TIM S.A. reports new indirect control by Poste Italiane

Rhea-AI Filing Summary

TIM S.A. (TIMB) reports that the voluntary public tender and exchange offer made by Poste Italiane to acquire control of Telecom Italia has resulted in a change of indirect control over TIM S.A.

Poste Italiane disclosed that, after the initial acceptance period, it holds approximately 66.627% of Telecom Italia’s share capital, including previously held shares and shares tendered. Settlement for the shares tendered in this initial period occurred on September 18, 2026. With this tender-offer-based acquisition of original control, Poste Italiane has become the controlling shareholder of Telecom Italia and, as a consequence, the indirect controlling shareholder of TIM S.A. The acceptance period is expected to reopen from September 21 through September 25, 2026, and TIM S.A. states it will inform shareholders of any further material developments.

Key Figures

Poste Italiane interest in Telecom Italia: 66.627% of share capital Settlement date for initial acceptance period: September 18, 2026 Reopened acceptance period: September 21–25, 2026

3 metrics

Poste Italiane interest in Telecom Italia 66.627% of share capital Aggregate interest after initial acceptance period of the offer

Settlement date for initial acceptance period September 18, 2026 Settlement of consideration for shares tendered in initial period

Reopened acceptance period September 21–25, 2026 Dates for the reopened acceptance period of Poste Italiane’s offer

Key Terms

voluntary public tender to acquire control and exchange offer, controlling shareholder, indirect controlling shareholder, acceptance period

4 terms

voluntary public tender to acquire control and exchange offer financial

"regarding the voluntary public tender to acquire control and exchange offer"

controlling shareholder financial

"Poste Italiane has become the controlling shareholder of TI"

A controlling shareholder is a person or entity that holds enough voting power in a company—often a majority of votes or decisive influence through agreements—to determine its board, strategy and major decisions. For investors this matters because that control shapes corporate direction, risk and who benefits from deals; like a driver steering a car, a controlling shareholder can speed up or block changes, which can affect minority shareholders’ returns and the company’s value.

indirect controlling shareholder financial

"and, consequently, the indirect controlling shareholder of TIM Brasil"

acceptance period financial

"following the conclusion of the initial acceptance period of the Offer"

A planned window of time during which holders of securities or other stakeholders can formally agree to a corporate offer—such as a takeover bid, tender offer, rights issue, or exchange offer. It matters to investors because it creates a firm deadline for deciding whether to accept the terms, and the number and timing of acceptances can determine whether the offer succeeds, influence the security’s price, and affect liquidity; think of it like a limited-time sale or RSVP period where responses directly change the outcome.

FAQ

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

What change of control does TIMB disclose in this Form 6-K?

TIM S.A. discloses that Poste Italiane, after a voluntary public tender and exchange offer for Telecom Italia shares, has become Telecom Italia’s controlling shareholder and therefore the indirect controlling shareholder of TIM S.A. following the initial acceptance period.

How much of Telecom Italia’s share capital does Poste Italiane now hold according to TIMB?

TIM S.A. reports that Poste Italiane now holds an aggregate interest of approximately 66.627% of Telecom Italia’s share capital, including both shares previously held and shares tendered in the initial acceptance period of the offer.

When did settlement occur for shares tendered in the initial acceptance period, according to TIMB?

According to TIM S.A., settlement of the consideration for shares tendered during the initial acceptance period of Poste Italiane’s offer occurred on September 18, 2026, following completion of that initial acceptance phase.

What are the new acceptance period dates for the offer mentioned by TIMB?

TIM S.A. states that Poste Italiane plans to reopen the acceptance period for the voluntary public tender and exchange offer from September 21 through September 25, 2026, in accordance with the applicable regulations.

How does Poste Italiane’s acquisition affect TIMB’s ownership structure?

TIM S.A. indicates that, as a result of Poste Italiane acquiring control of Telecom Italia through the tender offer, Poste Italiane has become the indirect controlling shareholder of TIM S.A., changing the company’s ultimate control relationship.

What does TIMB say about future updates on this ownership change?

TIM S.A. states that it will keep shareholders and the market informed of any material developments related to Poste Italiane’s tender offer for Telecom Italia and the resulting indirect change of control.

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

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Available on EDGAR 09/21/2026 - 06:01 AM Accepted by SEC EDGAR 09/18/2026 - 06:06 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 18, 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 ☒

Classificado como Público TIM S.A. Publicly Held Company CNPJ/MF No. 02.421.421/0001-11 NIRE No. 33.300.324.631 MATERIAL FACT Information Regarding The Public Offer Addressed To Telecom Italia S.P.A. Shareholders TIM S.A. (“Company”, “TIM Brasil”), pursuant to CVM Resolution No. 44/2021, and following up on the notice to the market published on March 23, 2026, hereby informs its shareholders and the market in general that it has become aware of the announcements released by Poste Italiane S.p.A. (“Poste Italiane”) on September 15, 2026 regarding the voluntary public tender to acquire control and exchange offer launched for the ordinary shares (“Offer”) of Telecom Italia S.p.A (“TI”, “Telecom Italia”). According to the information disclosed by Poste Italiane, following the conclusion of the initial acceptance period of the Offer, the aggregate interest held by Poste Italiane in TI, including shares previously held and shares tendered to the offer, corresponds to approximately 66.627% of the share capital of Telecom Italia. The settlement of the consideration relating to shares tendered during the initial acceptance period occurred on September 18, 2026. As a result of such original control acquisition through a tender offer, Poste Italiane has become the controlling shareholder of TI and, consequently, the indirect controlling shareholder of TIM Brasil. Poste Italiane further disclosed that the acceptance period will be reopened from September 21 through September 25, 2026, in accordance with the applicable regulations. The Company will keep its shareholders and the market informed of any material developments related to this matter. Rio de Janeiro, September 18, 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 18, 2026		By:	/s/ Alberto Mario Griselli
			Alberto Mario Griselli
			Chief Executive Officer