Tegma Gestão Logística S A : Minute of the Board of Directors´ Meeting

This is a free translation from Portuguese to English. The original version in Portuguese prevails for all

purposes

TEGMA GESTÃO LOGÍSTICA S.A.

State Enrollment No. (N.I.R.E.) 35.300.340.931

Corporate Taxpayer ID (CNPJ/MF) 02.351.144/0001-18

Minutes of the Meeting of the Board of Directors

1. DATE, TIME AND PLACE: Held on November 6, 2023, at 2:00 pm, via video conference as provided by the
   Company's bylaws.
2. CALL AND ATTENDANCE: Pursuant to article 22, §1, of the Company's Bylaws, the meeting was called through the Call Notice transmitted electronically to the directors on October 30, 2023.

Present were the acting members of the Board of Directors, Messrs. Murilo Cesar Lemos dos Santos Passos, Fernando Luiz Schettino Moreira, Mário Sérgio Moreira Franco and Décio Carbonari de Almeida, who participated in the meeting via video conference, pursuant to paragraph 4 article 22 of the Company's Bylaws; Messrs. Evandro Luiz Coser and Orlando Machado Júnior sent their written votes in advance, which are on the table of works.

1. BOARD: President: Murilo Cesar Lemos dos Santos Passos
   Secretary: Fernando Luiz Schettino Moreira
2. AGENDA: To decide on the following matters: (i) Manifest on the Company's Quarterly Information for the quarter ended on September 30, 2023; and (ii) Proposal for the payment of interim dividends and interest on equity, in accordance with the Company's dividend policy.
3. RESOLUTIONS:

1. A presentation was made on the Quarterly Information for the period ended on September 30, 2023. After analysis and discussion, the directors present, by unanimous vote, without any restrictions, expressed themselves in favor of the disclosure of the Company's Quarterly Information to the quarter ended on September 30, 2023.
2. Approve the proposal for payment of dividends, in the total amount of R$ 35,606,396.88 as follows: (i) distribution of interim dividends, in the amount of R$ 26,375,108.80, with the value of interim dividends per share of R$ 0.40; (ii) interest on equity in the amount of R$ 9,231,288.08, which corresponds to R$ 0.14 per share; the amount of interest on equity will be subject to Income Tax at the rate of 15% (fifteen percent), except for shareholders provenly exempt or immune; interest on capital will be imputed to the mandatory dividends related to the 2023 fiscal year, pursuant to article 9, paragraph 7, of Law 9.249/95.

Interim dividends and interest on equity will be paid to shareholders on November 23, 2023, benefiting shareholders included in the Company's shareholding position on November 9, 2023 ("Cut-off Date"). The Company's shares will be traded "ex-dividends" and "ex-interest on equity" as of November 10, 2023, inclusive.

6. CLOSING: There being no further matter to discuss, the meeting was adjourned, from which these minutes were drawn up, and, after being read and found to be in compliance, were signed by all. São Bernardo

do Campo, November 6, 2023, at 2:00 pm. Signatures: (Sg) Fernando Luiz Schettino Moreira, President; (Sg)

Décio Carbonari de Almeida; Secretary; Members of the Board of Directors: (Sg) Murilo Cesar Lemos dos Santos Passos; (aa) Evandro Luiz Coser; (Sg) Fernando Luiz Schettino Moreira; (Sg) Orlando Machado Júnior; (Sg) Mário Sérgio Moreira Franco; and (Sg) Décio Carbonari de Almeida.

This is a faithful copy of the minutes drawn up in the proper Book.

________________________________	_______________________________
Murilo Cesar Lemos dos Santos Passos	Fernando Luiz Schettino Moreira
President	Secretary