TIM S.A. cancels 13.2M treasury shares, no cap cut

TIM S.A. cancelled 13.2 million treasury shares, leaving 2.38 billion common shares outstanding without changing its capital stock.

Rhea-AI Filing Summary

TIM S.A. (TIMB) reported that its Board of Directors approved the cancellation of 13,200,000 treasury shares, which had been repurchased under Buyback Program 8 approved on February 12, 2025. The cancellation is made without reduction of capital stock.

After this cancellation, TIM S.A.’s capital stock is divided into 2,378,925,889 common shares. The company plans to adjust Article 5 of its Bylaws to reflect this new share count at the next shareholders’ meeting.

Key Figures

Treasury shares cancelled: 13,200,000 shares Common shares after cancellation: 2,378,925,889 shares Buyback Program approval date: February 12, 2025 +1 more

4 metrics

Treasury shares cancelled 13,200,000 shares Cancelled by the Board of Directors on September 17, 2026

Common shares after cancellation 2,378,925,889 shares Capital stock divided into this number of common shares after cancellation

Buyback Program approval date February 12, 2025 Date Buyback Program 8 was approved by the Board of Directors

Material fact date September 17, 2026 Date of Board approval and material fact communication

Key Terms

treasury shares, Buyback Program, capital stock, CVM Resolution No. 44/21

4 terms

treasury shares financial

"approved the cancellation of 13,200,000 shares held in treasury"

Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.

Buyback Program financial

"which were acquired under its Buyback Program approved"

A buyback program is when a company uses cash to repurchase its own shares from the market or shareholders, which reduces the total number of shares available. For investors this can increase the value of each remaining share, signal that management thinks the stock is undervalued, and change ownership percentages — like a homeowner buying back units in a building so each remaining owner holds a larger slice of the same pie.

capital stock financial

"cancellation of 13,200,000 shares held in treasury, without reduction of capital stock"

Capital stock is the total set of shares that represent ownership in a company, including different classes such as common and preferred stock. Think of it as the number and types of slices in a company’s ownership pie: it matters to investors because it determines voting power, entitlement to dividends, and how a company’s value is divided per share, so changes in capital stock can dilute holdings or alter per‑share metrics.

CVM Resolution No. 44/21 regulatory

"in compliance with article 157 of Law No. 6,404/76 and the provisions of CVM Resolution No. 44/21"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did TIMB announce regarding its treasury shares on September 17, 2026?

TIM S.A. announced that its Board of Directors approved the cancellation of 13,200,000 treasury shares on September 17, 2026. These shares had been acquired under Buyback Program 8 approved on February 12, 2025, and the cancellation occurs without reducing capital stock.

How many TIMB common shares are outstanding after the cancellation?

After the cancellation, TIM S.A.’s capital stock is divided into 2,378,925,889 common shares. This updated share count reflects the removal of 13,200,000 treasury shares that were cancelled by decision of the Board of Directors.

Does the cancellation of TIMB treasury shares reduce the company’s capital stock?

No. TIM S.A. states that the cancellation of 13,200,000 treasury shares was approved without reduction of capital stock. Only the number of common shares into which the capital stock is divided has changed.

Which buyback program were the cancelled TIMB shares acquired under?

TIM S.A. says the cancelled shares were acquired under its Buyback Program approved on February 12, 2025, referred to as “Program 8” by the Board of Directors.

Will TIMB update its bylaws following the share cancellation?

Yes. TIM S.A. indicates that Article 5 of its Bylaws will be adjusted at the next shareholders’ meeting to reflect the new total of 2,378,925,889 common shares after the treasury share cancellation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/18/2026 - 06:01 AM Accepted by SEC EDGAR 09/17/2026 - 05:57 PM Learn about SEC filing dates

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: September 17, 2026

Commission File Number: 001-39570

TIM S.A.
(Exact name of Registrant as specified in its Charter)

João Cabral de Melo Neto Avenue, 850 – North Tower – 12^th floor
22775-057 Rio de Janeiro, RJ, Brazil
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).

Yes ☐ No ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).

Yes ☐ No ☒

TIM S.A. Publicly-held company CNPJ/MF 02.421.421/0001-11 NIRE 33.300.324.631 MATERIAL FACT CANCELLATION OF TREASURY SHARES TIM S.A. ("Company") (B3: TIMS3 and NYSE: TIMB), in compliance with article 157 of Law No. 6,404/76 and the provisions of CVM Resolution No. 44/21, hereby informs its shareholders, the market in general and other interested parties that, on this date, the Company’s Board of Directors approved the cancellation of 13,200,000 (thirteen million, two hundred thousand) shares held in treasury, without reduction of capital stock, which were acquired under its Buyback Program approved by the Board of Directors on February 12, 2025 (“Program 8”). Due to the cancellation of the shares, the Company's capital stock is now divided into 2,378,925,889 (two billion, three hundred seventy-eight million, nine hundred twenty-five thousand, eight hundred eighty-nine) common shares. Article 5 of the Company's Bylaws will be adjusted at the next Shareholders' Meeting to be called. The Company will keep its shareholders and the market in general duly informed of the relevant updates, pursuant to the applicable regulations. Rio de Janeiro, September 17, 2026. TIM S.A. Vicente de Moraes Ferreira Investor Relations Officer

 

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, thereunto duly authorized.

		TIM S.A.
Date: September 17, 2026		By:	/s/ Alberto Mario Griselli
			Alberto Mario Griselli
			Chief Executive Officer