6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

Dated November 6, 2023

Commission File Number 1-14878

GERDAU S.A.

(Translation of Registrant’s Name into English)

Av. Dra. Ruth Cardoso, 8,501 – 8° andar

São Paulo, São Paulo - Brazil CEP 05425-070

(Address of 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 ¨     

Exhibit Index

Exhibit	Description of Exhibit
99.1	Material Fact, November 3, 2023

SIGNATURES

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:  November 6, 2023

GERDAU S.A.
By:	/s/ Rafael Dorneles Japur
Name:	Rafael Dorneles Japur
Title:	Executive Vice President Investor Relations Director

EX-99.1

Exhibit 99.1

 

GERDAU S.A.
Tax ID (CNPJ/ME) 33.611.500/0001-19
Registry (NIRE): 35300520696

MATERIAL FACT

GERDAU S.A. (B3: GGBR / NYSE: GGB) (“Company”), hereby informs the market in general that the acquisition of shares of its own issue (“Buyback Program”), disclosed by Material Fact on May 5, 2022, was concluded on this date.

During its term, 44,464,000 preferred shares (GGBR4) were acquired at an average price of R$24.08 per share, corresponding to 81.0% of the Buyback Program. All shares acquired under the Buyback Program were canceled by the Company.

São Paulo, November 3, 2023

Rafael Dorneles Japur

Executive Vice-President
Investor Relations Officer