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Washington, D.C.20549 (MarkOne)☒ANNUAL REPORT PURSUANT TO SECTION13OR15(d) OF THE SECURITIES EXCHANGE ACTOF1934 For the fiscal year endedDecember 31, 2024 ☐TRANSITION REPORT PURSUANT TO SECTION13OR15(d) OF THE SECURITIES EXCHANGEACT OF1934 For the transition period fromto Commission File No.001-39704 EVE HOLDING, INC. (Exact name of registrant as specified in its charter) 1400 General Aviation DriveMelbourne,FL32935 (Address of Principal Executive Offices, including zip code) (321)751-5050(Registrant’s telephone number, including area code) Securities registered pursuant to Section12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405of the SecuritiesAct.Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section13or Section15(d) oftheExchangeAct.Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13or15(d) of the SecuritiesExchange Act of1934during the preceding12months (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 past90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405of Regulation S-T (§232.405of this chapter) during the preceding12months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is alarge acceleratedfiler, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of“large acceleratedfiler,”“accelerated filer,”“smallerreporting company,”and“emerging growth company”in Rule12b-2of the Exchange Act. LargeacceleratedfilerNon-acceleratedfiler ☐☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section404(b) of the Sarbanes-Oxley Act (15U.S.C.7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section12(b) of the Act, indicate by check mark whether the financial statements of theregistrant 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-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2of the Exchange Act):Yes☐No☒ The aggregate market value of the registrant’s common stock outstanding, other than shares held by persons who may be deemedaffiliates of the registrant, computed as ofJune 30, 2024(the last business day of the registrant’s most recently completed second fiscalquarter), was approximately$121.7million. As ofMarch 11, 2025, there were297,644,298sharesof common stock, par value $0.001per share,issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE The information required by Part III of this Report, to the extent not set forth herein, is incorporated herein by reference from theregistrant’s definitive proxy statement relating to theannualmeeting ofstockholders to be held in2025, which definitive proxystatement shall be filed with the Securities and Exchange Commission within120days after the end of the fiscal year to which thisReport relates. EVE HOLDING, INC. This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Private Securities Litigation ReformAct of 1995. All statements other than statements of historical facts contained in this Annual Report on Form 10-K, including, withoutlimitation, statements under “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations”regarding our financial position, business strategy and the plans and objectives of management for future operations.In some cases,you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,”“could,” “estimate,” “expect,” “hope,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,”“should,” “target,” “will,” or “would” or similar terms or expressions or the negative thereof., but the absence of these words does notmean that a statement is not forward-looking. The forward-looking statements contai