Telefônica Brasil (NYSE: VIV) approves R$350M IoC toward 2025 dividend

Rhea-AI Filing Summary

Telefônica Brasil S.A. approved the declaration of interest on capital based on the November 30, 2025 balance sheet, totaling R$350,000,000.00 gross, or R$297,500,000.00 net of withholding tax.

The amount corresponds to a provisional IoC of R$0.10945864515 per common share gross and R$0.09303984838 net, calculated on the shareholding position of November 28, 2025, which may change due to the Company’s share buyback program and the share position to be verified on December 29, 2025.

The IoC will be credited to shareholders of record at the end of December 29, 2025, with shares trading ex-IoC thereafter, and the net amount will be attributed to the mandatory dividend for the fiscal year ending December 31, 2025, subject to approval at the 2026 ordinary general meeting and payable by April 30, 2026 on a date to be set by the Board of Directors.

Insights

Equity income analyst

Telefônica Brasil sets a defined 2025 interest-on-capital payout with clear record and payment terms.

The board of Telefônica Brasil approved interest on capital of R$350,000,000.00 based on the balance sheet as of November 30, 2025, with a net amount of R$297,500,000.00 after withholding tax. This mechanism, common in Brazil, functions as a form of shareholder remuneration that is treated as interest for tax purposes.

The decision specifies a record date at the end of December 29, 2025, after which shares trade ex-IoC, and discloses provisional per-share amounts that may change because of the ongoing share buyback program and the share count to be verified on that date. This means the final per-share credit will reflect the number of shares outstanding when the record date is confirmed.

The net IoC will be attributed to the mandatory dividend for the fiscal year ending December 31, 2025, ad referendum of the ordinary general meeting to be held in 2026, with payment scheduled to occur by April 30, 2026 on a date to be defined by the board. Taken together, these decisions outline both the size of the 2025 cash return component and the corporate approvals still required before payment.

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

For the month of December, 2025

Commission File Number: 001-14475

TELEFÔNICA BRASIL S.A.
(Exact name of registrant as specified in its charter)

TELEFONICA BRAZIL S.A. (Translation of registrant’s name into English)

Av. Eng° Luís Carlos Berrini, 1376 -  28º andar
São Paulo, S.P.
Federative Republic of 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 X 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 X 

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 X 

 

TELEFÔNICA BRASIL S.A.

Publicly Held Company

CNPJ No. 02.558.157/0001-62

NIRE 35.3.0015881-4

MINUTES OF THE 512th MEETING OF THE BOARD OF DIRECTORS OF

TELEFÔNICA BRASIL S.A., HELD ON DECEMBER 16, 2025

1. DATE, TIME AND VENUE: On December 16, 2025, at 11:00 a.m. (São Paulo local time), held remotely, as provided for in Article 19, First Paragraph of the Internal Regulations of the Board of Directors and Technical and Consultant Committees (“Regulations”) of Telefônica Brasil S.A. (“Company”).

2. CALL NOTICE AND ATTENDANCE: The call was waived, given the presence of all members of the Board of Directors, who subscribe these minutes, as provided for in Article 15, Paragraph 2 of the Company’s Regulations, establishing, therefore, quorum according to the Company’s Bylaws for instating the meeting. The General Secretary and Legal Officer, Mr. Breno Rodrigo Pacheco de Oliveira, also attended the meeting as Secretary.

3. PRESIDING BOARD: Eduardo Navarro de Carvalho – Chairman of the Board of Directors; Breno Rodrigo Pacheco de Oliveira – Meeting Secretary.

4. AGENDA AND RESOLUTION: After examining the matters on the Agenda, the present members of the Board of Directors unanimously decided as follows:

4.1. Proposal for the Declaration of Interest on Capital: The proposal for a statement of interest on capital by the Company (“IoC”) was approved, based on the balance sheet as of November 30, 2025, in the gross amount of R$350,000,000.00, corresponding to R$297,500,000.00 net of income tax withheld at source. The value of the IoC statement declared is equivalent to the gross value of R$0.10945864515^[1] per common share, and R$0.09303984838¹ net of income tax.

The IoC credit will be individually allocated to each shareholder, based on the shareholding position recorded by the Company at the end of December 29, 2025. After this date, the shares will be considered “ex-IoC.”

^[1] Value per share calculated based on the shareholding position of November 28, 2025. Given the Company’s Share Buyback Program in effect, the value per share may be subject to change, considering the Company’s shareholding position to be verified on December 29, 2025.

TELEFÔNICA BRASIL S.A.

Publicly Held Company

CNPJ No. 02.558.157/0001-62

NIRE 35.3.0015881-4

MINUTES OF THE 512th MEETING OF THE BOARD OF DIRECTORS OF

TELEFÔNICA BRASIL S.A., HELD ON DECEMBER 16, 2025

The net value of the IoC will be attributed to the mandatory dividend for the fiscal year ending on December 31, 2025, ad referendum to the Ordinary General Meeting of the Company’s Shareholders to be held in 2026, and the payment will be made by April 30, 2026, with the date to be duly set by the Company’s Board of Directors.

5. CLOSING: There being no further matters to discuss, the Chairman of the Board of Directors adjourned the meeting, and these minutes were drawn up. São Paulo, December 16, 2025. (aa) Eduardo Navarro de Carvalho – Chairman of the Board of Directors; Andrea Capelo Pinheiro; Cesar Mascaraque Alonso; Christian Mauad Gebara; Cristina Presz Palmaka de Luca; Denise Soares dos Santos; Francisco Javier de Paz Mancho; Gregorio Martínez Garrido; Ignácio Maria Moreno Martínez; Jordi Gual Solé; Marc Xirau Trias; and Solange Sobral Targa. Meeting Secretary: Breno Rodrigo Pacheco de Oliveira.

I hereby certify that these minutes are a faithful copy of the minutes of the 512th Meeting of the Board of Directors of Telefônica Brasil S.A., held on December 16, 2025, drawn up in the Company’s book. This is a free English translation.

_______________________________

Breno Rodrigo Pacheco de Oliveira

Meeting Secretary

SIGNATURE

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.

			TELEFÔNICA BRASIL S.A.
Date:	December 16, 2025		By:	/s/ João Pedro Carneiro
				Name:	João Pedro Carneiro
				Title:	Investor Relations Director

FAQ

What did Telefônica Brasil (VIV) approve at its December 16, 2025 board meeting?

The Board of Telefônica Brasil S.A. approved a declaration of interest on capital (IoC) based on the November 30, 2025 balance sheet, totaling R$350,000,000.00 gross and R$297,500,000.00 net of withholding tax.

How much interest on capital per share will Telefônica Brasil (VIV) distribute?

The decision references a provisional IoC of R$0.10945864515 per common share gross and R$0.09303984838 net, calculated using the shareholding position of November 28, 2025. The Company notes these per-share amounts may change due to the share buyback program and the share position to be verified on December 29, 2025.

Who is entitled to receive Telefônica Brasil’s December 2025 interest on capital?

The IoC will be individually allocated to each shareholder based on the shareholding position recorded at the end of December 29, 2025. From the next trading day onward, the shares will be considered ex-IoC, meaning new buyers after that date will not receive this distribution.

When will Telefônica Brasil (VIV) pay the approved interest on capital?

The payment of the approved IoC will be made by April 30, 2026, with the exact payment date to be duly set by the Company’s Board of Directors.

How does this interest on capital affect Telefônica Brasil’s 2025 dividend?

The net IoC amount of R$297,500,000.00 will be attributed to the mandatory dividend for the fiscal year ending December 31, 2025, ad referendum of the Ordinary General Meeting of shareholders to be held in 2026.