8-KFiling Date: Sep 10, 2026

Mercadolibre (MELI)

Material Agreement, Reg FD Disclosure, Financial Statements

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ACC: 0001140361-26-036136

Event Type

Material AgreementReg FD DisclosureFinancial Statements

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Event Description

Item 1.01. Material Agreement

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On September 9, 2026, MercadoLibre, Inc., together with subsidiaries MercadoLibre S.R.L., Mercado Livre Brasil Ltda., DeRemate.com de México, S. de R.L. de C.V., MP Agregador, S. de R.L. de C.V., MercadoLibre Chile Ltda. and MercadoLibre Colombia Ltda., entered into an underwriting agreement with BofA Securities, Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the underwriters listed in Schedule 1, for the purchase of $1,000 million aggregate principal amount of 5.850% Notes due 2036. The Notes are being offered and sold under MercadoLibre’s Registration Statement on Form S-3 (File No. 333-291604). The Underwriting Agreement contains customary representations, warranties, covenants, sale terms and conditions, indemnification and contribution obligations, and is attached as Exhibit 1.1 to the Form 8-K; further information concerning the Notes is set forth in the Prospectus Supplement.

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Item 1.01. Entry into a Material Definitive Agreement. On September 9, 2026, MercadoLibre, Inc. (the Company ) and its subsidiaries MercadoLibre S.R.L., Mercado Livre Brasil Ltda., DeRemate.com de M xico, S. de R.L. de C.V., MP Agregador, S. de R.L. de C.V., MercadoLibre Chile Ltda. and MercadoLibre Colombia Ltda. entered into an underwriting agreement (the Underwriting Agreement ) with BofA Securities, Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC as representatives of the several underwriters listed in Schedule 1 thereto (the Underwriters ), and the Underwriters have agreed to purchase from the Company $1,000 million aggregate principal amount of 5.850% Notes due 2036 (the Notes ). The Company is offering and selling the Notes pursuant to the Company s Registration Statement on Form S-3 (File No. 333-291604) (the Registration Statement ), which Registration Statement relates in part to the offer and sale from time to time of an indeterminate amount of the Company s debt securities. The Underwriting Agreement contains customary representations, warranties and covenants and includes the terms and conditions for the sale of the Notes by the Company to the Underwriters, indemnification and contribution obligations and other terms and conditions customary in agreements of this type. The foregoing description of certain terms of the Underwriting Agreement is not complete and is qualified in its entirety by the Underwriting Agreement, which is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference. Further information concerning the Notes and related matters is set forth in the Prospectus Supplement.

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Item 7.01. Reg FD Disclosure

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On September 9, 2026, Mercado Libre, Inc. issued a press release under Item 7.01 Regulation FD announcing the pricing of notes in a public offering; the attached Exhibit 99.1 described the transaction as the successful issuance of USD 1,000 million of 5.850% senior unsecured notes due 2036 in an SEC-registered offering. The notes are guaranteed by MercadoLibre S.R.L., Mercado Livre Brasil Ltda., DeRemate.com de México, S. de R.L. de C.V., MP Agregador, S. de R.L. de C.V., MercadoLibre Chile Ltda., and MercadoLibre Colombia Ltda.; issuer ratings were BBB- (S&P), Baa3 (Moody’s), and BBB- (Fitch). Proceeds will be used for general corporate purposes and to further strengthen the company’s liquidity, and the transaction was led by BofA Securities, Citigroup, Goldman Sachs & Co. LLC, J.P. Morgan, and Morgan Stanley as Global Coordinators and Lead Book-Running Managers, with Allen & Company and Santander as Joint Book-Running Managers. CFO Martín de los Santos stated that the 10-year note was priced at the same spread as the previous 7-year issuance and that the transaction saw demand from more than one hundred institutional investors.

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Item 7.01 Regulation FD Disclosure. On September 9, 2026, the Company issued a press release announcing the pricing of the Notes in a public offering. The Notes are guaranteed by MercadoLibre S.R.L., Mercado Livre Brasil Ltda., DeRemate.com de M xico, S. de R.L. de C.V., MP Agregador, S. de R.L. de C.V., MercadoLibre Chile Ltda. and MercadoLibre Colombia Ltda. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this

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EX-99.1ef20081842_ex99-1.htm2,104 charsexpand_more

EX-99.1 3 ef20081842_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Execution Version Mercado Libre Successfully Issues USD 1,000 million of 2036 Senior Unsecured Notes Montevideo, Uruguay; September 9, 2026 - Mercado Libre, Inc. ( Mercado Libre ) announces the successful issuance of its 2036 senior unsecured notes for a total amount of USD 1,000 million. The transaction was met with strong demand from more than one hundred institutional investors. This demonstrates continued confidence in Mercado Libre s strategy, execution and cash generation capacity. Proceeds will be used for general corporate purposes, and will further strengthen the company s liquidity. We are grateful to investors for their continued support. We priced this new 10-year note at the same spread as our previous 7-year issuance, despite the longer tenor. That reflects the confidence investors continue to place in Mercado Libre s execution and business model, and marks another step in our consolidation as a full investment grade issuer in the international capital markets, said Mart n de los Santos, CFO of Mercado Libre. Transaction Highlights Title of Securities: 5.850% Notes due 2036 Security Type: Senior Unsecured Notes Format: SEC Registered Issuer Rating: BBB- (S&P) / Baa3 (Moody s) / BBB- (Fitch) Size: USD 1,000 million Tenor: 10 years (maturing in 2036) Syndicate The transaction was led by BofA Securities, Citigroup, Goldman Sachs & Co. LLC, J.P. Morgan and Morgan Stanley as Global Coordinators and Lead Book-Running Managers, and Allen & Company and Santander as Joint Book-Running Managers. About Mercado Libre Founded in 1999, MercadoLibre is the largest ecommerce and fintech ecosystem in Latin America. Mercado Libre s efforts are centered on enabling e-commerce and digital financial services for our users through a complete suite of technology solutions, with a mission of democratizing access to commerce and financial services. Mercado Libre is listed on NASDAQ (Nasdaq: MELI) following its initial public offering in 2007. For more information about Mercado Libre visit: http://investor.mercadolibre.com

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Item 9.01. Financial Statements

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Item 9.01 lists Exhibit 1.1, an Underwriting Agreement dated September 9, 2026, among MercadoLibre, Inc., several MercadoLibre subsidiaries, and BofA Securities, Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, and Morgan Stanley & Co. LLC as representatives of the underwriters; Exhibit 99.1, a press release of MercadoLibre, Inc. dated September 10, 2026; and Exhibit 104, the cover page from the Form 8-K formatted in Inline XBRL. The report is signed by MercadoLibre, Inc. on September 10, 2026, by /s/ Martín de los Santos, Chief Financial Officer.

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Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 1.1 Underwriting Agreement, dated September 9, 2026, among MercadoLibre, Inc., MercadoLibre S.R.L., Mercado Livre Brasil Ltda., DeRemate.com de M xico, S. de R.L. de C.V., MP Agregador, S. de R.L. de C.V., MercadoLibre Chile Ltda. and MercadoLibre Colombia Ltda. and BofA Securities, Inc., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters listed in Schedule 1 thereto. 99.1 Press Release of MercadoLibre, Inc., dated September 10, 2026. 104 The cover page from this Current Report Form 8-K, formatted Inline XBRL. 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 hereunto duly authorized. MercadoLibre, Inc. Dated: September 10, 2026 By: /s/ Mart n de los Santos Name: Mart n de los Santos Title: Chief Financial Officer

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Deep Analysis

MercadoLibre prices $1B of 10-year 5.850% senior unsecured notes (Item 1.01), locking in investment-grade funding with no change to the equity story — Neutral.

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