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As filed with the Securities and Exchange Commission on April 30, 2025

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2024
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE 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 001-14732

COMPANHIA SIDERÚRGICA NACIONAL**

**(Exact name of registrant as specified in its charter)

NATIONAL STEEL COMPANY**

**(Translation of registrant’s name into English)

THE FEDERATIVE REPUBLIC OF BRAZIL**

**(Jurisdiction of incorporation or organization)

Antonio Marco Campos Rabello, Chief Financial and Investor Relations Officer

Phone: +55 113049-7585 Fax: +55 11 3049-7212

invrel@csn.com.br

Av. Brigadeiro Faria Lima, 3400 – 20th floor

04538-132, São Paulo, SP, Brazil

(Address of principal executive offices)

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
Common Shares without Par Value*NYSE
American Depositary Shares (as evidenced by American Depositary Receipts), each representing one share of Common StockSIDNYSE
  • Not for trading purposes, but only in connection with the registration of American Depositary Shares pursuant to the requirements of the U.S. Securities and Exchange Commission.

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:

None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of December 31, 2024:

1,326,093,947 Common Shares without Par Value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

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.

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).

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 emer ging 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.

☑ Yes ☐ No

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.

☐ Yes☑ No

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).

☐ Yes ☐ No

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

INTRODUCTION1
FORWARD-LOOKING STATEMENTS1
PRESENTATION OF FINANCIAL AND OTHER INFORMATION2
PART I
Item 1. Identity of Directors, Senior Management and Advisors2
Item 2. Offer Statistics and Expected Timetable2
Item 3. Key Information3
3A. [Reserved]3
3B. Capitalization and Indebtedness3
3C. Reasons for the Offer and Use of Proceeds3
3D. Risk Factors3
Item 4. Information on the Company17
4A. History and Development of the Company17
4B. Business Overview20
4C. Organizational Structure68
4D. Property, Plant and Equipment68
Item 4A. Unresolved Staff Comments72
Item 5. Operating and Financial Review and Prospects72
5A. Operating Results72
5B. Liquidity and Capital Resources81
5C. Research and Development, Patents and Licenses, Etc.87
5D. Trend Information88
5E. Critical Accounting Estimates89
Item 6. Directors, Senior Management and Employees89
6A. Directors and Senior Management89
6B. Compensation92
6C. Board Practices92
6D. Employees93
6E. Share Ownership94
6F. Disclosure of a Registrant’s Action to Recover Erroneously Awarded Compensation94
Item 7. Major Shareholders and Related Party Transactions94
7A. Major Shareholders94
7B. Related Party Transactions94
7C. Interests of Experts and Counsel95
Item 8. Financial Information95
8A. Consolidated Statements and Other Financial Information95
8B. Significant Changes104
Item 9. The Offer and Listing104
9A. Offer and Listing Details104
9B. Plan of Distribution105
9C. Markets105
9D. Selling Shareholders106
9E. Dilution106
9F. Expenses of the Issue107
Item 10. Additional Information107
10A. Share Capital107
10B. Memorandum and Articles of Association107
10C. Material Contracts110
10D. Exchange Controls110
10E. Taxation110
10F. Dividends and Paying Agents119
10G. Statement by Experts119
10H. Documents on Display119
10I. Subsidiary Information119
Item 11. Quantitative and Qualitative Disclosures About Market Risk119
Item 12. Description of Securities Other Than Equity Securities122
PART II
Item 13. Defaults, Dividend Arrearages and Delinquencies123
Item 14. Material Modification to the Rights of Security Holders and Use of Proceeds123
Item 15. Controls and Procedures123
Item 16. [Reserved]124
16A. Audit Committee Financial Expert124
16B. Code of Ethics124
16C. Principal Accountant Fees and Services124
16D. Exemptions from the Listing Standards for Audit Committees125
16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers125
16F. Change in Registrant’s Certifying Accountant125
16G. Corporate Governance125
16H. Mine Safety Disclosure127
16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections127
16J. Insider Trading Policies127
16K. Cybersecurity127
PART III
Item 17. Financial Statements128
Item 18. Financial Statements128
Item 19. Exhibits128
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.