Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
26 February 2025 - 10:47PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 6-K
REPORT OF FOREIGN
ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE
ACT OF 1934
For the month of
February 2025
(Commission File
No. 001-32221)
GOL LINHAS AÉREAS
INTELIGENTES S.A.
(Exact name of registrant
as specified in its charter)
GOL INTELLIGENT
AIRLINES INC.
(Translation of
registrant’s name into English)
Praça Comandante
Linneu Gomes, Portaria 3, Prédio 24
Jd. Aeroporto
04630-000 São Paulo, São Paulo
Federative Republic of Brazil
(Address of registrant’s
principal executive offices)
Indicate by check mark
whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F ___X___ Form 40-F ______
Indicate by check
mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes ______ No ___X___
 | Material Fact |
GOL Announces
Filing of Form 15F to Deregister in The United States Under the Securities Exchange Act of 1934
São
Paulo, February 26, 2025 – GOL Linhas Aéreas Inteligentes S.A. (B3: GOLL4) (“Company” or “GOL”),
one of the leading airlines in Brazil, hereby informs, in accordance with Section 157, paragraph 4, of the Brazilian Law No. 6,404/1976
and the Brazilian Securities Commission (Comissão de Valores Mobiliários or the “CVM”) Resolution
No. 44/2021, that the Company has filed today a Form 15F with the U.S. Securities and Exchange Commission (“SEC”) to
terminate the registration of its preferred shares and American Depositary Shares (“ADSs”) under Section 12(g) of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), as well as to terminate its reporting obligations
under the Exchange Act. As a result of filing Form 15F, GOL’s obligations to file reports under the Exchange Act have been suspended
and are expected to terminate 90 days after the filing, barring any objection by the SEC.
GOL has also initiated the termination
process of the ADS program relating to its preferred shares by delivering a termination notice to The Bank of New York Mellon under the
terms of the deposit agreement governing the ADS program. As previously informed, as a result of GOL’s Chapter 11 filing, the New
York Stock Exchange (“NYSE”) suspended the trading of GOL’s ADSs on January 26, 2024 and removed GOL’s
ADSs from listing and registration on the NYSE at the opening of business on February 9, 2024.
GOL will maintain its registration
as a publicly-held company with the CVM, as well as its listing and the admission of its preferred shares to trading on the São
Paulo Stock Exchange (B3 S.A. - Bolsa, Brasil, Balcão) under the ticker symbol “GOLL4,” and it will continue
to be subject to applicable disclosure requirements under Brazilian laws and regulations. GOL intends to continue to disclose its periodic
reports, annual and interim results and communications as required by applicable laws and regulations on its website (www.voegol.com.br/ir),
including in English.
GOL reserves the right, for
any reason, to withdraw the filing of the Form 15F prior to effectiveness, and to otherwise change its plans in respect of SEC deregistration
and termination of its reporting obligations under applicable U.S. federal securities laws in any way.
Special Note
Regarding Forward-Looking Statements
This press release contains
certain forward-looking statements. Statements that are not historical facts, including statements about our beliefs and expectations,
are forward-looking statements. The words “will,” “maintain”, “plans” and “intends” and
similar expressions, as they relate to GOL, are intended to identify forward-looking statements. Such statements reflect the current views
of management and are subject to a number of risks and uncertainties. The statements are based on many assumptions and factors, including
general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause
actual results to differ materially from current expectations. Undue reliance should not be placed on such statements. Forward-looking
statements speak only for the date they are made.
About GOL
Linhas Aéreas Inteligentes S.A
GOL is one of Brazil's leading airlines
and is part of the Abra Group. Since it was founded in 2001, the company has had the lowest unit cost in Latin America, democratizing
air transport with the aim of “Being the First for All”. GOL has alliances with American Airlines and Air France-KLM and offers
customers more than 60 codeshare and interline agreements, making connections to any place served by these partnerships more convenient
and easier. GOL also has the Smiles loyalty program and GOLLOG for cargo transportation, which serves various regions in Brazil and abroad.
The company has 13,900 highly qualified professionals focused on safety, GOL's number one value, and operates a standardized fleet of
138 Boeing 737 aircraft. The Company's shares are traded on B3 (GOLL4). For further information, visit www.voegol.com.br/ir.
Investor Relations
ir@voegol.com.br
www.voegol.com.br/ir
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: February 26, 2025
GOL LINHAS AÉREAS INTELIGENTES S.A. |
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By: |
/s/ Eduardo Guardiano Leme Gotilla |
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Name: Eduardo Guardiano Leme Gotilla
Title: Chief Financial and IR Officer |
GOL Linhas Aereas Inteli... (PK) (USOTC:GOLLQ)
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