Tender Offer

Pursuant to the provisions of Article 29 of CVM Resolution No. 215, of October 29, 2024 (“CVM Resolution 215”), the Offeror is obliged to acquire the remaining outstanding preferred shares during a period of thirty (30) days from the date of the financial settlement of the Tender Offer. As detailed in item 4.12 of the Tender Offer Notice, shareholders who did not sell their shares during the Auction and wish to sell them to the Offeror must comply with the following procedures:

• Deadline for Exercising the Put Option: The remaining shareholders have until March 25, 2026 to exercise their option to sell the preferred shares to the Offeror.
• Price to be Paid: The price to be paid will be R$ 11.45 (eleven reais and forty-five cents) per lot of 1,000 (one thousand) preferred shares, adjusted by the SELIC Rate, calculated pro rata from the Auction Date (i.e. February 19, 2026) to the Acquisition Date (as defined below), as well as adjusted for any dividends, interest on equity, reverse splits or splits eventually declared or occurred (“Adjusted Tender Offer Price”).
• Platform for Settlement: Under the terms of the Tender Offer Notice, the liquidation may be carried out (i) through the B3 Clearinghouse, while the shares are still traded on B3 (i.e., before the Merger), or (ii) directly with the Bookkeeper (Itaú Corretora de Valores S.A.), this being the mandatory way if the Merger has already been carried out during the period for the Acquisition of Remaining Shares.

Settlement via Clearinghouse B3

• Acquisition Dates: As provided for in item 4.12 of the Tender Protocol, the Offeror will have up to fifteen (15) days to acquire the preferred shares of the shareholders who wish to sell them in the context of the Acquisitions of Remaining Shares, counted from the request for sale by the shareholder. Notwithstanding, as informed to the Company by the Offeror, the Offeror has established a series of dates on which it will acquire such preferred shares from shareholders who wish to sell them through the B3 Clearinghouse.
• Such dates are as follows (each, a “Acquisition Date”):
  • February 25, 2026;
  • February 27, 2026;
  • March 3, 2026;
  • March 6, 2026;
  • March 10, 2026;
  • March 13, 2026;
  • March 17, 2026;
  • March 20, 2026; and
  • March 25, 2026.
• On each Acquisition Date, the Offeror will register during the closing call of B3’s electronic trading system, an offer to purchase the outstanding preferred shares at the Adjusted Tender Offer Price.
• Shareholders who wish to sell their preferred shares must, through the Brokerage Company that represents them, register an offer to sell at the Adjusted Tender Offer Price, until the closing of the closing call of B3’s electronic trading system on the respective Acquisition Date. For this purpose, the Corrected Tender Offer Price will be made available on the respective Acquisition Dates until 11:00 a.m. (Brasília time), on the following website maintained by the Company: https://ri.voegol.com.br/en/tender-offer/.

B3’s closing call time is available at: https://www.b3.com.br/pt_br/solucoes/plataformas/puma-trading-system/para-participantes-e-traders/horario-de-negociacao/acoes/.

• The settlement of the Adjusted Tender Offer Price of the Preferred Shares acquired on each Acquisition Date will observe the normal settlement procedures of the B3 Clearinghouse.

Settlement via Bookkeeper

• If the Shareholder opts for this route or the Merger has already been carried out, the Shareholder must: (i) submit a written request to the Bookkeeping Agent (Itaú Corretora de Valores S.A.), indicating the number of preferred shares to be sold; (ii) provide the necessary documentation for registration purposes, as indicated in item 3.2 of the Tender Notice; (iii) sign the share sale instrument or equivalent form provided by the Bookkeeper; and (iv) wait for the payment for the sale of its preferred shares, which must occur within fifteen (15) days after the request, and which will be credited to the account indicated by the shareholder.
• Shareholders whose shares are deposited in the B3 Clearinghouse and who opt for liquidation via the Bookkeeper shall, before submitting the sale request indicated above, transfer their shares from the custody of the B3 Clearinghouse to the book-entry environment with the Bookkeeper, following the procedures established by the B3 Central Depositary and the Brokerage Company.

The Offeror is offering R$11.45 (eleven reais and forty-five cents) per lot of 1,000 (one thousand) preferred shares issued by Gol Linhas Aéreas Inteligentes S.A. (the “Company”) (ticker: GOLL54), to be paid in cash in Brazilian currency on the Settlement Date. This price takes into account the fair value of the preferred shares as determined in the Appraisal Report, as well as an additional amount related to the potential additional cash inflow (and outflows) from new aircraft that may be operated by the Company, as disclosed in the material fact published on October 16, 2025 (see further details in Question 8).

To participate in the Offer, you must follow the steps below:

Step 1 – Appoint a Brokerage Firm

• Have an account previously opened with a brokerage firm authorized to operate in B3’s Electronic Trading System, or arrange for the opening of such an account
• Authorize the brokerage firm to represent you in the Auction.

Step 2 – Submit Documentation

You should consult your brokerage firm regarding the required documents. It is recommended to present:

For Individuals:

• Notarized copy of the CPF (Brazilian tax ID)
• Notarized copy of the Identity Card (RG)
• Proof of residence
• Representatives of minors, legally incapacitated persons, or shareholders represented by a proxy must present documentation granting powers of representation, as well as notarized copies of the CPF and Identity Card of the representatives. Representatives of minors and legally incapacitated persons must also present the respective court authorization

For Legal Entities (Companies):

• Notarized copy of the latest consolidated bylaws or articles of association
• CNPJ registration card
• Corporate documents granting powers of representation
• Notarized copies of the CPF, Identity Card, and proof of residence of the representatives
• Investors resident abroad may be required to present additional representation documents

For Non-Resident Capital Market Investors:

• Applicable documentation listed above
• Document evidencing registration with the CVM
• Documentation proving the appointment of a legal representative in Brazil
• Custody statement evidencing the number of Shares subject to the Offer held by the investor and, if applicable, the number of Shares to be sold in the Auction
• Notarized copy of the CPF registration number (for foreign individuals)

For Direct Foreign Investors:

• Applicable documentation listed above
• Statement indicating the number of Shares subject to the Offer held by the investor and qualifying the investor to participate in the Auction
• BCB (Central Bank of Brazil) Direct Foreign Investment (IED) registration number
• Proof of investment in the Company through an SCE-IED statement
• Direct Foreign Investors may be required to present documents evidencing the powers of representation of their legal representatives and acknowledging that payment will be made in Brazilian reais to an account opened with the respective brokerage firm, in accordance with the B3 Clearinghouse and Central Depository Rules and Operating Procedures Manuals, as well as the requirements set forth in the Auction Notice

Universal Estate (Inheritance / Estate Assets):

• Address of the representative, contact phone number, e-mail address, and notarized copy of the documentation proving the representative’s powers to act for purposes of the Offer.

Step 3 – Transfer Shares to Custody

By 12:00 p.m. (Brasília time) on the Auction Date, your brokerage firm must transfer your shares to portfolio 7105-6, maintained by B3’s Central Depository, exclusively for this purpose.

Final Deadline

All procedures must be completed by 6:00 p.m. (Brasília time) on the Deadline Date in order to ensure eligibility to participate in the Auction.

IMPORTANT:
The sale of shares is carried out through the brokerage firm, and each brokerage firm has its own operational procedures. For specific guidance, please contact your investment advisor or your brokerage firm’s customer service department.

Not immediately. After the completion of the Offer, but prior to the Merger:

• The Company will remain registered with the CVM as a Category ‘A’ issuer
• The shares will continue to be traded on B3, but in the Basic segment (no longer in Level 2)
• As of the first Business Day following the Auction, the shares will no longer be traded in Level 2
• The Company will no longer be required to comply with certain specific corporate governance rules applicable to Level 2

Subsequently, after the completion of the Offer and the fulfillment of the other conditions set forth in the Merger Protocol, the Merger will be implemented, resulting in the cancellation of the Company’s registration as a publicly held company.

GOL Investment Brasil S.A. (GIB), enrolled with the Brazilian Corporate Taxpayer Registry (CNPJ) under No. 55.012.370/0001-30, the controlling shareholder of Gol Linhas Aéreas Inteligentes S.A., with headquarters in the City of São Paulo, State of São Paulo, at Rua Verbo Divino, No. 1,661, 11th floor (part), Chácara Santo Antônio, ZIP Code 04719-906.

GOL Linhas Aéreas Inteligentes S.A., a publicly held company, enrolled with the Brazilian Corporate Taxpayer Registry (CNPJ) under No. 06.164.253/0001-87, registered with the Brazilian Securities and Exchange Commission (CVM) as a Category “A” issuer under No. 1956-9, listed on B3’s Level 2 Corporate Governance Segment, with its preferred shares traded on B3 under ticker GOLL54.

This is a Public Tender Offer (“Tender Offer”) for the acquisition of up to all of the preferred shares issued by the Company, except for those held by the Offeror and by persons related thereto (“Related Persons”), as defined in CVM Resolution No. 215, and those held in treasury as of the date of publication of the Notice. The purpose of the Offer is to delist the Company from B3’s Level 2 Corporate Governance Segment, in the context of a corporate reorganization that includes the merger of the Company and GIB into Gol Linhas Aéreas S.A.

The Offer is part of the Company’s corporate reorganization and financial restructuring plan. Within the scope of this restructuring, a Capital Increase was carried out in May 2025, in the total amount of R$12,029,337,733.91, through the capitalization of credits held by several creditors.

All shareholders of the Company were given the opportunity to subscribe for new common and preferred shares in the Capital Increase in order to avoid any dilution. However, after the 30-day period for the exercise of preemptive rights, only approximately 0.76% of the total preferred shares exercised such rights.

As a result, after the exercise of preemptive rights, the Offeror became the holder of approximately:

• 99.97% of the Company’s common shares;
• 99.22% of the Company’s preferred shares.

This resulted in a free float of the Company’s preferred shares of approximately 0.78%, which is significantly below the minimum percentage of shares in circulation required under B3’s Level 2 Corporate Governance Regulations.

Additionally, as of the date of publication of the Notice, the market price per preferred share of the Company is below R$1.00 per share, in violation of the Minimum Share Price requirement set forth in Articles 46 to 50 of B3’s Issuer Regulations.

B3 granted the Company the following deadlines:

• until January 18, 2027, to comply with the Minimum Free Float requirement;
• until January 29, 2026, to comply with the Minimum Price requirement for preferred shares. Extended to April 30, 2026, on January 27, 2026.

In order to optimize the group’s operational, financial, and administrative efficiency and to address regulatory requirements, the merger of the Company and GIB into Gol Linhas Aéreas S.A. (GLA) was approved, within the context of which the present Offer is being carried out.

Yes. The Offeror considers the price per lot of R$11.45 to be fair and appropriate because:

1. It is higher than the fair value determined in the Valuation Report:
   The independent appraiser (Apsis Consultoria Empresarial Ltda.) determined the fair value of the preferred shares at R$10.13 per lot of 1,000 shares, using the Discounted Cash Flow (DCF) methodology.
2. It reflects potential upside in value:
   The Offeror decided to take into account in the Offer the potential additional cash inflows (and expenses) from new aircraft that may be operated by the Company, as disclosed in a material fact published on October 16, 2025. Although such potential additional revenue/expense streams have not yet become effective or realized (as they are subject to governmental and regulatory approvals), they may impact the Company and its subsidiaries, and the Offeror chose to reflect this concept in the Offer.
3. It complies with legal and regulatory requirements:
   All applicable legal and regulatory requirements were observed in the selection of the Appraiser and in the determination of the economic value of the Shares subject to the Offer.

Settlement Date: Two (2) Business Days after the Auction Date, i.e., on February 23, 2026.

Form of Payment: Payment will be made in cash, in Brazilian legal currency, in a single installment, through payment to the shareholders as consideration for the transfer of the Shares subject to the Offer to the Offeror.

Settlement Modality: Gross settlement, as defined in B3 Clearinghouse regulations. B3 Clearinghouse will not act as a central counterparty guarantor for the Auction, acting solely as a facilitator of the settlement process.

Guarantee: The financial settlement of the Offer, including any potential acquisition of Remaining Shares, will be guaranteed by the Intermediary Institution (Banco BTG Pactual S.A.), on its own behalf or through any of its affiliates, pursuant to Article 11 of CVM Resolution No. 215, regardless of the performance of any obligation assumed by the Offeror.

Lock-up: All shares sold within the scope of the Offer will remain blocked at B3’s Central Depository until settlement is completed.

By accepting the Offer and selling your shares:

1. You transfer ownership:
   Your shares will be transferred to the Offeror on the Settlement Date.
2. You receive payment:
   You will receive the Price per Lot (R$11.45 per lot of 1,000 shares) on the Settlement Date.
3. You will no longer be a shareholder:
   You will no longer have any rights as a shareholder of the Company.
4. Implied representations and warranties:
   By tendering your shares, you represent and warrant that

• you are the beneficial owner of the shares
• you are duly authorized and eligible to participate in the Offer, and
• the shares are free and clear of any liens, encumbrances, or restrictions

1. Price protection:
   You will be entitled to any potential price difference, pursuant to item 8.5.3 of the Notice, should, within one (1) year from the Auction Date, any event occur that triggers a mandatory tender offer or any corporate transaction that grants withdrawal (appraisal) rights.

If you choose not to participate in the Offer:

1. You remain a shareholder:
   You will continue to hold the Company’s preferred shares.
2. Exit from Level 2:
   Regardless of the outcome of the Offer, the Company will exit B3’s Level 2 Corporate Governance Segment and migrate to the Basic Segment as of the first Business Day following the Auction, and will no longer be required to comply with certain specific corporate governance rules set forth in the Level 2 Regulation.
3. Reduced liquidity:
   The preferred shares may experience significantly reduced liquidity in the secondary market due to the low free float (approximately 0.78%).
4. Future corporate reorganizations:
   After completion of the Offer and fulfillment of the other conditions set forth in the Protocol, the merger of the Company and GIB into Gol Linhas Aéreas S.A. will be implemented, with the consequent cancellation of the Company’s registration as a publicly held company.
5. Subsequent sale right:
   You may request the sale of your shares during the Remaining Shares Acquisition period (up to 30 days after the Settlement Date).

No. No action is required. If you do not register or submit a sell order through your brokerage firm, your shares will remain in your ownership. However, it is important to be aware of the consequences described in response to Question 11.