Vale (VALE) Fiscal Council endorses 2025 accounts and profit allocation plan

Rhea-AI Filing Summary

Vale S.A. submitted a 6-K in which its Fiscal Council issued two formal opinions for the year ended December 31, 2025. First, the Council states that the Management Report and the full set of financial statements, including notes, are adequate to be considered at the Ordinary General Meeting under Brazilian corporate law.

Second, the Fiscal Council reviewed Vale’s management proposal for how to allocate the year’s results and considers this proposal adequate to be submitted to shareholders at the same meeting. Both opinions are dated February 12, 2026, in Rio de Janeiro and are signed by the Fiscal Council members.

Form 6-K: How Foreign Companies Report to the SEC →

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

of the

Securities Exchange Act of 1934

For the month of

February 2026

Vale S.A.

Praia de Botafogo nº 186, 18º andar, Botafogo
22250-145 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.)

(Check One) Form 20-F x Form 40-F ¨

   VALE S.A. National Corporate Taxpayer Number (Cadastro Nacional de Pessoas Jurídicas – CNPJ) 33.592.510/0001-54 Publicly-held Company APPENDIX I OPINION OF THE FISCAL COUNCIL ON THE MANAGEMENT REPORT AND THE FINANCIAL STATEMENTS OF VALE S.A. FOR THE YEAR ENDED DECEMBER 31, 2025 The Fiscal Council of Vale S.A. (“Vale”), in the exercise of its legal and statutory attributions, having examined the Company’s Management Report, the Balance Sheet, the Income Statement, the Statement of Comprehensive Income, the Statement of Cash Flows, the Statement of Changes in Equity, the Statement of Added Value and the respective Financial Notes, related to the fiscal year ended December 31, 2025, and based on the opinion of the Independent Auditors, believes that the documents mentioned above, examined in the light of current Brazilian corporate law, are adequate to be considered by Vale's Ordinary General Meeting. Rio de Janeiro, February 12, 2026. Raphael Manhães Martins Adriana de Andrade Solé Presidente Member of the Fiscal Council Aristóteles Nogueira Filho Dario Carnevalli Durigan Member of the Fiscal Council Member of the Fiscal Council Márcio de Souza Member of the Fiscal Council VALE S.A. National Corporate Taxpayer Number (Cadastro Nacional de Pessoas Jurídicas – CNPJ) 33.592.510/0001-54 Publicly-held Company ANEXO II OPINION OF THE FISCAL COUNCIL ON THE PROPOSAL TO ALLOCATE THE RESULTS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 The Fiscal Council of VALE S.A. ("Company" or "Vale"), in the exercise of its legal and statutory attributions, having examined the Management Proposal to allocate the results for the fiscal year ended December 31, 2025 and believes that these documents are adequate to be considered by Vale's Ordinary General Meeting. Rio de Janeiro, February 12, 2026. Raphael Manhães Martins Adriana de Andrade Solé Chair of the Fiscal Council Member of the Fiscal Council Aristóteles Nogueira Filho Dario Carnevalli Durigan Member of the Fiscal Council Member of the Fiscal Council Márcio de Souza Member of the Fiscal Council

 

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.

	Vale S.A. (Registrant)
	By:	/s/ Thiago Lofiego
Date: February 12, 2026		Director of Investor Relations

FAQ

What does Vale (VALE) disclose in this February 2026 6-K filing?

Vale discloses that its Fiscal Council reviewed the 2025 Management Report, financial statements, and the proposal to allocate the year’s results. The Council considers these documents adequate to be submitted to the company’s Ordinary General Meeting for shareholder consideration and approval.

What is the Fiscal Council’s opinion on Vale’s 2025 financial statements?

The Fiscal Council believes Vale’s 2025 Management Report, balance sheet, income statement, cash flow and related statements, plus notes, are adequate. It states they comply with current Brazilian corporate law and may be considered by shareholders at the company’s Ordinary General Meeting.

How did Vale’s Fiscal Council assess the 2025 profit allocation proposal?

The Fiscal Council examined Vale’s management proposal for allocating results for the fiscal year ended December 31, 2025. It concluded that the proposal is adequate and suitable to be presented for shareholder consideration at the company’s Ordinary General Meeting in Brazil.

Which period do the reviewed Vale (VALE) financial statements cover?

The financial statements reviewed by Vale’s Fiscal Council cover the fiscal year ended December 31, 2025. This includes the Management Report, primary financial statements, statement of added value, and accompanying notes prepared in accordance with Brazilian corporate law requirements.

Who signed the Fiscal Council opinions in Vale’s 6-K filing?

The opinions are signed by Fiscal Council members Raphael Manhães Martins, Adriana de Andrade Solé, Aristóteles Nogueira Filho, Dario Carnevalli Durigan, and Márcio de Souza. The 6-K itself is signed on behalf of Vale by Thiago Lofiego, Director of Investor Relations.

What role does the Independent Auditor’s opinion play in Vale’s 2025 review?

The Fiscal Council notes that its view on the 2025 financial statements is based in part on the Independent Auditors’ opinion. Relying on this professional audit support, the Council confirms that the documents are adequate for analysis and decision-making at Vale’s Ordinary General Meeting.