TIM S.A. (NYSE: TIMB) buys V8.Tech and creates new B2B Vice Presidency

Rhea-AI Filing Summary

TIM S.A. reported that its Board approved a deal to acquire 100% of Brazilian technology integrator V8 Consulting S.A. (V8.Tech) for an upfront price of R$140 million, to be paid at closing. The price may rise by up to an additional R$140 million in earn-outs over six years if agreed conditions are met. V8.Tech focuses on digital transformation, multicloud and hybrid cloud solutions, and artificial intelligence, with about 380 employees and roughly R$235 million in net revenue over the 12 months ended September 2025, growing at a 17% CAGR between 2021 and 2024.

TIM explains that this acquisition strengthens its B2B strategy by adding cloud and digital services that support end-to-end projects for more than 100 corporate clients across multiple sectors. Closing depends on approval by Brazil’s antitrust authority CADE and other customary conditions. TIM is also creating a new B2B-focused Vice Presidency led by Fabio Costa, a veteran of Salesforce, Microsoft, Oracle and Telemar, to drive development and acceleration of this business line.

Insights

Telecom and M&A Analyst

TIM moves deeper into B2B with a cloud-focused acquisition and new leadership.

TIM S.A. is expanding its B2B footprint by agreeing to buy 100% of V8.Tech for an upfront R$140 million, plus potential earn-outs up to another R$140 million over six years, tied to specific conditions. V8.Tech brings roughly R$235 million in net revenue over the 12 months ended September 2025, with a 17% CAGR from 2021 to 2024, indicating a growing cloud and digital integration business.

The deal targets high-value services such as digital transformation, multicloud, private and hybrid cloud, and artificial intelligence, which can deepen relationships with corporate clients. TIM states that combining V8.Tech’s capabilities with its own portfolio will support end-to-end projects for more than 100 active clients across several industries, potentially enhancing the mix of recurring and service-based revenue.

Closing remains subject to approval by CADE and other customary conditions, so execution depends on regulatory clearance and successful integration. In parallel, TIM is creating a dedicated B2B Vice Presidency led by Fabio Costa, who has held senior roles at Salesforce, Microsoft, Oracle and Telemar. This leadership move aligns governance with the strategic plan for the 2025–2027 period and may influence how quickly the combined B2B business scales once the transaction is completed.

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: November 27, 2025

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

TIM STRENGTHENS ITS B2B STRATEGY WITH THE ACQUISITION OF V8.TECH AND A NEW VICE PRESIDENCY

TIM S.A. ("TIM" or "Company") (B3: TIMS3; NYSE: TIMB), in accordance with article 157 of Law No. 6,404/1976 and the provisions of CVM Resolution No. 44, in continuity with the material fact published on February 10, 2025, in which the company disclosed its Strategic Plan for the 2025-2027 triennium, informs its shareholders, the market in general and other interested parties that:

Yesterday, the Company's Board of Directors approved the execution of a Share Purchase and Sale Agreement ("Agreement") for the acquisition of 100% of the share capital of V8 Consulting S.A. ("V8.Tech"), for the amount of R$140 million^[1] to be paid at the closing of the transaction. This amount may be increased by additional payments (earn-outs) up to the limit of R$ 140 million, subject to the fulfillment of certain conditions, within a six-year period ("Transaction").

Founded in 2014, V8.Tech is a technology company specializing in the integration of digital solutions and managed services, with a strong presence in digital transformation, cloud computing (multicloud, private and hybrid) and artificial intelligence. The company currently employs approximately 380 professionals and reported net revenue of around R$235 million over the past 12 months (as of September 2025), with a compound annual growth rate (CAGR) of 17% between 2021 and 2024. Additionally, it serves more than 100 active clients across various sectors of the economy.

The Transaction reinforces TIM’s B2B strategy, significantly expanding the Company’s ability to deliver comprehensive digital transformation solutions. The integration of cloud and digital services into TIM’s portfolio will enable the delivery of end-to-end projects, supported by highly specialized teams recognized for their industry know-how.

The closing of the Transaction is subject to approval by the Administrative Council for Economic Defense (CADE), as well as the fulfillment of other customary conditions for transactions of this nature.

Additionally, the Company confirms its organizational evolution with the creation of a new Vice Presidency focused on B2B, under the leadership of Fabio Costa, an executive with proven experience in the segment, having held senior leadership positions at Salesforce, Microsoft, and Oracle for the Brazilian and Latin American markets. Mr. Costa also brings experience in the telecommunications sector, having served as an executive at Telemar Norte-Leste for five years. He joins the Company to lead the development and acceleration of this business line.

^[1] This amount is subject to the customary adjustments for this type of transaction, as provided in the Agreement.

 

The Company will keep its shareholders and the market in general duly informed pursuant to CVM Resolution No. 44 and the applicable legislation.

Rio de Janeiro, November 27, 2025.

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: November 27, 2025		By:	/s/ Alberto Mario Griselli
			Alberto Mario Griselli
			Chief Executive Officer, Chief Financial Officer and Investor Relations Officer

FAQ

What did TIM S.A. (TIMB) announce regarding V8.Tech?

TIM S.A. announced that its Board approved a Share Purchase and Sale Agreement to acquire 100% of the share capital of V8 Consulting S.A. (V8.Tech), a technology company focused on digital transformation, cloud, and artificial intelligence services.

How much is TIM S.A. paying to acquire V8.Tech?

TIM S.A. plans to pay R$140 million at the closing of the transaction for 100% of V8.Tech’s share capital. This amount may be increased by additional earn-out payments of up to R$140 million over six years if certain conditions outlined in the Agreement are met.

What are V8.Tech’s key business metrics mentioned in the announcement?

V8.Tech employs approximately 380 professionals, reported net revenue of about R$235 million over the 12 months ended September 2025, and achieved a 17% compound annual growth rate in net revenue between 2021 and 2024. It serves more than 100 active clients across multiple sectors.

How does the V8.Tech acquisition fit into TIM S.A.’s B2B strategy?

TIM states that the transaction reinforces its B2B strategy by significantly expanding its ability to deliver comprehensive digital transformation solutions. Integrating V8.Tech’s cloud and digital services with TIM’s portfolio is intended to support end-to-end projects, leveraging highly specialized teams with recognized industry know-how.

What approvals are required before the TIM S.A.–V8.Tech transaction can close?

The closing of the transaction is subject to approval by Brazil’s antitrust authority, the Administrative Council for Economic Defense (CADE), as well as the fulfillment of other customary conditions for transactions of this type.

What organizational change did TIM S.A. announce for its B2B operations?

TIM S.A. announced the creation of a new Vice Presidency focused on B2B, to be led by Fabio Costa. He brings experience from senior leadership roles at Salesforce, Microsoft, Oracle and prior telecommunications experience at Telemar Norte-Leste, and is tasked with leading the development and acceleration of the B2B business line.

How does this announcement relate to TIM S.A.’s 2025–2027 strategic plan?

TIM notes that this transaction and the new B2B Vice Presidency are in continuity with the Strategic Plan for the 2025–2027 triennium previously disclosed, indicating that strengthening B2B digital and cloud services is a key component of that multi-year strategy.