Motiva Infraestrutura De Mobilidade SaBMFBOVESPA: MOTV3

Press Release 4Q25

· Issued by Motiva Infraestrutura De Mobilidade Sa

Results

4Q25

MOTV

B3 LISTED NM

Bloomberg MOTV3 BZ

https://ri.motiva.com.br/en/

Videoconference link Click Here

4Q25 RESULTS

0



4Q25 RESULTS

4Q25 Results

Rodrigo Araujo - VP of Finance

and Investor Relations

rodrigoaraujo.alves@motiva.com.br

55 11 3048.5900

Investor Relations

Department

invest@motiva.com.br

Flávia Godoy

flavia.godoy@motiva.com.br

55 11 3048.5900

Douglas Ribeiro

douglas.ribeiro@motiva.com.br

55 11 3048.5900

Cauê Cunha

caue.cunha@motiva.com.br

55 11 3048.5900

Caique Moraes

caique.moraes@motiva.com.br

55 11 3048.5900

Ana Beatriz Bovo

ana.bovo@motiva.com.br

55 11 3048.5900



São Paulo, February 09, 2026

The Parent Company and Consolidated Quarterly Information was prepared and is being presented under the accounting practices adopted in Brazil and International Financial Reporting Standards ("IFRS"), issued by the International Accounting Standards Board ("IASB"), all of which applied in a manner consistent with the main accounting practices described in Note 3 to the 2025 Financial Statements.

Unless otherwise stated, financial and operational information is presented on a consolidated basis, in thousands of Brazilian reais, and comparisons refer to 4Q24.

The consolidated information for jointly owned subsidiaries includes the proportional data of the jointly owned subsidiaries. Such information, as well as non-financial information and other operational information, was not audited by independent auditors. The results, by business platform, are already presented net of eliminations related to transactions between related parties.

Due to rounding, the total amounts reported in the tables of this earnings release may vary slightly.

4Q25 RESULTS

Executive Summary

MESSAGE FROM THE CEO 3

CONSOLIDATED OPERATIONAL AND FINANCIAL HIGHLIGHTS 5

MOTIVA - CONSOLIDATED. 8

FINANCIAL AND OPERATIONAL PERFORMANCE. 9

TOLL ROADS 9

RAILS 13

AIRPORTS 16

CONSOLIDATED FINANCIAL RESULT. 17

INDEBTEDBESS 18

CAPEX AND MAINTENANCE 21

REGULATORY AND ESG THEMES 26

EXHIBIT I - IFRS 29

GROSS REVENUES (EX-CONSTRUCTION REVENUE) BY ASSET 29

NON-RECURRING EFFECTS 30

REVENUE FROM RAIL ASSETS 31

INCOME STATEMENT 33

BALANCE SHEET 34

CASH FLOW 35

EXHIBIT II - CONSOLIDATED WITH JOINTLY OWNED SUBSIDIARIES 38

4Q25 RESULTS

Message from the CEO of Motiva - Miguel Setas

We closed 2025 celebrating significant progress across the strategic pillars that guide Motiva's operations: Profitable and Selective Growth, Value Creation, Strong Balance Sheet, and Leadership in Sustainability. This progress was driven by solid operational performance, the optimization and simplification of our portfolio, and selective growth supported by the acquisition of premium assets, further strengthening our ability to generate sustainable long-term value.

In November, we announced the sale of the Airport Platform for R$ 11.5 billion, at an EV/EBITDA multiple of 8.8x, above Motiva's own trading multiple. This transaction unlocks value and reinforces the portfolio-simplification strategy laid out in our 2035 Ambition. It also strengthens our position to lead the future of mobility in Brazil, with a focus on highway and rail concessions.

Throughout the year, we also made meaningful progress in optimizing our portfolio. We concluded the shutdown of the ferry operations in Rio de Janeiro and executed the contractual optimization of the former MSVia, both of which had been contributing significantly negative results. These rationalization measures enhance the overall performance of our business portfolio.

On the strategic expansion front, we signed the concession agreements for Rota Sorocabana and PRVias. In addition, we recently won the competitive process for optimizing the Fernão Dias Highway contract, conducted by ANTT and the Ministry of Transportation-milestones that reinforce our selective, disciplined capital-allocation strategy focused on sustainable value creation.

We also made significant regulatory advances, supported by key announcements related to rebalancing measures and contractual amendments. Among these, the extension of Line 4-Yellow to Taboão da Serra stands out-a decisive step that foresees approximately R$ 4 billion in additional investments. This agreement extends the concession term by an additional 20 years and represents a major advancement for urban mobility in the São Paulo metropolitan region, expanding metro access and benefiting thousands of people with greater connectivity, comfort, and efficiency in daily commuting.

We met our OPEX (cash)/Adjusted Net Revenue¹ target one year ahead of schedule, closing 2025 at 37.5%. The original projection anticipated reaching 38% only by the end of 2026, and this early delivery reflects our management capabilities, the effectiveness of portfolio

4Q25 RESULTS

optimization, and the high level of engagement across our teams in the continuous pursuit



of efficiency and process improvement.

The period's results highlight robust growth, driven by greater operational efficiency, portfolio optimization, and the consistent performance of our platforms. This progress translated into double-digit adjusted EBITDA growth-25% in 4Q25 and 15% in the 2025 full year-along with a strong increase in Net Income, which grew 68% in the quarter and 25% for the year compared to 2024. We maintained disciplined Capex execution, reaching R$ 8.5 billion-the highest level of investment in the mobility-infrastructure sector in Brazil and the largest annual amount ever recorded in Motiva's history.

Our continuous pursuit of excellence has generated important achievements. Motiva strengthened its institutional recognition, ranking for the second consecutive year among the Best Companies to Work For in Brazil (GPTW), placing in the Top 15 in the "Gigantes" category. We were also the most awarded company in the 2025 ANTT Highlights, receiving recognition in User Service, Road Safety, Environmental Sustainability, Engineering, and Regulatory Excellence. These awards reflect the Company's technical capabilities, the quality of our deliveries, and the positive impact of our practices across all areas of operation.

We closed 2025 with solid results, early deliveries, and significant strategic advances-achievements made possible only through the dedication and commitment of our employees. The engagement of our teams in executing with excellence, innovating, and continuously pursuing efficiency was essential to reaching this stage.These results reinforce our commitment to contributing to the development of mobility and infrastructure in a responsible, sustainable, and increasingly value-generating manner for all stakeholders.

  1. Considers consolidated data including jointly controlled subsidiaries; for details on non-recurring effects, please refer to Annex I of the earnings release.

    4Q25 RESULTS



    Highlights

    1. On November 13, 2025, the Amendment at SPVias was signed, resulting in the extension of the concession term by 322 days.

    2. On November 18, 2025, the Company announced the sale of its Airport Business for R$5 billion (EV/EBITDA of 8.8x @Stake), in line with its portfolio simplification and capital recycling strategy. As of that date, airport operations have been classified as Assets and Liabilities Held for Sale and as Discontinued Operations.

    3. On December 5, 2025, the Company announced the recognition of an economic-financial rebalance related to the impacts of the COVID-19 pandemic on tariff revenues, totaling approximately R$ 1.5 billion.

    4. On December 5, 2025, the Company announced that, starting on December 19, it would begin paying approximately R$ 294 million in interim dividends related to the results accrued through September 30, 2025.

    5. On December 11, 2025, the Company was awarded the Bidding Process for Autopista Fernão Dias S.A., offering a 17.05% discount on the basic toll rate.

    6. In 2025, ancillary revenues (excluding the Airports Platform) grew by 10.2%, in line with the Ambition 2035 target of double-digit growth.

    7. The OPEX (cash)/Adjusted Net Revenue ratio reached 37.5%1 in 2025, representing the delivery, one year ahead of schedule, of the commitment set for 2026 (<38%). Excluding the Airport Business, the ratio would have been 36.1%.

1. For the purposes of this calculation, it considers (i) jointly owned subsidiaries and (ii) the Airport Business.

4Q25 RESULTS

Consolidated Operational and Financial Highlights

For comparability purposes, the figures presented in the table below do not consider the reclassification of the Airport Business to Result from Discontinued Operations:

OPERATIONAL AND FINANCIAL HIGHLIGHTS (R$ MM)

4Q24

4Q25

Var. %

2024

2025

Var. %

Consolidated Adjusted Net Revenue¹

3,790

4,047

6.8%

14,538

15,296

5.2%

Consolidated Adjusted EBITDA¹

2,017

2,525

25.2%

8,281

9,522

15.0%

Adjusted EBITDA - Toll Roads

1,584

1,917

21.0%

6,237

7,139

14.5%

Adjusted EBITDA - Rails

552

670

21.4%

2,113

2,422

14.6%

Adjusted EBITDA - Airports

221

303

37.1%

1,014

1,215

19.8%

Adjusted EBITDA - Others

(342)

(368)

7.6%

(1,082)

(1,254)

15.9%

Consolidated Adjusted EBITDA Margin2

53.2%

62.4%

9.2 p.p.

57.0%

62.3%

5.3 p.p.

Adjusted Net Income¹

360

606

68.3%

1,780

2,225

25.0%

ROE LTM3

8.9%

20.1%

11.2 p.p.

8.9%

20.1%

11.2 p.p.

ROIC LTM3

5.9%

10.5%

4.6 p.p.

5.9%

10.5%

4.6 p.p.

Net Debt/LTM Adjusted EBITDA (x)

3.3x

3.6x

0.3x

3.3x

3.6x

0.3x

Toll Roads - Vehicle Equivalents (million)

309.0

313.6

1.5%

1,218.7

1,154.1

-5.3%

Rails - Passengers Transported (million)

191.9

191.4

-0.3%

752.5

756.3

0.5%

Airports - Passengers Boarded (million)4

10.3

11.0

6.5%

39.7

42.5

7.0%

CAPEX5

2,360

3,038

28.7%

7,342

8,508

15.9%

  1. Excludes construction revenue and costs. Adjustments are described in the "non-recurring effects" section in Exhibit I.

  2. The Adjusted EBITDA Margin was calculated by dividing Adjusted EBITDA by Adjusted Net Revenue.

  3. ROE = Corporate Net Income/Equity | ROIC = NOPAT (EBIT*1-effective rate)/Invested Capital (Equity + Gross Debt). Equity and Gross Debt are presented at book value. Does not exclude "non-recurring effects".

  4. As of 1Q25, all operational data for the airport business contained in this Release will be presented as total passengers versus passengers boarded (which only considers passengers that generate revenue).

  5. Includes improvement works that do not generate future economic benefits for ViaOeste.



4Q25 RESULTS

Discontinuation of the Airport Business and Accounting Reclassification

On November 18, 2025, the Company entered into a share purchase and sale agreement for 100% of the shares of Companhia de Participações em Concessões ("CPC") with ASUR, marking the full divestment of the Airport Business. The execution of the agreement resulted in relevant accounting effects, as from that date aall results and balance sheet positions related to the airport segment were consolidated into a specific line item in the Income Statement, entitled Result from Discontinued Operations, and in the Balance Sheet as Assets and Liabilities Held for Sale.

The 2024 results were reclassified and restated to reflect this change, and the 2025 results have already been presented without the contribution of airport operations to the Company's consolidated figures. These reclassifications took place in 4Q24 and 4Q25 and had a significant impact on the figures reported for the period, making the comparison of key indicators unfeasible. Below is a table with the consolidated figures reflecting the reclassifications of the Airport Business:

IFRS - Key Indicators - Includes the reclassification of the Airport Business

OPERATIONAL AND FINANCIAL HIGHLIGHTS (R$ MM)

4Q24

4Q25

Var. %

2024

2025

Var. %

Adjusted Net Revenue1

1,663

1,685

1.3%

12,411

12,933

4.2%

Adjusted EBITDA1

1,003

1,309

30.6%

7,268

8,306

14.3%

Adjusted EBITDA Margin2

60.3%

77.7%

17.4 p.p.

58.6%

64.2%

5.7 p.p.

Adjusted Net Income1

360

606

68.2%

1,780

2,225

25.0%

  1. Excludes construction revenue and costs. Adjustments are described in the "non-recurring effects" section in Exhibit I.

  2. The Adjusted EBITDA Margin was calculated by dividing Adjusted EBITDA by Adjusted Net Revenue.

4Q25 RESULTS

Motiva - Consolidated

For comparability purposes, the main 4Q25 vs. 4Q24 variations in Consolidated Results are discussed below, excluding the reclassification of the Airport Business:

Adjusted Net Revenue R$4,047MM (+ 6.8%)

Adjusted Net Revenue increased by 6.8% in 4Q25, mainly due to tariff adjustments on São Paulo state highways and Motiva Pantanal, as well as positive operational performance. Regarding comparable traffic, Toll Roads and Rails recorded growth of 3.7% and 1.3%, respectively. The improvement was also driven by the growth in ancillary revenues, which increased by 21.8% (+R$63M) on a consolidated basis.

Adjusted EBITDA R$2,525MM (+ 25.2%)

Adjusted EBITDA increased by 25.2% in the quarter, driven by portfolio optimization and the performance of newly acquired assets, such as PRVias and Rota Sorocabana. Adjusted cash costs declined by 14.2%, reflecting a reduction of approximately R$106 million in provisions for legal contingencies recognized in 4Q24 that did not recur in 4Q25. In addition, provisions for IPTU (property tax) were reversed at ViaQuatro and ViaMobilidade - Lines 5 and 17, amounting to approximately R$30 million and R$45 million, respectively. These factors contributed to a

9.2 p.p. expansion in the Adjusted EBITDA Margin.

Adjusted Net Income R$606MM (+ 68.3%)

Adjusted Net Income increased by 68.2%, reflecting improved operational performance, tariff adjustments, and portfolio optimization, which resulted in cost reductions.

Net Debt/Adjusted EBITDA

3.6x (+ 0.3x)

The Company's leverage increased by 0.3x in 4Q25, reflecting a higher level of debt following the acquisition of new assets (Rota Sorocabana +R$2.1 billion and PRVias +R$1 billion), which have not yet completed one year of cash generation.

CAPEX

R$3,038MM (+ 28.7%)

Investments totaled R$3.0 billion, up 28.7% in 4Q25. This increase follows the construction schedule of our contracts, with the largest investments made in RioSP, ViaSul, ViaOeste, and ViaMobilidade - Lines 8 and 9.

4Q25 RESULTS

Financial and Operational Performance

Traffic Average Tariff¹

Toll Roads

4Q24

4Q25

Var. %

4Q24

4Q25

Var. %

Toll Roads

Vehicle Equivalents2

Average Tariff¹

AutoBAn

79,749,934

82,923,771

4.0%

11.9

12.6

6.1%

Motiva Pantanal3

13,532,295

13,303,626

-1.7%

4.5

8.1

82.6%

RioSP

44,339,380

48,619,855

9.7%

8.0

8.0

0.2%

RodoAnel Oeste

35,950,282

36,921,876

2.7%

3.2

3.5

9.8%

SPVias

18,335,080

19,448,226

6.1%

15.0

15.9

6.6%

CCR ViaCosteira

22,517,999

22,142,536

-1.7%

2.4

2.4

0.4%

ViaLagos

2,441,032

2,498,336

2.3%

24.4

25.1

2.7%

ViaOeste

32,831,504

-

n.m.

9.6

-

n.m.

ViaSul

26,504,097

26,613,013

0.4%

5.5

5.5

0.4%

Rota Sorocabana

-

44,415,858

n.m.

-

3.7

n.m.

PRVias

-

16,705,907

n.m.

-

11.7

n.m.

Consolidated IFRS4

309,033,107

313,593,001

1.5%

7.5

8.3

10.4%

Total Comparable5

243,370,099

252,471,236

3.7%

8.3

8.9

7.7%

Traffic

Average Tariff2

2024 2025

Var. %

2024

2025

Var. %

Toll Roads

Equivalent Vehicles1

Average Tariff2

AutoBAn

317,961,325 324,534,711

2.1%

11.6

12.3

6.0%

Motiva Pantanal3

55,115,376

54,396,012

-1.3%

4.2

8.1

92.9%

RioSP

173,977,992

180,848,921

3.9%

7.7

7.9

2.6%

RodoAnel Oeste

144,021,287

145,512,809

1.0%

3.1

3.4

9.7%

SPVias

72,970,239

75,562,605

3.6%

14.6

15.4

5.5%

CCR ViaCosteira

86,924,730

87,785,865

1.0%

2.4

2.4

0.0%

ViaLagos

9,418,465

9,622,663

2.2%

23.3

24.4

4.7%

ViaOeste

130,019,956

30,869,313

-76.3%

9.4

9.7

3.2%

ViaSul

98,241,417

103,710,893

5.6%

5.5

5.5

0.0%

Rota Sorocabana

-

75,028,881

n.m.

-

5.6

n.m.

PRVias

-

35,332,983

n.m.

-

11.7

n.m.

Consolidated IFRS4

1,218,670,743

1,154,074,967

-5.3%

7.4

8.4

13.5%

Total Comparable5

958,630,831

981,974,478

2.4%

8.1

8.7

7.4%

  1. Equivalent Vehicles is a measure calculated by adding heavy vehicles (commercial vehicles such as trucks and buses) to light vehicles, multiplied by the number of axles charged. One light vehicle is equivalent to one axle of a heavy vehicle.

  2. The average tariff for the toll road business is calculated by dividing toll revenue by the number of equivalent vehicles of each concessionaire.

  3. Due to the signing of the amendment to hold a new bidding process for Motiva Pantanal in June 2021, revenue now accounts for 47.3% of the collected amount, impacting both revenue and the calculation of the average tariff. After the signing of the Self-Composition Agreement on December 18, 2024, the revenue considered became 100% of the collected amount.



    4Q25 RESULTS

  4. In the consolidated figures, traffic volume for ViaOeste, which only collects one-way tolls, is doubled to adjust it according to the concessionaires that have bidirectional toll collections. This procedure is based on the fact that one-way tolls already include round-trip costs.

  5. For comparability purposes, the following concessions were excluded: (i) ViaOeste, whose contract ended on March 29, 2025; (ii) Rota Sorocabana, which began toll collection on March 30, 2025; and (iii) PRVias, which began toll collection on June 28, 2025.

4Q24

4Q25

Var. %

2024

2025

Var. %

Gross Revenue

3,188,913

3,995,439

25.3%

11,774,547

13,737,017

16.7%

Toll Revenue

2,325,847

2,605,259

12.0%

8,975,150

9,673,167

7.8%

Other Revenues

39,075

29,761

-23.8%

207,008

193,498

-6.5%

(-) Construction Revenue

823,991

1,360,419

65.1%

2,592,389

3,870,352

49.3%

Deductions from Revenue

(211,755)

(230,476)

8.8%

(829,973)

(857,037)

3.3%

Net Revenue excluding Construction (a)

Total Costs and Expenses (b+c+d)

2,153,167

(2,046,550)

2,404,544

(2,393,004)

11.7%

16.9%

8,352,185

(6,976,371)

9,009,628

(7,389,067)

7.9%

5.9%

Cash Costs (b)

(760,670)

(487,574)

-35.9%

(2,874,081)

(1,894,723)

-34.1%

Personnel

(57,637)

(89,290)

54.9%

(425,778)

(362,054)

-15.0%

Third-Party Services

(282,660)

(192,050)

-32.1%

(933,508)

(749,983)

-19.7%

Concession Fees

(34,506)

(33,246)

-3.7%

(134,364)

(127,203)

-5.3%

Other Costs and Expenses

(385,867)

(172,988)

-55.2%

(1,380,431)

(655,483)

-52.5%

Non-Cash Costs (c)

(461,889)

(545,011)

18.0%

(1,509,901)

(1,623,992)

7.6%

Depreciation and Amortization

(232,507)

(277,036)

19.2%

(886,144)

(977,328)

10.3%

Provision for Maintenance

(196,104)

(236,609)

20.7%

(490,650)

(519,293)

5.8%

Prepaid Concession Fees

(33,278)

(31,366)

-5.7%

(133,107)

(127,371)

-4.3%

Construction Costs (d)

(823,991)

(1,360,419)

65.1%

(2,592,389)

(3,870,352)

49.3%

Non-Recurring (e)

191,409

-

n.m.

759,081

23,691

-96.9%

Adjusted EBITDA (a+b+e)

1,583,906

1,916,970

21.0%

6,237,185

7,138,596

14.5%

Adjusted EBITDA Margin¹

73.6%

79.7%

6.2 p.p.

74.7%

79.8%

5.1 p.p.

1. The Adjusted EBITDA Margin was calculated over the Adjusted Net Revenue of R$2,153,167 thousand in 4Q24, R$2,404,544 thousand in 4Q25, R$8,352,185 thousand in 2024, and R$8,946,332 thousand in 2025, reflecting the non-recurring effects described at the end of this section.

On a comparable basis, traffic was up by 3.7% over the same period of the previous year. On a total basis, excluding the comparable base, traffic was up by 1.5%, reflecting base effects from the end of ViaOeste's concession in March 2025. Overall, growth was driven by the São Paulo concessions (AutoBAn, Rodoanel and SPVias) and RioSP, which together were up by 5.3% in the period.

Comparable passenger vehicle traffic was up by 4.5% in the period. A positive highlight was RioSP, whose 16.3% growth resulted from the start of FreeFlow tolling in the São Paulo

4Q25 RESULTS

Metropolitan Region on December 06, 2025, contributing to a 1.7% improvement in quarterly

demand and 6.0% growth in December for the asset, as well as from the completion of works on



the Dutra highway in the Guarulhos region, which attracted traffic from competing corridors. The São Paulo concessions also continued to sustain the positive growth pace observed throughout the year. On the other hand, traffic declined at ViaCosteira (-2.8%), still impacted by 2024 post-flood base effects in Rio Grande do Sul, due to temporary traffic flow reorganization, as well as at Motiva Pantanal (-1.3%), reflecting lower tourism/seasonal traffic influenced by less favorable weather conditions.

Comparable commercial vehicle traffic grew by 3.2% in the period. Performance was particularly strong in the São Paulo units (AutoBAn, Rodoanel and SPVias, up by 4.6%), driven by increased grain shipments to Santos. Despite this, traffic declined at Motiva Pantanal, reflecting lower export volumes from Mato Grosso, which, despite a strong harvest, faced increased export competition and higher domestic demand. The Rio Grande do Sul's post-flood base effects from 2024 also limited growth at ViaSul (+0.1%) and ViaCosteira (-0.9%).

Toll Revenue was up by 12.0%, driven by improved operational performance and tariff adjustments applied during the period, in addition to the R$0.10 increase related to the precautionary COVID rebalancing applied at AutoBAn, Rodoanel Oeste, and SPVias, as well as the additional contribution from the start of FreeFlow tolling in the São Paulo Metropolitan Region, which contributed 0.5% growth in the quarter and 1.8% growth in December for the asset. On the other hand, the Other Revenues line declined by 23.8%, mainly due to the elimination of Motiva Pantanal's financial asset remuneration revenue, following the signing of the Self-Composition Agreement in December 2024, totaling R$9 million. Therefore, the Net Revenue excluding Construction line increased by 11.7% in the period.

The main variations in Cash Costs are described below:

  • Personnel: The increase mainly reflected a cumulative adjustment recognized in 4Q24 due to higher capitalization of engineering costs, following improvements in the more granular identification of labor costs directly associated with the construction of qualifying assets in 2024. Excluding this adjustment, of approximately R$47 million in 4Q24, cash costs would have been down by approximately R$15 million, reflecting higher labor capitalization at AutoBAn, ViaSul, and Motiva Pantanal.

  • Third-Party Services: The reduction was mainly due to pavement maintenance costs of approximately R$16 million in 4Q24, which are now accounted for as investments, following the contractual solution at Motiva Pantanal. ViaOeste, in turn, no longer contributed approximately R$58 million, mainly in pavement maintenance and signage services, due to the expiration of the concession agreement.

    4Q25 RESULTS

    o

    Concession Fees: The R$1 million reduction is largely explained by the end of

    ViaOeste's concession agreement (R$12 million), partially offset by the start of Rota



    Sorocabana (R$8 million) and higher toll revenues at AutoBAn, Rodoanel Oeste, and SPVias.

  • Other Costs and Expenses: The decrease was mainly related to construction costs at ViaOeste, which totaled R$191 million in 4Q24 and did not recur in 4Q25, as those works are now being capitalized due to the expected future economic benefits in the highway stretches formerly operated by ViaOeste and currently under Rota Sorocabana. In addition, ViaOeste ceased to contribute R$20 million following the end of its concession agreement. In 4Q24, legal provisions totaling R$50 million were recognized, resulting from a review of forecasts.

    The main variations in Non-Cash Costs are described below:

  • Depreciation and Amortization: The increase was due to the addition to PP&E and intangible assets at SPVias, AutoBAn, and RioSP, as a result of the works delivered during the period.

  • Provision for Maintenance: The increase was mainly explained by the higher provision volume at AutoBAn, in the amount of R$128 million in 4Q25, versus R$90 million in 4Q24.

  • Construction Costs: The increase resulted from the investment schedule, featuring the increase of approximately (i) R$210 million at Motiva Pantanal, (ii) R$141 million at PRVias, (iii) R$116 million at RioSP, and (iv) R$108 million at Rota Sorocabana.

In addition, we also detail the breakdown of Non-Recurring Costs: in Other Costs and Expenses, ViaOeste contributed R$191 million in 4Q24, aimed at improvement works that did not generate future economic benefits.

The breakdown, per concession, is provided in Exhibit I of the earnings release.

Traffic / Passengers

Average Tariff¹

4Q24

4Q25

Var. %

4Q24

4Q25

Var. %

Rails

Passengers Transported

Average Tariff

Barcas

3,027,159

-

n.m.

7.5 -

n.m.

Metrô Bahia

29,971,126

29,633,546

-1.1%

3.5

3.6

4.6%

ViaMobilidade - Lines 5 and 17

42,835,387

43,436,113

1.4%

2.5

2.6

3.1%

ViaMobilidade - Lines 8 and 9

59,368,262

61,696,932

3.9%

3.8

4.0

4.8%

ViaQuatro

50,610,455

50,371,183

-0.5%

3.6

3.9

5.5%

VLT Carioca

6,094,050

6,245,080

2.5%

4.1

4.3

4.7%

Consolidated IFRS

191,906,439

191,382,854

-0.3%

Total Comparable²

188,879,280

191,382,854

1.3%

Traffic / Passengers

Average Tariff¹

2024

2025

Var. %

2024

2025

Var. %

Rails

Passengers Transported

Average Tariff

Barcas

12,991,927

1,473,655

-88.7%

7.7

8.9

15.6%

Metrô Bahia

117,737,052

117,525,299

-0.2%

3.4

3.6

4.9%

ViaMobilidade - Lines 5 and 17

167,498,681

170,068,851

1.5%

2.5

2.6

3.0%

ViaMobilidade - Lines 8 and 9

232,808,158

239,751,661

3.0%

3.7

3.9

4.6%

ViaQuatro

198,742,833

202,255,897

1.8%

3.6

3.8

5.8%

VLT Carioca

22,770,402

25,241,408

10.9%

4.0

4.2

3.5%

Consolidated IFRS

752,549,053

756,316,771

0.5%

Total Comparable²

739,557,126

754,843,116

2.1%

4Q25 RESULTS

Rails



  1. The average tariff for the rail business considers only tariff revenues and the number of passengers transported.

  2. For comparability purposes, the effect of Barcas was excluded, as the contract ended on February 11, 2025.

4Q24

4Q25

Var. %

2024

2025

Var. %

Gross Revenue

2,226,022

1,488,349

-33.1%

7,213,531

6,026,567

-16.5%

Tariff Revenue

666,109

687,186

3.2%

2,585,889

2,661,573

2.9%

Mitigation Revenue

102,235

78,375

-23.3%

459,671

369,351

-19.6%

Financial Asset Revenue

270,749

205,072

-24.3%

896,670

1,694,534

89.0%

Real Estate Revenue¹

18,069

23,141

28.1%

66,056

91,154

38.0%

Commercial Revenues²

21,218

40,207

89.5%

92,437

120,194

30.0%

(-) Construction Revenue

1,147,642

454,368

-60.4%

3,112,808

1,089,761

-65.0%

Deductions from Revenue

Net Revenue excluding

(12,019)

1,066,361

(12,898)

1,021,083

7.3%

-4.2%

(37,827)

4,062,896

(48,734)

4,888,072

28.8%

20.3%

Construction (a)

Total Costs and Expenses (b+c+d)

(1,769,234)

(921,408)

-47.9%

(5,448,836)

(2,957,478)

-45.7%

Cash Costs (b)

(514,319)

(350,615)

-31.8%

(1,949,992)

(1,381,577)

-29.1%

Personnel

(204,601)

(187,705)

-8.3%

(825,652)

(721,298)

-12.6%

Third-Party Services

(110,793)

(123,216)

11.2%

(427,340)

(424,579)

-0.6%

Concession Fees

(1,423)

(1,393)

-2.1%

(5,757)

(7,078)

22.9%

Other Costs and Expenses

(197,502)

(38,301)

-80.6%

(691,243)

(228,622)

-66.9%

Non-Cash Costs (c)

(107,273)

(116,425)

8.5%

(386,036)

(486,140)

25.9%

Depreciation and Amortization

(107,273)

(116,425)

8.5%

(386,036)

(486,140)

25.9%

Construction Costs (d)

(1,147,642)

(454,368)

-60.4%

(3,112,808)

(1,089,761)

-65.0%

Non-Recurring (e)

-

-

n.m.

-

(1,084,696)

n.m.

Adjusted EBITDA (a+b+e)

552,042

670,468

21.5%

2,112,904

2,421,799

14.6%

Adjusted EBITDA Margin³

51.8%

65.7%

13.9p.p.

52.0%

60.6%

8.6p.p.

4Q25 RESULTS



  1. Considers revenue from real estate development of the remaining areas and retrofitting in the stations.

  2. Ancillary revenue (R$21,189 thousand in 4Q24 and R$40,203 thousand in 4Q25).

  3. The Adjusted EBITDA Margin was calculated over the Adjusted Net Revenue of R$1,066,361 thousand in 4Q24, R$1,021,083 thousand in 4Q25, R$4,062,896 thousand in 2024, and R$3,994,254 thousand in 2025, reflecting the non-recurring effects described in the non-recurring effects section.

As presented in the demand chart above, comparable demand for rail assets increased by 1.3% over the same quarter of the previous year, excluding Barcas, following the expiration of the agreement on February 11, 2025.

The main demand variations for the period were: (i) a 1.8% increase in units located in São Paulo, mainly reflecting higher office occupancy rates in areas served by Line 9; (ii) a 2.5% increase at VLT Carioca, which already reflects a like-for-like comparison of the supply scenario following the start of operations at the Gentileza Intermodal Terminal (TIG), resulting in a more stable growth rate for the asset; and (iii) a 1.1% decrease at Metrô Bahia, due to the impact of heavy rainfall in October and November, as well as year-end holidays and bridge days.

As a result of the increase in passenger flow and the tariff adjustments implemented, Tariff Revenue grew by 3.2%. Mitigation Revenue fell by 23.3%, mainly due to the R$ 29 million effect at ViaQuatro in 4Q24, which did not recur in 4Q25 as it is already contemplated in Amendment No. 10.

4Q25 RESULTS



Financial Asset Revenue was down by 24.3%, mainly due to the change in macroeconomic indexation at ViaQuatro, as contractually provided for, replacing revenue indexation of 50% IPC and 50% IGP-M with 100% IPC. This change, combined with lower IPC levels between the periods, resulted in a reduction of R$63 million.

Real Estate Revenue was up by 28.1%, driven by the expansion of Gross Leasable Area (GLA), which was up by 14.1% between the periods, as well as the opening of the malls at the Vila Sônia station (ViaQuatro), the Acesso Norte station, and Acesso Norte Terminal (Metrô Bahia), as well as new commercial spaces at ViaMobilidade - Lines 8 and 9. Commercial Revenues increased 89.5%, primarily driven by the expansion of digital billboard operations and advertising revenue. Therefore, the Net Revenue excluding Construction line decreased by 4.2% in the period.

The main variations in Cash Costs are described below:

  • Personnel: The reduction was mainly due to the decrease in headcount following the expiration of the Barcas operations contract on February 11, 2025 (R$49 million). This effect was partially offset by a cumulative adjustment recognized in 4Q24 (R$ 23 million), due to higher capitalization of engineering costs, following improvements in the more granular identification of labor costs directly associated with the construction of qualifying assets in 2024. There was also the effect of the average annual collective bargaining agreement of 4.93% (R$10 million) applied in 2Q25.

  • Third-Party Services: The increase resulted from higher rolling stock and systems maintenance totaling R$13 million, with highlights at ViaMobilidade - Lines 5 and 17 and Metrô Bahia, as well as adjustments to cleaning service contracts at ViaMobilidade -Lines 8 and 9 (R$3 million) and ViaMobilidade - Lines 5 and 17 (R$3 million). These effects were partially offset by the expiration of the Barcas operations contract (R$10 million).

  • Other Costs and Expenses: The reduction resulted from the reversal of IPTU (property tax) provisions recognized at ViaQuatro and ViaMobilidade - Lines 5 and 17, totaling R$30 million and R$45 million, respectively. In addition, revenue from the sale of surplus electricity was recorded at ViaQuatro, ViaMobilidade - Lines 5 and 17, and ViaMobilidade - Lines 8 and 9, totaling R$26 million. In 4Q24, legal provisions totaling R$22 million were recognized, resulting from a review of forecasts. Additionally, there was a R$32 million reduction due to the termination of the Barcas operating contract.

    The main variations in Non-Cash Costs are described below:

    4Q25 RESULTS

    o

    Depreciation and Amortization: The increase is a result of the balance added to

    intangible assets, mostly related to the new rolling stock (new trains) and systems at



    ViaMobilidade - Lines 8 and 9.

  • Construction Costs: The reduction was mainly due to lower investments (R$838 million) at ViaMobilidade - Lines 8 and 9.

The breakdown, per concession, is provided in Exhibit I of the earnings release.

Airports

On November 18, 2025, the Company entered into a share purchase and sale agreement for 100% of the shares of Companhia de Participações em Concessões (CPC) with ASUR, marking the full divestment of the Airport Business. The execution of the agreement resulted in relevant accounting effects, as from that date all results and balance sheet positions related to the airport segment were consolidated into a specific line item in the Income Statement, entitled Result from Discontinued Operations, and in the Balance Sheet as Assets and Liabilities Held for Sale.

The 2024 results were reclassified and restated to reflect this change, and the 2025 results have already been presented without the contribution of airport operations to the Company's consolidated figures. Financial and operational data are available on the Investor Relations website: https://ri.motiva.com.br/resultados/fundamentos-e-planilhas/

Other - Holding Companies and CSC

At the Holding Companies, the main variations were as follows: (i) in Personnel, an increase driven by adjustments to the engineering team following the acquisition of new assets (R$15 million), higher expenses related to the Long-Term Incentive Program (R$7 million), as well as the average annual collective bargaining agreement increase of 4.87% (+R$11 million); and (ii) in Third-Party Services, a reduction mainly reflecting the lower volume of consulting services related to the Value Acceleration Plan (PAV).

4Q25 RESULTS

Consolidated Adjusted EBITDA

For comparability purposes, the figures presented in the table below do not consider the reclassification of the Airport Business to Result from Discontinued Operations:

Adjusted EBITDA¹ (R$ MM)

4Q24

4Q25

Var. %

2024

2025

Var. %

Toll Roads

1,584

1,917

21.0%

6,237

7,139

14.5%

Adjusted EBITDA Margin - Toll Roads

73.6%

79.7%

6.2 p.p.

74.7%

79.8%

5.1 p.p.

Rails

552

670

21.5%

2,113

2,422

14.6%

Adjusted EBITDA Margin - Rails

51.8%

65.7%

13.9 p.p.

52.0%

60.6%

8.6 p.p.

Airports

221

303

37.3%

1,014

1,215

19.9%

Adjusted EBITDA Margin - Airports

38.7%

48.7%

10.0 p.p.

47.7%

51.4%

3.7 p.p.

Other

(342)

(368)

7.6%

(1,082)

(1,254)

15.8%

Consolidated Adjusted EBITDA

2,017

2,525

25.2%

8,281

9,522

15.0%

Consolidated Adjusted EBITDA Margin

53.2%

62.4%

9.2 p.p.

57.0%

62.3%

5.3 p.p.

1. Excludes non-recurring effects. Excludes the reclassification of the Airport Business.

Consolidated Net Financial Result

For comparability purposes, the figures presented in the table below do not consider the reclassification of the Airport Business to Result from Discontinued Operations:

Financial Result (R$ MM)

4Q24 4Q25 Var. % 2024 2025 Var. %

Net Financial Result

(185) (167) -9.7% (2,469) (3,124) 26.5%

(-) Reclassification of the Airport Business

(623)

(825)

32.4%

(623)

(825)

32.4%

Net Financial Result - Excludes the Reclassification of the (808) (992) 22.8% (3,092) (3,950) 27.7%

Airport Business

Income on Financial Investments and Other Revenues

184

295

60.3%

745

982

31.8%

Capitalization of Costs on Loans

230

190

-17.4%

569

725

27.4%

Interest on Loans, Financing, Debentures, and Commercial Notes

(768)

(1,023)

33.2%

(2,970)

(3,714)

25.1%

Result from Hedge Operation and Fair Value

18

(85)

n.m.

8

(211)

n.m.

Monetary Variation

(314)

(238)

-24.2%

(877)

(1,225)

39.7%

Other Financial Income and Expenses¹

(158)

(131)

-17.1%

(568)

(506)

-10.9%

1. Other includes: commissions, fees, taxes, fines, interest on taxes, exchange rate variations, and others.

The main reasons for the variations reported in 4Q25 are:

4Q25 RESULTS

Income on Financial Investments and Other Revenues increased 3.78 p.p. during the period

due to a higher average annual CDI rate, partially offset by a 21.3% lower average cash balance



compared to 4Q24.

The Capitalization of Costs on Loans line decreased, mainly due to lower capitalization volumes at the Central Block (R$56 million), South Block (R$22 million), and RioSP (R$23 million), partially offset by higher capitalization volumes at Rota Sorocabana (R$47 million) and AutoBan (R$21 million), resulting from investments in assets.

Interest on Loans, Financing, Debentures, and Commercial Notes increased mainly due to the Company's gross debt level, which was 27.9% higher than in 4Q24, in addition to the rise in the average annual CDI rate, of 3.78 p.p. compared to 4Q24.

The variation in the Income from Hedge Operation and Fair Value line reflects the fair value of financing obtained by (i) ViaMobilidade - Lines 5 and 17 in April 2020; (ii) the Holding Company in December 2020, June 2021, and February 2022; (iii) Rota Sorocabana in March 2025; (iv) PRVias in February 2025, and (v) AutoBAn in July 2025, as well as by the fair value calculation of the related swaps.

The reduction in the Monetary Variations line mainly reflected a reduction of 0.85 p.p. in IPCA between the periods compared, partially offset by an increase in IPCA-linked debt, of 23.2%.

The decrease in Other Financial Income and Expenses is mainly explained by the elimination of the monetary restatement of the tariff surplus at Motiva Pantanal, in the approximate amount of R$22 million in 4Q24, which did not recur in 4Q25 due to the signing of the self-composition agreement in December 2024.

Indebtedness

Disbursements in the Quarter

In 4Q25, disbursements occurred as shown in the table below:

Company

Issue

Amount (R$ MM)

Debt

Cost

Maturity

Motiva Oct/25 1,300 19thIssue - 2ndSeries IPCA + 6.6497% Oct/37

Motiva Oct/25 500 19thIssue - 1stSeries CDI + 0.47% Oct/32

RioSP Oct/25 1,375 2ndIssue - 3rdSeries IPCA + 6.90% Jun/47

3,550

Total

Feb/47

IPCA + 8.6848%

FINEM (BNDES)

375

Oct/25

RioSP

Below is a description of the use of proceeds:

  • Motiva: to reinforce cash;

  • RioSP: to reinforce cash for investments;

4Q25 RESULTS

Indebtedness Performance



For comparability purposes, the figures presented in the table below do not consider the reclassification of the Airport Business to Result from Discontinued Operations:

(R$ MM)

Dec/24

Sep/25

Dec/25

Gross Debt¹ - Consolidated

33,879

40,264

43,344

Toll Roads

11,414

15,815

17,097

Rails

11,712

11,772

11,749

Airports2

5,632

6,119

6,104

Other3

5,121

6,557

8,394

Cash, Cash Equivalents, and Financial Investments - Consolidated

6,923

7,710

9,305

Toll Roads

2,771

3,873

4,576

Rails

1,316

1,449

1,219

Airports2

922

1,396

1,211

Other3

1,914

991

2,299

Net Balance of Derivatives Receivable (Payable) - Consolidated

(133)

(156)

(94)

Net Debt - Consolidated

27,088

32,709

34,133

Net Debt - Holding Company

3,278

5,609

6,089

  1. Gross debt excludes transaction costs incurred during the structuring of the respective financial instruments, when measured at amortized cost.

  2. In the Balance Sheet, amounts related to the Airport Business are classified as Assets Held for Sale and Liabilities Held for Sale.

  3. Unallocated (Holding Companies).

The Indebtedness Performance already reflects funding for Motiva Holding (R$1.8 billion) and disbursement for RioSP (R$1.75 billion), which contributed to the increase in the Company's leverage. However, the contribution to EBITDA will gradually occur with the evolution of these operations and will naturally offset the increase in the Company's leverage.

Consolidated Debt Breakdown¹ (Does not consider the reclassification of Airports)

TJLP + 0.0% - 4.0% p.a., IPCA + 2.28% - 8.68%

BNDES

Average Cost (% per annum)

Debt Breakdown (R$ MM)

BNB IPCA +2.28% - 2.79%

Debentures, CCB, and Others CDI - 1.30% - + 3.75% a.a.

Debentures IPCA + 4.25% - 7.78% p.a.

USD 4.2% p.a. - 9% p.a., SOFR 6M+ 3.03% p.a.

Other 6.14% p.a. - 9.76% p.a.

Total Equivalent

CDI - 0.25%

  1. The amounts are not deducted from transaction costs and are measured at amortized cost.

4Q25 RESULTS

Debt Breakdown by Index¹ (Considers the Airports reclassification)



7.063; 19%

18.990;

50%

11.056;

29%

5.189; 14%

13.334;

35%

19.060;

51%

625; 2%

TJLP, TLP (IPCA) - BNDES

CDI - Debentures, CCB, and Others

IPCA - Debentures

Fixed

Unhedged Hedged

  1. Amounts in R$M and as a % of the Company's total debt.

Amortization Schedule¹ (Considers the Airports reclassification)

38%

1.681

2.165

2.424

3.129

3.320

2.650

1.847

1.395

14.493

4% 6% 6% 8% 12% 9% 7% 5% 4%

4.632

2026 2027 2028 2029 2030 2031 2032 2033 2034 From

2035

R$ MM % Total

  1. The amounts are not deducted from transaction costs and are measured at amortized cost.

The consolidated amortization schedule shows the Company's long-term debt profile. Nearly 54% of amortization will begin to mature in 2032, approximately 3 p.p. higher than in the same period of the previous year. As a result of the debt extension, duration reached 5.9 years in 4Q25, with an average cost equivalent to CDI - 0.25%.

4Q25 RESULTS

CAPEX and Maintenance

Investments (including those to be received as financial assets) plus maintenance reached R$3,038 million in 4Q25 (+28.7%) and R$8,508 million in 2025 (+15.9%).

PP&E and Intangible Assets

Performed Maintenance

Total

R$ MM (100%)

Improvements, Equipment, Financial Assets¹, and Others

Maintenance Costs

4Q25

2025

4Q25

2025

4Q25

2025

AutoBAn

63

146

181

777

244

923

ViaLagos

3

7

-

-

3

7

RodoAnel Oeste

18

76

-

-

18

76

SPVias

23

57

17

75

40

132

Motiva Pantanal

239

390

-

-

239

390

ViaSul

248

994

32

32

280

1,026

ViaCosteira

120

411

-

-

120

411

RioSP

510

1,723

-

-

510

1,723

ViaOeste2

345

791

-

-

345

791

Rota Sorocabana

168

465

-

-

168

465

PRVias

168

406

-

-

168

406

Toll Roads

1,906

5,467

230

884

2,136

6,351

ViaQuatro

205

257

-

-

205

257

ViaMobilidade -

Lines 5 and 17

25

84

-

-

25

84

MetrôBahia

36

89

-

-

36

89

VLT Carioca

11

39

-

-

11

39

ViaMobilidade -

Lines 8 and 9

320

830

-

-

320

830

Rails

596

1,299

-

-

596

1,299

Airports

228

654

-

-

228

654

Other3

77

117

-

-

77

117

Consolidated

2,807

7,537

230

884

3,038

8,421

ViaOeste4

-

87

-

-

-

87

Consolidated + ViaOeste

2,807

7,624

230

884

3,038

8,508

  1. The investments made by the concessionaires, which will be received by the Granting Authorities as monetary consideration or contribution, are part of the financial assets.

  2. Improvement works classified as CAPEX, due to the future economic benefits in the highway segments previously managed by ViaOeste and currently by Rota Sorocabana.

  3. Includes Holding Company, CPC, and Eliminations.

  4. Considers improvement works (R$87 million) that do not generate future economic benefit and, therefore, were recorded as costs when incurred.

    4Q25 RESULTS

    The concessionaires that invested the most in the quarter were RioSP, ViaSul, and ViaOeste.



    At RioSP, investments focused on expansion works in the São Paulo and São José dos Campos Metropolitan Regions, as well as progress on works in Serra das Araras. At ViaSul, disbursements were mainly related to lane and service road interventions, as well as duplications on various stretches of BR-101, BR-290, and BR-386. At ViaOeste, highlights included roadway duplications, the implementation of return devices, and additional lanes across several sections of the Raposo Tavares, Castello Branco, and Lívio Tagliassachi highways. At ViaMobilidade - Lines 8 and 9, highlights included the European Train Control System (ETCS), interventions in the power supply network and substations, revitalization of the permanent way, and the Domingos de Moraes and Jandira stations, as well as improvements at the Presidente Altino maintenance yard.

    The concessions listed below reported investments exceeding the commitments established for 2025, generating a cash effect compared to what had previously been disclosed by the Company, mainly due to the following factors:

    • AutoBAn: Underestimation of additional resurfacing requirements, a matter that will be subject to a rebalancing claim.

    • ViaSul: The increase in investments was driven by higher disbursements related to the duplication works on the BR-386 highway, mainly due to project scope adjustments, the re-contracting of service providers, and the acceleration of works originally scheduled by the concessionaire for 2026. In addition, expenditures were incurred as a result of the climate-related event, which required the reconstruction of impacted sections and additional pavement interventions-items that are currently being submitted by the concessionaire for economic-financial rebalance.

    • ViaOeste: The increase in investments mainly resulted from supplier re-contracting processes, scope adjustments, and the adoption of schedule optimization measures required to ensure the full delivery of interventions on the Castello Branco Marginal and the duplications of Raposo Tavares and Lívio Tagliassachi.

    • Motiva Pantanal: The increase in investments resulted from contractual optimization and the incorporation of new investment obligations.

    • ViaQuatro: The increase in investments is mainly explained by expenditures associated with the initial works related to the extension amendment, which were already contemplated in the terms of the amendment

4Q25 RESULTS

Investments expected for 2026

The capital budget, considering mandatory and discretionary investments for the consolidated group, including jointly owned subsidiaries, expected for 2026.

R$ MM

Improvement s

Maintenance

Commercial Revenues

Service level

Reimbursement s from the Granting

Authority (cash effect)

Total (net of

contributions)

AutoBAn

325

72

-

46

-

443

ViaLagos

14

-

-

-

-

14

RodoAnel Oeste

116

28

-

17

-

161

SPVias

281

378

-

-

-

659

Pantanal

1,106

1

-

-

-

1,107

ViaSul

618

48

-

-

-

667

ViaCosteira

340

7

-

-

-

347

RioSP

1,671

1

-

-

-

1,672

Sorocabana

935

-

-

-

-

935

PRVias

615

-

-

-

-

615

Renovias (40%)

3

10

-

-

-

13

ViaRio (66.66%)

9

6

-

-

-

15

ViaOeste

519

-

-

-

-

519

Toll Roads

6,552

551

-

64

-

7,167

ViaQuatro

851

40

50

-

(818)

123

ViaMobilidade Lines 5 and 17

132

48

19

-

(8)

191

Metrô Bahia

66

48

1

-

-

115

VLT

26

23

7

-

-

56

ViaMobilidade Lines 8 and L9

483

72

12

-

-

566

Rails

1,553

231

89

-

(826)

1,051

Other¹

117

2

2

-

-

121

Consolidated

8,227

784

91

64

(826)

8,339

  1. Considers amounts equivalent to the Company's ownership stake in each asset.

  2. Includes Holding Companies and CPC.

    Below are the main additional improvements, maintenance works, commercial revenue initiatives, and service level enhancements for 2026:

    4Q25 RESULTS

    Toll Roads



    ViaOeste: (R$519 million)

    • The updated amounts mainly reflect adjustments required to ensure the continuation and completion of the works provided for in the concession agreement, including adaptations resulting from re-contracting processes (37%), related to scope revisions subject to rebalancing (27%), technical adjustments, and initiatives aimed at schedule optimization (3%). Contingency provisions aligned with the project's risk matrix were also incorporated (10%). The updated scope includes the completion of interventions on the Castello Branco Marginal, as well as the duplication works at Raposo Tavares and Lívio Tagliassachi, in addition to the required expropriations, ensuring the fulfillment of obligations throughout the year and the full delivery of the planned commitments.

      Rails

      Regarding the assets below, the following investments are considered for 2026:

      ViaQuatro: (R$123 million)

    • Improvements: Initial works for the extension of the line to Taboão da Serra, as well as fleet renewal, system enhancements, labor, engineering and maintenance services, and contingencies associated with the extension of the operation.

    • Maintenance: Revitalization of the fixed and onboard signaling systems, maintenance vehicles, and electrical upgrades.

    • Ancillary revenue expansion: Retrofit of the Pinheiros and Faria Lima stations.

      ViaMobilidade - Lines 5 and 17: (R$191 million)

      The investment volume projected for 2026 incorporates R$ 68 million resulting from the postponement of projects, including scope adjustments, retrofit works, and the feasibility study for the Jardim Ângela extension.

    • Rebalancable Improvements: Expropriations for the extension to Jardim Ângela and the implementation of new systems, with an additional investment of R$ 85 million related to the amendment currently under negotiation with the Granting Authority."

    • Improvements: Labor and engineering services, rolling stock maintenance, licensing, and system revitalization.

    • Maintenance: Replacement and acquisition of equipment and systems to enhance infrastructure.

    • Increase in commercial revenues: Construction of a new mall at Capão Redondo Terminal.

      4Q25 RESULTS

      ViaMobilidade - Lines 8 and 9: (R$566 million)



      The investment volume projected for 2026 incorporated R$ 128 million carried over from 2025, primarily due to delays in substation construction works.

    • Improvements: Improvements: Revitalization of electrical systems, restoration of Júlio Prestes station, structural reinforcement of the Gallafrio Viaduct, and expansion of the Engenheiro São Paulo Yard.

    • Maintenance: Maintenance: Revitalization of underground equipment and permanent way infrastructure, rolling stock refurbishment, and acquisition of electrical equipment for the Leopoldina station.

      Metrô Bahia: (R$115 million)

    • Improvements: Restoration of two damaged trains to full operation, upgrades to systems and equipment, pavement improvements, and execution of labor and engineering services related to rail infrastructure.

    • Maintenance: Revitalization and acquisition of electrical components for the stations, as well as fleet overhauls.

      VLT Carioca: (R$56 million)

      The investment volume projected for 2026 incorporated R$ 18 million carried over from 2025, mainly related to energization projects

    • Improvements: Revitalization of systems and fleet renewal

    • Maintenance: Acquisition of equipment to ensure power supply to trains and improvements to associated electrical systems.

    • Increase in commercial revenues: Implementation of a dedicated electrical substation for the Gentileza Intermodal Terminal (TIG).

4Q25 RESULTS

Regulatory Matters and Other Material Facts

SPVias - Amendment 23

On November 13, 2025, Amendment 23 to the SPVias concession agreement was executed, formalizing the incorporation of additional investments not included in the original agreement, and restoring the economic-financial balance through a 322-day extension of the concession term.

Sale of CPC - Airport Business

On November 18, 2025, the Company entered into a share purchase and sale agreement with ASUR, pursuant to which the Company agreed to sell, and ASUR agreed to acquire, 100% of the shares of CPC, a holding company that consolidates the Company's interests in airport assets in Brazil and abroad, for R$5 billion (EV/EBITDA of 8.8x LTM Sep/25 @stake), subject to customary closing adjustments. The completion of the transaction is subject to the fulfillment of conditions precedent, including regulatory approvals in Brazil (by ANAC) and abroad, as well as antitrust authorities. For further information, please refer to Note 26.

Fernão Dias - Result of the Bidding Process

On December 11, 2025, the Company was awarded the Bidding Process 04/2025, conducted by ANTT, for the acquisition of 100% of the shares of Autopista Fernão Dias S.A., the current concessionaire of BR-381/MG/SP. The winning bid offered a 17.05% discount on the basic toll rate, in accordance with the criteria outlined in the Notice to Bidders. The consummation of the transaction is subject to the execution of the Share Purchase and Sale Agreement, the Amendment for modernization of the Concession Agreement, and the fulfillment of the conditions established in the Notice. Upon execution of the Amendment, the concession term will be extended by 15 years.

For more details, see Note 1.1 of the Quarterly Information.

Sustainability Agenda

4Q25 was marked by significant advances in Motiva's sustainability agenda. In 4Q25, highlights included initiatives related to one of the Company's material topics: Climate Strategy. During the period, Motiva took another step in its sustainability journey with the creation of its own electricity trading company, a strategic move aimed at reducing operating costs and consolidating a 100% renewable energy matrix.

In addition, the Company completed the development of approximately 5,000 climate adaptation plans, covering highways, rail, and airports, meeting the target of addressing 100% of assets with

4Q25 RESULTS

significant risks by the end of 2025. With this achievement, Motiva consolidates its sector

leadership and reaffirms its commitment to risk management and long-term sustainability.



One of the main highlights of the quarter was Motiva's participation in COP30, in Belém, where the Company was present for eight days, reinforcing its leadership in the sector. Motiva took part in 27 panels and promoted discussions on decarbonization, biodiversity, climate adaptation, and sustainable cities, engaging with civil society, the private sector, and public authorities.

Motiva played a leading role in the development of the Transport Decarbonization Coalition in 2025, which was consolidated as a benchmark for multi-sector collaboration during COP. This initiative contributed to advancing the sector and disseminating practices that support the decarbonization process. Another highlight during COP was the launch of the Carbonometer, installed at the Paulista - Pernambucanas station, which displays in real time the reduction of CO₂ emissions resulting from the use of Motiva's trains and subways in São Paulo.

Finally, Motiva recorded a significant improvement in its CSA (Corporate Sustainability Assessment) score by S&P Global, closing 2025 with a meaningful advancement compared to the previous year, reinforcing its position as a sector benchmark in sustainability practices.

Diversity and Inclusion

In 4Q25, Motiva initiated a review of its D&I governance, the development of roadmaps for 2026,

and the redefinition of the area's positioning and overall strategy.

In November, Metrô Bahia and Motiva were recognized with the Ethnic-Racial Diversity Seal and the Racial Equality Seal, awarded by the Municipal Governments of Salvador and São Paulo. This recognition reinforces the principles of Motiva Culture and confirms that the Company's businesses are on the right path in their diversity journey.

To close the year, Motiva launched the first edition of the Impulsione mentoring program, exclusively for Black employees. The initiative included an in-person experience in Rio de Janeiro, featuring a guided route through Little Africa, in the heart of the city center.

Social Responsibility

In 4Q25, Instituto Motiva made significant progress in its Social Investment strategy, reinforcing its commitment to more resilient and sustainable cities. Within the Sustainable Solutions pillar, highlights included leadership of the Transport Decarbonization Coalition, which received awards from Aberje and AmCham. Participation in COP30, in Belém, generated recommendations and case studies such as the Nature-Based Schools and Climate Action Program.

4Q25 RESULTS

Under the Reduction of Inequalities pillar, Motiva provided free transportation for more than 2,600

visitors to the São Paulo Art Biennial and supported FLUP, enabling 300 residents of Morro da



Providência to attend the literary festival in Rio de Janeiro. In addition, Estação Motiva Cultural, recognized with the CONCERTO Award, has already welcomed more than 23,300 people, reinforcing the Company's commitment to democratizing access to culture.

In Quality of Life, the Caminhos para a Saúde program delivered more than 20,000 services during the quarter. Motiva was also recognized by the Na Mão Certa Program for its actions to prevent child sexual exploitation. Under the Volunteering pillar, the International Volunteer Week benefited more than 5,000 people, with 15 initiatives across 8 States, expanding social impact through employee engagement.

Learn more about Motiva at: https://www.motiva.com.br/en/



4Q25 RESULTS

Exhibit 1 - IFRS

Gross Revenues (excluding Construction Revenue) by Asset (considers the Airports reclassification)

Gross Revenue - Tolls (R$ MM)

4Q24

4Q25

Var.%

2024

2025

Var.%

AutoBAn

948,538

1,046,469

10.3%

3,695,634

3,985,229

7.8%

ViaOeste

315,471

-

n.m.

1,224,739

298,051

-75.7%

RioSP

352,634

387,582

9.9%

1,342,169

1,437,622

7.1%

SPVias

274,242

310,132

13.1%

1,067,082

1,166,365

9.3%

ViaSul

145,807

146,934

0.8%

535,920

572,301

6.8%

RodoAnel Oeste

115,227

129,982

12.8%

448,348

491,053

9.5%

ViaCosteira

54,036

53,356

-1.3%

212,680

211,524

-0.5%

ViaLagos

59,670

62,726

5.1%

219,302

234,668

7.0%

Motiva Pantanal

60,222

108,092

79.5%

229,276

442,990

93.2%

Rota Sorocabana

-

164,721

n.m.

-

420,765

n.m.

PRVias

-

195,265

n.m.

0=-

412,599

n.m.

Total Gross Revenue - Tolls

2,325,847

2,605,259

12.0%

8,975,150

9,673,167

7.8%

% Total Revenue

88.1%

78.0%

-10.1 p.p.

47.3%

48.9%

1.6 p.p.

% AVI

79.6%

84.6%

5.0 p.p.

78.8%

84.5%

5.7 p.p.

Gross Revenue - Rail/Waterway (R$ MM)

4Q24

4Q25

Var.%

2024

2025

Var.%

ViaQuatro

213,824

194,107

-9.2%

839,359

818,089

-2.5%

Metrô Bahia

145,409

156,420

7.6%

566,962

609,780

7.6%

ViaMobilidade - Lines 8 and 9

227,903

249,095

9.3%

878,339

940,590

7.1%

ViaMobilidade - Lines 5 and 17

133,203

139,272

4.6%

539,688

556,848

3.2%

VLT Carioca

24,864

26,667

7.3%

120,792

105,617

-12.6%

Barcas

23,141

-

n.m.

100,420

11,309

-88.7%

Total Gross Revenue - Rail/Waterway

768,344

765,561

-0.4%

3,045,560

3,042,233

-0.1%

% Total Revenue

29.1%

22.9%

6.2 p.p.

16.0%

15.4%

-0.6 p.p.

Discontinued Operations (R$ MM)

4Q24

4Q25

Var.%

2024

2025

Var.%

Total

-1,601,658

-1,807,818

n.m.

-

-

n.m.

% Total Revenue

-60.7%

-54.1%

- 6.5 p.p.

0.0%

0.0%

0.0 p.p.

Gross Revenue - Construction

4Q24

4Q25

Var.%

2024

2025

Var.%

Total

882,149

1,560,795

76.9%

5,705,197

4,960,113

-13.1%

% Total Revenue

33.4%

46.7%

13.3 p.p.

30.0%

25.1%

- 4.9 p.p.

Other Gross Revenue

4Q24

4Q25

Var.%

2024

2025

Var.%

Total Gross Revenue - Other

265,419

215,487

-18.8%

1,266,788

2,092,830

65.2%

% Total Revenue

10.1%

6.5%

3.6 p.p.

6.7%

10.6%

3.9 p.p.

Total Gross Revenue

4Q24

4Q25

Var.%

2024

2025

Var.%

Total (with Construction Revenue)

2,640,101

3,339,284

26.5%

18,992,695

19,768,343

4.1%

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