SCHEDULE: MercadoLibre Stakeholder Group Updates Beneficial Ownership

A group of entities, including Meliga No. 1 Corp. and Galperin Trust /SD, has updated their beneficial ownership of MercadoLibre Inc. common stock to 6.70% following a trust restructuring.

Summary

• This filing is an amendment to a previous Schedule 13D, reporting changes in beneficial ownership of MercadoLibre Inc. common stock.
• The reporting persons are Meliga No. 1 LP, Meliga No.1 Corp., Galperin Trust /SD, Corpag Trust South Dakota Inc., and Volorama Stichting.
• Effective June 17, 2026, Meliga No. 1 LP distributed 3,400,136 shares of MercadoLibre common stock to Meliga No.1 Corp. as part of an estate planning restructuring.
• Following this distribution, Meliga No. 1 Corp., Galperin Trust /SD, and Corpag Trust South Dakota Inc. collectively beneficially own 3,400,136 shares, representing approximately 6.70% of the outstanding common stock.
• Meliga No. 1 LP and Volorama Stichting no longer beneficially own 5% or more of the issuer's securities.
• The distribution involved no monetary consideration for the shares, though cash payments were made to Meliga Corp. and Volorama Stichting.
• Galperin Trust /SD owns 100% of Meliga No.1 Corp., and Corpag Trust South Dakota Inc. is the trustee for Galperin Trust /SD.
• The reporting persons have no current plans or proposals regarding the issuer's business, securities, or structure beyond this ownership update.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral; it reports on an internal restructuring and ownership transfer rather than new strategic initiatives or financial performance, making it informational rather than indicative of immediate stock price movement.

Positives

• The restructuring and distribution were completed without the exchange of monetary consideration for the shares, indicating an internal asset reallocation.
• The reporting group maintains a significant stake (6.70%) in MercadoLibre, suggesting continued interest and potential influence.

Negatives

• The filing details a complex trust and corporate structure involving multiple entities across different jurisdictions, which could imply a lack of transparency for some investors.
• The distribution of shares from Meliga No. 1 LP to Meliga No.1 Corp. signifies a shift in direct control and beneficial ownership, though the ultimate beneficial owners may remain similar due to the trust structure.

Risks

• The involvement of multiple entities and advisors (Investment Advisor, Distribution Advisor, Protectors) in directing the voting and disposition of shares introduces potential complexities and decision-making delays.
• The estate planning context suggests potential future changes in beneficial ownership or control as the trust evolves.

Future Outlook

The reporting persons state they have no current intention, plan, or proposal with respect to the issuer's business, securities, or structure beyond the reported ownership changes.

Management Comments

• The Distribution was approved by Meliga No. 1 LP as part of a trust restructuring in the context of estate planning transactions.
• Galperin Trust /SD owns 100% of the shares of Meliga No.1 Corp., and its shares of Common Stock may not be voted or disposed of without the approval of Galperin Trust /SD.
• The disposition of Shares and the reinvestment of funds received from dividends or proceeds from disposition of Shares is subject to the direction of an Investment Advisor with the prior unanimous consent of two individual Protectors.
• The distribution of dividends or proceeds from disposition of Shares to the beneficiaries of Galperin Trust /SD is subject to the direction of a Distribution Advisor with the prior unanimous consent of two individual Protectors.

Industry Context

StockSavvy.ai notes that this filing pertains to a significant ownership update for MercadoLibre, a major player in Latin American e-commerce and fintech. Such filings are crucial for understanding the concentration of ownership and potential shifts in influence among major shareholders, particularly when involving complex trust structures.

Related Party Transactions

• Distribution of 3,400,136 shares of common stock from Meliga No. 1 LP to Meliga No.1 Corp.
• Cash payments of $1,000,000.00 to Meliga Corp. and $57,664.41 to Volorama Stichting as part of the distribution.

Stakeholder Impact

• Shareholders: The change in direct beneficial ownership among entities may not significantly alter the overall control structure if the ultimate beneficial owners remain the same, but it clarifies the current holders of record and their reporting obligations.
• Management: The filing provides transparency on significant ownership stakes, which is a standard disclosure for institutional investors and large holders.
• Beneficiaries of Galperin Trust /SD: Their access to dividends and proceeds from share sales is subject to the direction of a Distribution Advisor and Protectors.

Next Steps

• The reporting persons will continue to manage their beneficial ownership of MercadoLibre shares according to the directions of the Investment Advisor, Distribution Advisor, and Protectors as outlined in the filing.

Key Dates

Keywords

MercadoLibre, Schedule 13D, Beneficial Ownership, Stock Distribution, Trust Restructuring, Estate Planning, SEC Filing, Common Stock, Galperin Trust, Meliga Corp