TELEFONICA BRASIL S.A. SEC Filings

Telefônica Brasil S.A.'s board approved a distribution of R$500,000,000.00 in interest on capital (IoC), based on the balance sheet as of June 30, 2026. The net amount after withholding income tax is R$412,500,000.00, using a standard tax rate of 17.5%.

The IoC corresponds to R$0.156464828562 gross per share and R$0.129083483561 net per share, initially calculated on the shareholding position of June 30, 2026 and subject to adjustment due to the share buyback program. Shareholders of record at the end of July 27, 2026 will be entitled to the IoC; from the following day, shares trade ex-IoC. The net IoC will count toward the mandatory minimum dividend for the 2026 fiscal year, subject to approval at the 2027 ordinary general meeting, and payment will be made by April 30, 2027, on a date to be set by management.

Telefônica Brasil S.A. approved the declaration of Interest on Capital (IoC) based on the June 30, 2026 balance sheet. The gross IoC is R$500,000,000.00, subject to 17.5% withholding income tax, resulting in a net amount of R$412,500,000.00. The initial gross IoC per share is R$0.15646482856, with net per share of R$0.12908348356, for shareholders holding shares at the end of July 27, 2026.

The IoC will be considered part of the mandatory dividends for the fiscal year ending December 31, 2026, subject to approval at the Ordinary General Shareholders’ Meeting in 2027. Shares trade ex-IoC after July 27, 2026, and payment will be made by April 30, 2027. The per-share amount may be adjusted depending on share repurchases under the ongoing Share Buyback Program, with any changes disclosed to the market. Shareholders with differentiated, exempt, or immune tax status must evidence this by August 3, 2026 to Banco Bradesco S.A., the share depositary.

Telefônica Brasil S.A. reports that its indirectly controlled company Telefônica Infraestrutura e Segurança Ltda. (TIS) has merged its wholly owned subsidiary Telefônica Cibersegurança e Tecnologia do Brasil Ltda. (Cyberco Brasil), effective July 1, 2026. Cyberco Brasil was dissolved and all of its assets, liabilities, rights, and obligations were transferred to TIS.

The company states that this corporate and operational reorganization is aimed at simplifying operating structures, reducing costs related to the activities of Cyberco Brasil and TIS, and capturing internal synergies. The merger was carried out at the book value of Cyberco Brasil’s net assets and did not change TIS’s share capital or Telefônica Brasil’s indirect equity interest in TIS.

Telefônica Brasil S.A. is calling an Extraordinary Shareholders’ Meeting for July 31, 2026 at 2:00 p.m. in São Paulo. Shareholders will be asked to ratify the appointment of PriceWaterhouseCoopers as appraiser of Fibrasil’s equity, review the appraisal report, and approve the Protocol and Justification governing the proposed merger of Fibrasil Infraestrutura e Fibra Ótica S.A. into Telefônica Brasil, effective August 1, 2026. The agenda also includes approving the merger itself, authorizing management to implement it, and ratifying the prior election of an independent board member. The meeting will be held in person, with the option to vote by remote ballot subject to document and deadline requirements.

Telefônica Brasil S.A. approved the merger of its wholly-owned subsidiary Fibrasil Infraestrutura e Fibra Ótica S.A., folding Fibrasil’s business and assets into the parent company. Fibrasil’s shareholders’ equity of R$812,613,844.28 will be merged at book value, effective as of August 1, 2026, with Fibrasil dissolved and all assets, liabilities, rights, and obligations transferred to Telefônica Brasil.

Because Telefônica Brasil already owns 100% of Fibrasil, the transaction will not increase share capital, create new shares, or change the company’s ownership structure, and no share exchange ratio applies. Management states that the merger supports its fiber and infrastructure strategy by simplifying the corporate structure, speeding decisions, optimizing operations and administration, and reducing costs and ancillary obligations related to maintaining separate entities.

The Board of Directors has called an Extraordinary Shareholders’ Meeting for July 31, 2026 to deliberate on the merger, and related documents such as the Protocol and Justification and the Meeting Manual are available on the company’s investor relations channels and Brazilian market websites. Dissent rights do not apply because Telefônica Brasil is the sole shareholder of Fibrasil.

Telefônica Brasil S.A. held its Audit and Control Committee’s 181st meeting on June 16, 2026, where members reviewed a proposal to merge Fibrasil Infraestrutura e Fibra Ótica S.A., a wholly owned subsidiary, into the company. The merger is aligned with a strategy to optimize management of telecommunications infrastructure and expand in the fiber market, aiming for a simpler corporate structure, faster decision-making, operational and administrative efficiencies, and lower costs and ancillary obligations.

The committee examined the appointment of PriceWaterhouseCoopers Auditores Independentes Ltda. as the appraisal firm and the Appraisal Report valuing Fibrasil’s shareholders’ equity at R$ 812,613,844.28 based on book value as of December 31, 2025. It also reviewed the draft Merger Protocol. The merger, expected to be effective as of August 1, 2026, still depends on opinions from the Fiscal Council, approval by the Board of Directors, and a future Extraordinary General Meeting of shareholders.

Telefônica Brasil S.A. reported that its Fiscal Council unanimously issued a favorable opinion on the proposed merger of its wholly owned subsidiary Fibrasil Infraestrutura e Fibra Ótica S.A. into the company. The merger is aligned with a strategy to simplify the corporate structure, speed up decisions, optimize operations and administration, and reduce costs tied to maintaining separate entities.

The council reviewed an appraisal report valuing Fibrasil’s shareholders’ equity at R$ 812,613,844.28 based on book value as of December 31, 2025, and the draft merger protocol and justification. It concluded that the documents comply with applicable law and recommended that shareholders approve the merger at an Extraordinary General Meeting, with effectiveness planned for August 1, 2026 if all corporate approvals are obtained.

Telefônica Brasil S.A. reports that its Board of Directors approved the merger of its wholly owned subsidiary Fibrasil Infraestrutura e Fibra Ótica S.A. into the company. The move is aimed at simplifying the corporate structure, speeding decisions, and optimizing operational and administrative management of fiber infrastructure assets.

The Board acknowledged an appraisal report valuing Fibrasil’s shareholders’ equity at R$ 812,613,844.28 based on book value as of December 31, 2025, and approved the merger to be effective from August 1, 2026, with no increase in Telefônica Brasil’s share capital. The merger, the Appraisal Report, the Merger Protocol, and related approvals will be submitted to an Extraordinary General Meeting of shareholders.

Telefônica Brasil S.A. declared Interest on Capital (IoC) of R$230,000,000.00 based on the May 31, 2026 balance sheet. After 17.5% withholding income tax, the total net amount is R$189,750,000.00, with a current gross IoC of R$0.07197382114 per share and net R$0.05937840244 per share.

The Board approved the IoC on June 15, 2026, with shareholders of record at the end of June 26, 2026 eligible, after which shares trade ex-IoC. The amount counts toward mandatory dividends for the 2026 fiscal year and will be paid by April 30, 2027. The per-share value may be adjusted depending on share repurchases under the ongoing buyback program. Shareholders with differentiated or exempt tax status must provide evidence by July 3, 2026.