Banco do Brasil S A : Reference Form 2023

Rule 12g3-2 (b)

Exemption # 82-35186

Reference Form

2023

Position

December 31, 2022

Banco do Brasil S.A. - Reference Form/2023

Updates
Version/Date	Sections
1 - 05/30/2023	Reference Form published
2 - 06/15/2023	6.5, 7.1, 7.3/4, 7.6 and 7.8
3 - 06/20/2023	7.3/4 and 7.8
4 - 07/10/2023	7.1, 7.3/4 and 7.6
5 - 07/21/2023	7.1, 7.3/4, 7.6 and 7.8
6 - 08/15/2023	3.2, 7.1, 7.3/4, 7.6 and 7.8
7 - 09/01/2023	7.3/4 and 7.8
8 - 09/13/2023	7.1, 7.3/4 and 7.8
9 - 09/27/2023	7.3/4 and 7.8
10 - 10/31/2023	7.3/4 and 7.8

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Banco do Brasil S.A. - Reference Form/2023

SUMMARY
1.	ISSUER'S ACTIVITIES	7
1.1	Background of the Issuer	8
1.2	Description of the main business of the issuer and its subsidiaries	10
1.3	Information relating to operating segments	11
1.4	Production/Sales/Markets	15
1.5	Customers responsible for more than 10% of total net revenue	26
1.6	Relevant effects of state regulation	27
1.7	Relevant Revenues in the Issuer's Headquarters and Overseas	61
1.8	Relevant Effects of Foreign Regulation	62
1.9	Environmental, Social and Corporate Governance (ESG)	63
1.10 Stated-owned, publicly traded joint-stock company information	67
1.11 Acquisition or disposal of significant asset	73
1.12 Corporate operations/Capital increase or reduction	74
1.13 Shareholders agreements	75
1.14 Significant changes to conducting business	76
1.15 Relevant agreements executed by the issuer and its controlled companies	77
1.16 Other relevant information	78
2.	EXECUTIVE OFFICERS' COMMENTS	83
2.1	Select Financial Information	84
2.2	Operating and financial results	96
2.3	Changes in accounting practices/Changes of Opinion and Emphasis	105
2.4	Material effects in the financial statements	106
2.5	Non-accounting measures	108
2.6	Subsequent events to the financial statements	110
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	Banco do Brasil S.A. - Reference Form/2023
2.7	- Allocation of Results	111
2.8	Relevant items not reported in the financial statements	113
2.9	Comments on non-evidence items	114
2.10 Business plan	117
2.11 Other factors that significantly influenced the operating performance	122
3.	PROJECTIONS	123
3.1	Disclosed projections and assumptions	123
3.2.	Follow-up of Projections	125
4.	RISK FACTORS	127
4.1	Risk factors that may influence the investment decision	127
4.2	Description of the five main risk factors	157
4.3	Description of the main market risks	158
4.4	Non-confidential and relevant processes	162
4.5	Total accrued amount for relevant non-confidential lawsuits	173
4.6	Relevant confidential proceedings	174
4.7	Other relevant contingencies	175
5. RISK MANAGEMENT AND INTERNAL CONTROLS POLICY	176
5.2	Description of internal controls	197
5.3	Integrity Program	200
5.4	Significant Changes	206
5.5	Other Relevant Information	208
6.	CONTROL AND ECONOMIC GROUP	209
6.1	/ 6.2 Shareholding Position	209
6.3	Distribution of capital	210
6.4	Participation in companies	211
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	Banco do Brasil S.A. - Reference Form/2023
6.5	Organizational chart of the controlling shareholders	212
6.6	Other relevant information	215
7.	SHAREHOLDERS' MEETING AND MANAGEMENT	216
7.1	Main characteristics of the Company's management bodies and supervisory board	217
7.2	Information related to the board of directors	231
7.3/7.4 Composition and professional experiences of management and supervisory board	241
7.5	Family relationships	304
7.6	Relations of subordination, service providing or control	305
7.7	Executive officers and directors agreements/insurance	309
7.8	Other relevant information	311
8.	OFFICERS' REMUNARATION	320
8.1	Compensation or practice compensation	320
8.2	Total compensation per body	328
8.3	Variable compensation per body	334
8.4	Share-Based Compensation	336
8.5	Share-based compensation (stock option plan)	338
8.6	Grant of Stock Option Plan	339
8.7	Outstanding Amounts	340
8.8	Share Options exercised and shares delivered	341
8.9	Share-based compensation to be delivered to the beneficiaries	342
8.10 Grant of shares	343
8.11 Shares delivered	344
8.12 Pricing of shares/options	345
8.13 Participations held by the body	346
8.14 Private pension plans	347
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	Banco do Brasil S.A. - Reference Form/2023
8.15	Minimum, average and maximum compensation	350
8.16	Indemnification/Compensation mechanisms	351
8.17	Percentage of related parties in the compensation	352
8.18	Compensation - Other positions	353
8.19	Compensation recognized by the controlling/controlled company	354
8.20	Other relevant information	356
9.	AUDITORS	361
9.1/ 9.2 Auditors Identification and remuneration	361
9.3 Independence and conflict of interests of auditors	362
9.4. Other relevant information	363
10.	HUMAN RESOURCES	364
10.1 Description of human resources	364
10.2	Material changes	367
10.3	Policies and practices for compensation of employees	368
10.4	Issuer and union relations	374
10.5	Other relevant information	375
11.	RELATED-PARTYTRANSACTIONS	376
11.1 Description of the rules, policies and practices of the issuer in relation to the performance of
Related-Party Transactions	377
11.2	Information about transactions with related parties	379
11.2	Information on transactions with related parties - Items "N" and "O"	391
11.3 Other relevant information	397
12.	CAPITAL	398
12.1	Information on Capital	398
12.2	Foreign issuers - Rights and rules	399
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	Banco do Brasil S.A. - Reference Form/2023
12.3	Other securities issued in Brazil	400
12.4	Number of securities holders	401
12.5	Markets of Negotiation in Brazil	402
12.6	Negociação em mercados estrangeiros	403
12.8	Proceeds of use of public offerings	418
12.9	Other relevant information	419
13.	IDENTIFICATION OF THE PEOPLE RESPONSIBLE FOR THE FORM	421
13.1	Declaration by the Chief Executive Officer	422
13.2	Declaration by the Investor Relations Officer	423
13.3	Declaration by the CEO / IRO	424

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Banco do Brasil S.A. - Reference Form/2023

1. ISSUER'S ACTIVITIES

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Banco do Brasil S.A. - Reference Form/2023

1.1 Background of the Issuer

Established as a private law legal entity, a mixed-economy,publicly-tradedjoint-stock company, Banco do Brasil has the Federal Government as its controlling shareholder, holding 50.000% of its capital, while 49.581% of shares are freely traded and held by Brazilian and foreign individuals and legal entities, and 0.413% are treasury shares. Banco do Brasil was the first bank to operate in the country and the first company to carry out an initial public offering of shares in the Brazilian capital market.

Founded more than 214 years ago, Banco do Brasil has been an active contributor to the development of Brazil. Our values are laid out in the organization's principles: Proximity, Efficiency, Innovation, Commitment to Society, and Integrity.

In addition, Banco do Brasil has a long history of progress in our ESG (Environmental, Social and Governance) agenda. Corporate Sustainability is a cross-cutting aspect of our business and process management. We believe in reconciling the interests of shareholders with socially and environmentally sustainable businesses that generate positive externalities. We also understand that we have a role in promoting the best sustainable practices by supporting our customers and society in transitioning to greener and more inclusive business models.

Banco do Brasil is a financial conglomerate. In the banking segment, we serve individuals and companies throughout the country and stand out in Agribusiness, contributing to the development of this sector. In the investment segment, we structure and distribute variable income, fixed income and mergers and acquisitions operations through UBS BB, our joint venture with UBS. In the asset management segment, through BB Asset, we are a national leader in administrating and managing investment funds with products directed at various segments. Finally, we highlight our relevant participation in the Insurance, Pension Plan and Capitalization sector through BB Seguridade, where we offer and negotiate a vast portfolio of products, and the payment medium sector, where we are leaders in offering cards, Pix, among other products.

Since 2006, Banco do Brasil has been the only bank listed on the Novo Mercado of B3 - Brasil, Bolsa, Balcão ("B3"), a segment that lists companies that are leaders in corporate governance practices. It demonstrates our commitment to transparency, accountability, equity and corporate responsibility, supported by monitoring tools to align organizational behavior with the interests of shareholders and society in general.

Main corporate movements since 2019

In January 2019, the partial spin-off of BB-Banco de Investimento S.A. ("BB-BI") was approved, referring to the equity interest in Cielo S.A. ("Cielo") and the transfer of the spun-off part to BB Elo Cartão Participações S.A. ("BB Elo"). This corporate reorganization helped centralize our interests in companies in the payment media segment under a single holding company, BB Elo, which aligns with our strategy of simplifying the corporate organization of the Banco do Brasil Conglomerate.

In April 2019, the Board of Directors of Banco do Brasil authorized the sale, within the scope of an initial public offering, of the shares issued by Neoenergia S.A. ("Neoenergia"), held by our subsidiary BB-BI. The total sale of BB-BI's 9.35% interest in Neoenergia, carried out through the Offering, amounted to approximately R$1.8 billion.

In July 2019, BB Seguridade sold, through a public offering with restricted placement and distribution, 15.23% of its share interest in IRB-Brasil Resseguros S.A., in operation amounting to approximately R$ 4.2 billion.

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Banco do Brasil S.A. - Reference Form/2023

In October 2019, Banco do Brasil carried out a public offering for the secondary distribution of our common shares, then held in treasury. The proceeds from the sale of shares reinforced the Bank's liquidity and principal capital. The Offering amounted to R$ 2.8 billion.

At the end of 2019, BB-BI, a wholly-owned subsidiary of Banco do Brasil, and UBS AG ("UBS") entered into an association agreement ("Association") to establish a strategic partnership to improve our performance in the investment banking and securities brokerage businesses in Brazil, Argentina, Chile, Paraguay, Peru and Uruguay. This association was formalized in September 2020, culminating in the start of operations as a complete investment banking platform, combining the Bank's network of relationships in Brazil and our strong distribution capacity for individuals with UBS' expertise and global distribution capacity.

In February 2021, BB-Banco de Investimento S.A. ("BB-BI "), a wholly-owned subsidiary of Banco do Brasil, reduced its interest in Kepler Weber S.A. by partially selling its shares.

On October 8, 2021, the Board of Directors approved the sale of the entire indirect equity interest held in Banco Digio S.A. by BB Elo Cartão Participações S.A., a wholly-owned subsidiary of Banco do Brasil. The contract formalizing the purchase and sale of the 49.99% interest, for R$ 625 million, was signed on that date with Bradescard Elo Participações S.A., a company owned by Banco Bradesco S.A. The transaction was approved by the Administrative Council for Economic Defense ("CADE") on November 24, 2021, and by the Central Bank of Brazil ("Bacen") on February 4, 2022.

On October 13, 2022, the Board of Directors of Banco do Brasil approved the signing of the corporate documents do jointly incorporate with Brasilseg Companhia de Seguros S.A. ("Brasilseg")

• an indirect affiliate through BB Seguridade Participações S.A. - of Broto S.A. ("Broto"), which operates the Broto Digital Platform ("Broto Platform").

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