SUZ Suzano SA

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

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FORM 6-K

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REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of December 2023.

Commission File Number 001-38755

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Suzano S.A.

(Exact name of registrant as specified in its charter)

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SUZANO INC.

(Translation of Registrant’s Name into English)

Av. Professor Magalhaes Neto, 1,752

10th Floor, Rooms 1010 and 1011

Salvador, Brazil 41 810-012

(Address of principal executive office)

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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒        Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

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Enclosures:

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Exhibit 99.1 – Notice to Shareholders

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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: December 1, 2023

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Exhibit 99.1

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NOTICE TO SHAREHOLDERS

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SUZANO S.A.

Publicly Held Company with Authorized Capital

Corporate Taxpayer ID (CNPJ/MF) No. 16.404.287/0001-55

Company Registration (NIRE) 29.300.016.331

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São Paulo, December 1^st, 2023 – Suzano S.A. (“Company” or “Suzano”) (B3: SUZB3 | NYSE: SUZ), hereby informs its shareholders and the market in general that the Board of Directors, in the meeting held on this date, approved the declaration of interest on equity by the Company, with a total gross value of one billion and five hundred million Brazilian reais (BRL 1,500,000,000.00), at a rate of BRL 1.163375077 per share of the Company. This declaration is based on the number of “ex-treasury” shares as of the current date, declared to the balance of retained earnings ascertained in the balance sheet dated September 30, 2023. The interest on equity declared herein will be attributed to the full amount of the minimum mandatory dividend, as outlined in Article 27 of the Company’s Bylaws, with the residual amount allocated to additional dividends for the fiscal year ending on December 31^st, 2023.

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Payment of the interest on equity declared herein will be made on January 10, 2024. Shareholders holding shares of the Company as of the closing of the B3 S.A. – Brasil, Bolsa, Balcão (“B3”) business on December 7^th, 2023 (record date in Brazil) will be entitled to receive the remuneration. The Company’s shares will be traded “ex-interest on equity” as of December 8^th, 2023 (including).

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Shareholders will have their credits available according to the banking domicile provided to Itaú Corretora de Valores Mobiliários S.A., the institution responsible for the registration of the Company’s shares.

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For shareholders whose registration does not include the registration of the Individual or Corporate Taxpayer ID (CPF/CNPJ) number or the indication of “Bank/Branch/Checking Account”, we recommend updating their registration to facilitate the crediting of the interest on equity declared herein. In such cases, the crediting will occur within the deadlines determined by Itaú Corretora de Valores Mobiliários S.A.

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The interest on equity declared herein will be subject to Withholding Income Tax at the current rate as per legislation, except for shareholders who declare themselves immune or exempt by December 11, 2023. Shareholders should submit supporting documentation for tax exemption or immunity to the Investor Relations department via email at ri@suzano.com.br.

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As for holders of American Depositary Receipts – ADRs referenced to shares issued by the Company and traded on the New York Exchange – NYSE, the payment of the interest on equity

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declared herein will be processed according to applicable procedures by the depositary bank, The Bank of New York Mellon.

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There will be no monetary update or accrual of interest between the date of the interest on equity declaration and the actual payment date.

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The Investor Relations team is available for any additional clarifications. You can reach us by phone at +55 (11) 3503-9330 and by email at ri@suzano.com.br.

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São Paulo, December 1^st, 2023.

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Marcelo Feriozzi Bacci

Chief Financial and Investor Relations Officer