Publicly Held Company
Corporate Taxpayer's ID (CNPJ/MF): 21.314.559/0001-66 Company Registry (NIRE): 35.300.472.101
MOVIDA PARTICIPAÇÕES S.A. ("Movida" or "Company") (B3: MOVI3), in compliance with Law No. 6,404/76 ("Brazilian Corporation Law") and CVM Resolution No. 44/21, hereby informs its shareholders and the market in general that, on this date, the Company's Board of Directors
(i) approved the declaration of interest on equity in the total gross amount of R$255,000,000.00 (two hundred and fifty-five million reais) ("IOE"); and (ii) declared that the Company will, in due course, carry out a private capital increase within the limit of the authorized capital ("Future Capital Increase"). The purpose of the Future Capital Increase is to preserve the Company's capital structure and cash position, while maintaining the Company's profit distribution at the level of 25% of the net income for the fiscal year.
Future Capital Increase
The new shares to be issued in the Future Capital Increase may be subscribed and paid in by the Company's shareholders (i) in cash, in Brazilian currency; or (ii) through the use, in whole or in part, of the credit (net of withholding income tax) related to the IOE declared on this date.
To achieve these objectives, the Future Capital Increase allows shareholders to use the credit related to the IOE to pay for the new shares, which enables (i) shareholders to exercise their respective preemptive rights without the need for additional financial resources; and (ii) partially offsets the effect of the IOE distribution.
The Company has received an indication that SIMPAR S.A., its controlling shareholder, and some of its officers will subscribe to the Future Capital Increase.
Interest on Equity
The estimated gross amount per share (excluding treasury shares) of the IOE is R$0.75186692, which may be modified due to changes in the number of treasury shares. Any change in the amount per share resulting from a change in the number of treasury shares will be duly communicated to shareholders.
Payment of the IOE will be made by December 31, 2026, based on the Company's shareholder position as of December 19, 2025 (inclusive). The Company's shares will be traded on the stock exchange ex-IOE as of December 22, 2025. No monetary adjustment will apply to the declared amount between the date of this Material Fact and the payment date.
The net amount to be distributed as IOE will be allocated to the mandatory minimum dividend that may be declared to the Company's shareholders for the fiscal year 2025 and will be paid in proportion to each shareholder's interest, with withholding income tax, except for shareholders who are proven to be immune or exempt.
São Paulo, December 16, 2025
Movida Participações S.A.Daniela Sabbag Papa CFO & IRO