JBS NV-A 2026年年度报告和过渡报告

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 OR Commission file number: 001-42678 JBS N.V.(Exact Name of Registrant as Specified in Its Charter) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: *The Registrant, JBS USA Foods Group Holdings, Inc. and JBS USA Food Company Holdings are the co-issuers of these notes. JBS USA Foods GroupHoldings, 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 commonshares and 294,842,267 Class B common shares Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 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 theSecurities 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 duringthe preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirements for thepast 90days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation 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. Seedefinition 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 touse the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the ExchangeAct.☐ † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its AccountingStandards 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 controlover 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 itsaudit 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 filingreflect 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 byany 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: InternationalFinancialReportingStandards as issued by the InternationalAccounting Standards Board☒ U.S. GAAP☐ 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.☐Item17☐Item18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Yes☐No☒ TABLE OF CONTENTS PageCERTAIN DEFINED TERMSiiCAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTSvPRESENTATION OF FINANCIAL AND OTHER INFORMATIONviiPART IItem 1.Identity of Directors, Senior Management and Advisers1Item 2.Offer Statistics and Expected Timetable1Item 3.Key Information1Item 4.Information on the Company38Item 4A.Unresolved Staff Comments90Item 5.Operating and Financial Review and Prospects90Item 6.Directors, Senior Management and Employees128Item 7.Major Shareholders and Related Party Transactions141Item 8.Financial Information147Item 9.The Offer and Listing154Item 10.Additional Information155Item 11.Quantitative and Qualitative Disclosures about Market Risk169Item 12.Description of Securities Other Than Equity Securities170PART IIItem 13.Defaults, Dividend Arrearages and Delinquencies