TIM S.A. (NYSE: TIMB) names new board chairman after Nicandro Durante exit

Rhea-AI Filing Summary

TIM S.A. announced changes to its Board of Directors. Mr. Nicandro Durante resigned as member and Chairman of the Board, and from his roles as Chairman of the Compensation Committee, Chairman of the Environmental, Social & Governance Committee, and member of the Statutory Audit Committee, effective from March 31, 2026.

Following his resignation, the Board elected Mr. Adrian Calaza as Chairman and appointed Mr. Camillo Greco as a Board member, both effective from March 31, 2026. The company highlighted Mr. Greco’s background in investment banking and finance and expressed gratitude to Mr. Durante for his service, stating it will inform shareholders of further leadership updates in line with applicable regulations.

Insights

Corporate governance analyst

Board chair change with named successors limits governance disruption.

TIM S.A. disclosed the resignation of Mr. Nicandro Durante as Board member, Board Chairman, and committee leader, effective March 31, 2026. At the same time, the Board designated successors, electing Mr. Adrian Calaza as Chairman and appointing Mr. Camillo Greco as a new Board member.

This coordinated transition, with an effective future date, provides continuity and time for handover. Mr. Greco brings experience from investment banking roles at JP Morgan and a senior finance position at Poste Italiane Group, which may strengthen financial and strategic oversight.

The filing does not describe changes to company strategy or financial targets tied to these moves. Future disclosures in corporate communications or subsequent filings may clarify how the new Board composition influences oversight priorities, particularly in compensation, ESG, and audit areas previously chaired or served by Mr. Durante.

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: February 25, 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

NOTICE TO THE MARKET

CHANGES IN THE COMPOSITION OF THE BOARD OF DIRECTORS

TIM S.A. (“TIM” or “Companhia”) (B3: TIMS3; NYSE: TIMB), in accordance with article 157 of Law no. 6.404/1976, the provisions of CVM Resolution no. 44, and article 26 of the New Market Regulations, it informs its shareholders, the market in general, and other interested parties that:

Today, Mr. Nicandro Durante submitted his resignation to the Company from his positions as member and Chairman of the Board of Directors, as well as from the positions he held on the Company's committees, namely: Chairman of the Compensation Committee, Chairman of the Environmental, Social & Governance Committee, and member of the Statutory Audit Committee, all effective from March 31, 2026.

Following the aforementioned resignation, the Company's Board of Directors elected Mr. Adrian Calaza as Chairman and Mr. Camillo Greco to the position of member of the Board of Directors, both effective from March 31, 2026.

Mr. Camillo Greco holds a degree in Economics from La Sapienza University of Rome (1997) and completed an Executive MBA at INSEAD (2005). In 1996, he began his career at JP Morgan, where over the years he assumed increasing responsibilities in Investment Banking, both in London and Milan, as Global Head of Consumer Investment Banking, Head of Consumer and Retail for EMEA, Senior Co-Director for Italy, and Head of the Mergers and Acquisitions Advisory Team. He joined the Poste Italiane Group in July 2020 as Deputy Chief Financial Officer and Head of Financial Holdings.

TIM expresses its gratitude to Mr. Nicandro Durante for his commitment and dedication in performing his duties at the Company and wishes him success in his future career.

The Company will keep its shareholders and the market in general duly informed about relevant updates related to its leadership, in accordance with CVM Resolution No. 44 and applicable legislation.

Rio de Janeiro, February 25th, 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: February 25, 2026		By:	/s/ Alberto Mario Griselli
			Alberto Mario Griselli
			Chief Executive Officer, Chief Financial Officer and Investor Relations Officer

FAQ

What board changes did TIMB announce in this 6-K filing?

TIM S.A. announced that Nicandro Durante resigned as Board member, Board Chairman, and committee member, effective March 31, 2026. The Board elected Adrian Calaza as new Chairman and appointed Camillo Greco as a Board member, both also effective March 31, 2026.

When does Nicandro Durante’s resignation from TIMB’s board become effective?

Nicandro Durante’s resignation becomes effective on March 31, 2026. Until that date, he remains in his roles as Board member, Board Chairman, and committee member, helping provide an orderly transition before the newly elected leadership formally assumes responsibilities.

Who is TIMB’s newly elected Board Chairman and when will he assume the role?

TIM S.A. elected Adrian Calaza as the new Chairman of the Board of Directors. His appointment becomes effective March 31, 2026, the same date Nicandro Durante’s resignation takes effect, helping ensure continuity in the company’s board leadership structure.

Who is the new board member appointed by TIMB and what is his background?

TIM S.A. appointed Camillo Greco as a new Board member, effective March 31, 2026. He holds an economics degree from La Sapienza, an INSEAD Executive MBA, and has extensive investment banking and finance experience at JP Morgan and Poste Italiane Group.

Does TIMB mention any strategic changes linked to the board reshuffle?

The company describes leadership changes but does not link them to specific strategic shifts. It focuses on the resignation, new appointments, and the professional background of Camillo Greco, and states it will keep shareholders informed about relevant leadership updates under applicable regulations.

What board committees were affected by Nicandro Durante’s resignation at TIMB?

Nicandro Durante stepped down as Chairman of the Compensation Committee, Chairman of the Environmental, Social & Governance Committee, and member of the Statutory Audit Committee. These changes, effective March 31, 2026, affect oversight of pay, ESG matters, and audit-related governance at TIM S.A.