TELEFONICA BRASIL S.A. Current Report (Foreign Issuer)
Telefônica Brasil (VIV) reported that its Fiscal Council unanimously approved a proposal to declare Interest on Capital based on the October 31, 2025 balance sheet in the gross amount of R$340,000,000.00 (net R$289,000,000.00).
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Rhea-AI Filing Summary
Telefônica Brasil (VIV) reported that its Fiscal Council unanimously approved a proposal to declare Interest on Capital based on the October 31, 2025 balance sheet in the gross amount of R$340,000,000.00 (net R$289,000,000.00). The referenced per‑share amounts are R$0.106085413391 gross and R$0.090172601381 net.
The IoC will be credited to shareholders of record at the end of November 24, 2025, after which the shares trade ex‑IoC. The company notes the per‑share figure may change due to its buyback program and the share count to be verified on November 24, 2025. The net IoC will be included in the minimum mandatory dividend for fiscal year 2025, subject to approval at the 2026 Ordinary General Meeting, and payment will be made by April 30, 2026, with the exact date set by the Executive Board.
Insights
Routine cash distribution via Brazilian IoC; neutral impact.
Telefônica Brasil approved a proposal for Interest on Capital of R$340,000,000.00 (net R$289,000,000.00), with per‑share amounts listed. IoC is a Brazil‑specific way to distribute cash that can have tax characteristics different from dividends.
Record occurs at the end of November 24, 2025, and the net IoC counts toward the minimum mandatory dividend for fiscal year 2025, subject to shareholder approval at the 2026 OGM. Payment is slated by April 30, 2026, with the exact date set by management.
The per‑share value may change given the ongoing buyback and the share count to be verified on November 24, 2025. Actual cash flow to holders follows the stated timetable and the OGM approval process.
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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 November, 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:
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Form 20-F |
X |
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Form 40-F |
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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):
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Yes |
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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):
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Yes |
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No |
X |
TELEFÔNICA BRASIL S.A.
Publicly Held Company
CNPJ No. 02.558.157/0001-62
NIRE 35.3.0015881-4
MINUTES OF THE 253rd FISCAL COUNCIL’S MEETING OF
TELEFÔNICA BRASIL S.A., HELD ON NOVEMBER 12, 2025
1. DATE, TIME AND VENUE: On November 12, 2025, at 10:00 a.m. (São Paulo local time), held remotely as provided for in Article 16, First Paragraph, of the Internal Rules of the Fiscal Council (“Rules”) of Telefônica Brasil S.A. (“Company”).
2. CALL NOTICE AND ATTENDANCE: The call notice was waived, given the presence of all Fiscal Council members, who subscribe these minutes, as provided for in Article 12, paragraph 2, of the Company’s Rules, establishing, therefore, quorum according to the Company’s Bylaws for instating the meeting. The Director of Corporate and Business Affairs, Mrs. Nathalia Pereira Leite, was also present as the Meeting Secretary.
3. AGENDA AND RESOLUTION: After examining and debating the matter in the Agenda, the Fiscal Council members present at the meeting unanimously decided the following:
3.1. Proposal for the Declaration of Interest on Capital: The proposal for the declaration of interest on Capital (“IoC”) to be submitted to the Company’s Board of Directors, was reviewed in the following terms:
“Proposal to declare IoC based on the balance sheet of October 31, 2025, in the gross amount of R$340,000,000.00, corresponding to R$289,000,000.00 net of withholding income tax. The gross amount of IoC per share is equivalent to R$0.106085413391, of which R$0.090172601381 net of income tax.
The IoC credit will be carried out individually to the shareholders, based on the shareholding position in the Company’s records at the end of November 24, 2025. After this date, the shares will be considered “ex-IoC”.
1 Value per share calculated based on the shareholding position of October 31, 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 November 24, 2025.
TELEFÔNICA BRASIL S.A.
Publicly Held Company
CNPJ No. 02.558.157/0001-62
NIRE 35.3.0015881-4
MINUTES OF THE 253rd FISCAL COUNCIL’S MEETING OF
TELEFÔNICA BRASIL S.A., HELD ON NOVEMBER 12, 2025
The net amount of the IoC will be included in the minimum mandatory dividend for fiscal year ending December 31, 2025, ad referendum to the Ordinary General Meeting to be held in 2026, and the payment of this proceeds will be made by April 30, 2026, with the Company’s Executive Board being responsible for setting the exact date.”
Unanimously, the members of the Fiscal Council approved the proposal, given that they consider it to be in accordance with the applicable legislation.
4. CLOSING: There being no further matter to discuss, the meeting was adjourned, and these minutes were drawn up. São Paulo, November 12, 2025.
| _______________________________ | _______________________________ | |
| Gabriela Soares Pedercini | Stael Prata Silva Filho | |
| _______________________________ | _______________________________ | |
| Luciana Doria Wilson | Nathalia Pereira Leite | |
| 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.
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TELEFÔNICA BRASIL S.A. | |||
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Date: |
November 13, 2025 |
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By: |
/s/ João Pedro Carneiro | |
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Name: |
João Pedro Carneiro |
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Title: |
Investor Relations Director |