiliated Purchasers219
Item 16F.Change in Registrant’s Certifying Accountant219
Item 16G.Corporate Governance220
Item 16H.Mine Safety Disclosure220
Item 16I.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections220
Item 16J.Insider Trading Policies220
Item 16K.Cybersecurity221
PART III
Item 17.Financial Statements222
Item 18.Financial Statements222
Item 19.Exhibits222
SIGNATURES228

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