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

of the

Securities Exchange Act of 1934

For the month of

October 2023

Vale S.A.

Praia de Botafogo nº 186, 18º andar, Botafogo
22250-145 Rio de Janeiro, RJ, 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.)

(Check One) Form 20-F x Form 40-F ¨

Contents

(A free translation of the original in Portuguese)

Report on review of quarterly information

To the Board of Directors and Stockholders

Vale S.A.

Introduction

We have reviewed the accompanying parent company and consolidated interim accounting information of Vale S.A. ("Company"), included in the Quarterly Information Form (ITR) for the quarter ended September 30, 2023, which comprises the financial position as of September 30, 2023 and the respective income statements and the statements of comprehensive income for the three and nine-month periods then ended, the statement of changes in equity for the nine-month period then ended, the parent company statement of cash flows for the nine-month period then ended and the consolidated statements of cash flows for the three and nine-month periods then ended, and explanatory notes.

Management is responsible for the preparation of the parent company and consolidated interim accounting information in accordance with the accounting standard CPC 21, Interim Financial Reporting, of the Brazilian Accounting Pronouncements Committee (CPC) and International Accounting Standard (IAS) 34, Interim Financial Reporting issued by the International Accounting Standards Board (IASB), as well as the presentation of this information in accordance with the standards issued by the Brazilian Securities Commission (CVM), applicable to the preparation of the Quarterly Information (ITR). Our responsibility is to express a conclusion on this interim accounting information based on our review.

Scope of review

We conducted our review in accordance with Brazilian and International Standards on Reviews of Interim Financial Information (NBC TR 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Brazilian and International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion on the interim information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying parent company and consolidated interim accounting information included in the quarterly information referred to above has not been prepared, in all material respects, in accordance with CPC 21 and IAS 34 applicable to the preparation of the quarterly information, and presented in accordance with the standards issued by the CVM.

Other matters

Value added statements

The quarterly information referred to above includes the parent company and consolidated statements of value added for the nine-month period ended September 30, 2023. These statements are the responsibility of the Company's management and are presented as supplementary information under IAS 34. These statements have been subjected to review procedures performed together with the review of the interim accounting information for the purpose of concluding whether they are reconciled with the interim accounting information and accounting records, as applicable, and if their form and content are in accordance with the criteria defined in the accounting standard CPC 09 - "Statement of Value Added". Based on our review, nothing has come to our attention that causes us to believe that these statements of value added have not been properly prepared, in all material respects, in accordance with the criteria established in this accounting standard, and consistent with the parent company and consolidated interim accounting information taken as a whole.

Rio de Janeiro, October 26, 2023

PricewaterhouseCoopers

Auditores Independentes Ltda.

CRC 2SP000160/O-5

Patricio Marques Roche

Contador CRC 1RJ081115/O-4

Consolidated Income Statement

In millions of Brazilian reais, except earnings per share

The accompanying notes are an integral part of these interim financial statements.

Income Statement of the Parent Company

In millions of Brazilian reais, except earnings per share

The accompanying notes are an integral part of these interim financial statements.

Consolidated and Parent Company’s Statement of Comprehensive Income

In millions of Brazilian reais

Items above are stated net of tax and the related taxes are disclosed in note 7.

The accompanying notes are an integral part of these interim financial statements.

Consolidated Statement of Cash Flows

In millions of Brazilian reais

The accompanying notes are an integral part of these interim financial statements.

Statement of Cash Flows of the Parent Company

In millions of Brazilian reais

The accompanying notes are an integral part of these interim financial statements.

Consolidated and Parent Company’s Statement of Financial Position

In millions of Brazilian reais

The accompanying notes are an integral part of these interim financial statements.

Statement of Changes in Equity

In millions of Brazilian reais

The accompanying notes are an integral part of these interim financial statements.

Consolidated and Parent Company’s Value Added Statement

In millions of Brazilian reais

The accompanying notes are an integral part of these financial statements.

1. Corporate information

Vale S.A. (the “Parent Company”) is a public company headquartered in the city of Rio de Janeiro, Brazil with securities traded on the share exchanges of São Paulo – B3 S.A. (VALE3), New York - NYSE (VALE) and Madrid – LATIBEX (XVALO).

Vale S.A. and its subsidiaries (“Vale” or the “Company”) are global producers of: (i) iron ore and iron ore pellets, which are key raw materials for steelmaking, (ii) nickel, that is used to produce stainless steel, electric vehicles and metal alloys employed in the production process of several products, (iii) copper, used in the construction sector to produce pipes and electrical wires, and (iv) platinum, gold, silver, and cobalt as by-products of nickel and copper. To outflow its production, Vale also operates a railroad and port logistics system in Brazil.

Most of the Company’s products are sold to international markets, through the Company's main trading company, Vale International SA (“VISA”), a wholly owned subsidiary located in Switzerland.

In addition, Vale has investments in associates and joint operations which operate energy assets to reduce energy costs, minimize the risk of shortages and meet its energy consumption needs through renewable sources.

The Company also used to produce and sell thermal and metallurgical coal until the sale of this operation in April 2022 (note 15g), which results are presented in these interim financial statements as “discontinued operations”.

In line with the Company’s energy transition strategy, Vale entered into an agreement with Manara Minerals and Engine No. 1 during the current quarter to sell a minority interest in the energy transition metals business (notes 3 and 15a).

2. Basis of preparation of interim financial statements

The condensed consolidated and individual interim financial statements of the Company (“interim financial statements”) have been prepared and are being presented in accordance with IAS 34/CPC 21 - Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”), as implemented in Brazil by the Brazilian Accountant Pronouncements Committee ("CPC"), approved by the Brazilian Securities Exchange Commission ("CVM"). All relevant information for the interim financial statements, and only this information, are presented and consistent to those used by the Company's Management.

The interim financial statements have been prepared to update users on the relevant events and transactions that occurred in the period and must be analyzed together with the financial statements for the year ended December 31, 2022. Accounting policies, accounting estimates and judgments, risk management and measurement methods are the same as those adopted in the preparation of the latest annual financial statements.

These interim financial statements were authorized for issue by the Board of Directors on October 26, 2023.

a) New and amended standards

In June 2023, the International Sustainability Standards Board (“ISSB”) issued IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information and IFRS S2 Climate-related Disclosures, which provide requirements for disclosures on sustainability-related risks and opportunities and climate-related specific disclosures, respectively. The Company is currently assessing the potential impacts arising from these standards, which are both effective for annual reporting periods beginning on or after 1 January 2024.

Certain other new accounting standards, amendments and interpretations have been published that are not mandatory for December 31, 2023 reporting periods or have not materially impacted these interim financial statements. The Company did not early adopt any of these standards and does not expect them to have a material impact in future reporting periods.

b) Statement of Value Added

The presentation of the parent company and consolidated statements of value added is required by the Brazilian corporate legislation and the accounting practices adopted in Brazil for listed companies, while it is not required by IFRS. Therefore, under the IFRS, the presentation of such statements is considered supplementary information, and not part of the set of financial statements. The Statement of Value Added was prepared in accordance with the criteria defined in Technical Pronouncement CPC 09 - "Statement of Value Added".

c) Functional currency and presentation currency

The interim financial information of the Parent Company and its associates and joint ventures are measured using the currency of the primary economic environment in which each entity operates (“functional currency”), in the case of the Parent Company is the Brazilian real (“R$”).

The main exchange rates used by the Company to translate its foreign operations are as follows:

3. Significant events in the three-month period ended September 30, 2023

Strategic partnership on the Energy Transition Metals business (note 15a) - In July 2023, the Company signed two separate binding agreements with Manara Minerals and Engine No. 1, which will hold a combined 13% equity interest in Vale Base Metals Limited (“VBM”) for the consideration of approximately R$17 billion (US$3.4 billion). These agreements will be accounted for as an equity transaction with any result being recognized in shareholder’s equity upon closing of the transaction.

Shareholders remuneration (note 28c) - On July 27, 2023, the Board of Directors approved interest on capital to its shareholders in the amount of R$8,277 (US$1,744 million) as an anticipation of the remuneration for the year ended December 31, 2023. This amount was fully paid in September 2023.

On October 26, 2023 (subsequent event), the Board of Directors approved an additional remuneration to its shareholders in the amount of R$10,033 (US$2,000 million) as an anticipation of the shareholders remuneration for the year ending December 31, 2023, of which R$3,295 (US$657 million) was approved as interest on capital and R$6,738 (US$1,343 million) as dividends. This amount is expected to be paid in December 2023.

Share buyback program (subsequent event) - On October 26, 2023, the Board of Directors approved the common shares buyback program, limited to a maximum of 150 million common shares or their respective ADRs. The new share buyback program aims to continue the program approved in April 2022, which will be concluded in October 2023.

4. Information by business segment and geographic area

The segments are aligned with products and reflect the structure used by Management to evaluate the Company’s performance. The responsible bodies for making operational decisions, allocating resources and evaluating performance are the Executive Committee and Board of Directors. Accordingly, the performance of the operating segments is assessed based on a measure of adjusted EBITDA, among other measures.

a) Adjusted EBITDA

The definition of Adjusted EBITDA for the Company is the operating income or loss plus dividends received and interest from associates and joint ventures, and excluding the amounts charged as (i) depreciation, depletion and amortization and (ii) impairment reversal (impairment) and results on disposal of non-current assets.

(i) Includes adjustments of R$228 (US$47 million) and R$668 (US$134 million) in the three and nine-month periods ended September 30, 2023, respectively, to reflect the performance of the streaming transactions at market prices.

b) Net operating revenue by shipment destination

c) Assets by segment

(i) According to the Company's shareholder remuneration policy, dividends are calculated based on 30% of the adjusted EBITDA less sustaining capital investments.

d) Assets by geographic area

5. Costs and expenses by nature

a)    Cost of goods sold, and services rendered

b)       Selling and administrative expenses

c)       Other operating expenses, net

Financial guarantees

As of September 30, 2023, the total guarantees granted by the Company (within the limit of its direct or indirect interest) for certain associates and joint ventures was R$1.332 (US$266 million) (December 31, 2022: R$7,941 (US$1,522 million)), which the fair value is presented in note 13.

7. Income taxes

a) Income tax reconciliation

Income tax expense is recognized based on the estimate of the weighted average effective tax rate expected for the full year, adjusted for the tax effect of certain items that are recognized in full on the interim tax calculation. Therefore, the effective tax rate in the interim financial statements may differ from management’s estimate of the effective tax rate for the year.

The reconciliation of the taxes calculated according to the nominal tax rates and the amount of taxes recorded is shown below:

The balance mainly relates to the settlement program of claims regarding the collection of income tax and social contribution on equity gains of foreign subsidiaries and affiliates from 2003 to 2012. This amount bears SELIC interest rate (Special System for Settlement and Custody) and will be paid in monthly installments until October 2028 and the impact of the SELIC over the liability is recorded under the Company’s financial results (note 6).

d)   Uncertain tax positions (“UTP”)

There have not been any relevant developments on matters related to UTP since the financial statements for the year ended December 31, 2022.

e) Recoverable and payable taxes

8. Basic and diluted earnings per share

The basic and diluted earnings per share are presented below:

9. Cash flows reconciliation

a) Cash flow from operating activities:

b) Cash flow from investing activities

c) Reconciliation of debt to cash flows arising from financing activities

Additions

Payments

d) Non-cash transactions

10. Accounts receivable

No customer individually represented 10% or more of the Company’s revenues in the periods presented above.

Provisionally priced commodities sales – The Company is mainly exposed to iron ore and copper price risk. The final sales price of these commodities is calculated based on the pricing period stipulated in the sales contracts, which generally is later than the revenue recognition date. Therefore, the Company initially recognizes revenue based on a provisional invoice and the receivables of the provisionally priced products are subsequently measured at fair value through profit or loss (note 19), with these changes in the value of the receivables recorded in the Company's net operating revenue.

The sensitivity of the Company’s risk on final settlement of provisionally priced accounts receivables is presented below:

11. Inventories

(i) In the nine-month period ended September 30, 2023, the effect of the net realizable value provision in the income statement was R$224 (US$45 million) (2022: R$163 (US$31 million)).

12. Suppliers and contractors

The Company has transactions with certain suppliers, which allows them to anticipate their receivables and the Company to extend its payment term within the short term, that is, during its operational cycle. The outstanding balance related to those transactions was R$7,490 (US$1,496 million) as of September 30, 2023 (December 31, 2022: R$3,877 (US$743 million)), of which R$1,508 (US$301 million) (December 31, 2022: R$1,058 (US$202 million)) relates to the structure created by the Company with the exclusive purpose of enabling small and medium suppliers to anticipate their receivables with better interest rates, in line with Vale’s social pillar.

13. Other financial assets and liabilities

(i) It mainly relates to a 2.66% noncontrolling interest in Boston Electrometallurgical Company, which aims to promote the development of a technology focused on reducing carbon dioxide emissions in steel production.

(ii) In March 2023, the Company completed the sale of its interest in CSP and derecognized the financial guarantee granted by the Company.

a) Liabilities related to the concession grant

14. Investments in associates and joint ventures

(i) In September 2022, Vale concluded the divestment of its 25% stake in Korea Nickel Corp. for R$86 (US$16 million).

a) Changes in the period

Reorganization of nickel and copper operations – In July 2023, in the context of the corporate reorganization of the Energy Transition Metals segment in preparation for the agreement to sell the non-controlling interest in the assets of this segment (note 15a), Vale transferred through a capital contribution the assets and liabilities related to the Onça Puma ferro-nickel operations and the Sossego copper operations to its wholly-owned subsidiaries Mineração Onça Puma S.A. and Salobo Metais S.A., respectively. The corporate transactions occurred between Vale and its wholly-owned subsidiaries and, therefore, there is no impact at the Consolidated level.

Capital reduction in a foreign subsidiary – In August 2022, the Company approved a capital reduction in the amount of US$1,500 (R$7,885 million) of Vale International SA (“VISA”), a wholly-owned foreign subsidiary, leading to a reduction in the absolute value of the investment held by the Parent Company, which resulted in a gain of R$7,938 (US$1,543 million) presented as “Other financial items, net” (note 6) due to the reclassification of the cumulative translation adjustments following our accounting policy for such nature of transaction. The remaining balance of cumulative translation adjustments of VISA represents R$23,980 (US$4,789 million) as of September 30, 2023.

PT Vale Indonesia Tbk (“PTVI”) – PTVI has a Contract of Work with the government of Indonesia to operate its mining licenses, expiring in December 2025. To extend the period of the mining licenses beyond 2025, PTVI must meet certain requirements under the Contract of Work, including the commitment to meet a threshold of Indonesian participants in its shareholding structure. Therefore, the Company will have to make further divestment of PTVI’s shares no later than December 2025 to comply with these requirements, which may result in Vale losing its control over PTVI in future reporting periods.

Merger of New Steel – On April 29, 2022, the General Meeting approved the merger of New Steel Global N.V. (“New Steel”) into Vale. The merger did not result in the issuance of new shares or changed Vale's share capital, and the respective net assets were incorporated.

15. Acquisitions and divestitures

(i) Includes impairment of the investment in the amount of US$111 and a provision for accounts receivable with CSP in the amount of US$24.

a) Strategic partnership on the Energy Transition Metals business – In July 2023, the Company signed a binding agreement with Manara Minerals, a joint venture between Ma’aden and Saudi Arabia’s Public Investment Fund, under which Manara Minerals will make an equity investment in Vale Base Metals Limited (“VBM”), the holding entity for Vale’s Energy Transition Metals Business. At the same time, Vale and Engine No. 1 entered into another binding agreement for an equity investment in VBM. As a result of both agreements, Manara Minerals and Engine No. 1 will hold a combined 13% equity interest in VBM for the consideration of approximately R$17 billion (US$3.4 billion), which will be contributed to VBM thereby diluting Vale to an 87% stake.  

Therefore, the Company will retain control over VBM and this agreement shall be accounted for as an equity transaction with any result being recognized in shareholder’s equity upon closing of the transaction, which is expected to take place in 2024, subject to precedent condition, including the approval of the relevant antitrust and regulatory authorities.

b) Sale of Companhia Siderúrgica do Pecém (“CSP”) – In July 2022, the Company and the other shareholders of CSP signed a binding agreement with ArcelorMittal Brasil S.A. (“ArcelorMittal”) for the sale of CSP. Following the terms of the agreement, the Company has impaired its investment in full, with an impact of R$553 (US$111 million) and recorded a provision for accounts receivable with CSP in the amount of R$132 (US$24 million), both recorded in the income statement for the nine-month period ended September 30, 2022.

In March 2023, the Company completed the sale of its interest in CSP to ArcelorMittal, for R$11,147 (US$2,194 million), which was fully used to prepay most of the outstanding net debt of R$11,665 (US$2,296 million). The remaining balance was settled by the shareholders and so Vale disbursed R$346 (US$67 million) upon completion of the transaction. The Company also derecognized its financial liability related to the guarantee granted to CSP, leading to a gain of R$181 (US$35 million) recorded as “Equity results and other results in associates and joint ventures” for the nine-month period ended September 30, 2023.

c) Vale Oman Pelletizing Company LLC (“VOPC”) – In February 2023, OQ Group exercised its option to sell its 30% noncontrolling interest held in VOPC, a subsidiary consolidated by the Company. In April 2023, the Company completed the transaction and acquired the minority interest for R$653 (US$130 million), resulting in a gain of R$15 (US$3 million), recorded in equity as of September 30, 2023, as “Acquisitions and disposals of noncontrolling interests”, since it resulted from a transaction between shareholders. Upon closing, Vale owns 100% of VOPC's share capital.

d) Mineração Rio do Norte S.A. (“MRN”) – In April 2023, Vale signed a binding agreement with Ananke Alumina S.A. to sell its 40% stake in MRN, which has been impaired in full since 2021. Under the terms of the agreement, Vale will pay R$448 (US$93 million) to the buyer due to certain remaining commitments. Therefore, the Company recognized a provision for that amount with the corresponding impact in the income statement for the nine-month period ended September 30, 2023, as “Equity results and other results in associates and joint ventures”. The completion of the transaction is expected for 2024, subject to customary regulatory approvals.

e) Midwestern System – During the first quarter of 2022, the Company classified the assets and liabilities related to the Midwestern System as held for sale due to the negotiations with interested parties in Vale’s iron ore, manganese and logistics assets in the Midwestern System. These negotiations resulted in the execution of a binding agreement with J&F Mineração Ltda. (“J&F”), which was signed in April 2022.

These offers received during the sale process of the assets represented an objective evidence of impairment reversal and the remeasurement of the existing provision, which led to a gain of R$5,620 (US$1,121 million) recorded in the nine-month period ended September 30, 2022 as “Impairment reversal (impairment) and result on disposal of non-current assets”, of which R$1,121 (US$214 million) relates to the impairment reversal on the Property, plant and equipment and R$4,554 (US$916 million) is due to the remeasurement of the onerous contract liability, partially offset by losses in working capital adjustments at the closing of the transaction in the amount of R$55 (US$9 million).

In July 2022, the Company received R$815 (US$153 million) on the completion of the transaction and recorded a gain of R$188 (US$37 million) due to the reclassification of the cumulative translation adjustments from the shareholders’ equity to the income statement.

f) California Steel Industries (“CSI”) - In December 2021, the Company entered into a binding agreement with Nucor Corporation (“Nucor”) for the sale of its 50% interest in CSI for R$2,269 (US$437 million). In February 2022, the Company concluded the sale and recorded a gain of R$1,520 (US$292 million) for the nine-month period ended September 30, 2022, as “Equity results and other results in associates and joint ventures”, of which R$741 (US$142 million) relates to a gain from the sale and R$779 (US$150 million) is due the reclassification of the cumulative translation adjustments from the shareholders’ equity to the income statement.

g) Discontinued operations (Coal) - In June 2021, in preparation for a sale of the coal operation in connection with the sustainable mining strategic agenda, the Company carried out a corporate reorganization by acquiring the interests held by Mitsui in the coal assets, which consist of Moatize mine and the Nacala Logistics Corridor (“NLC”).

In December 2021, the Company entered into a binding agreement with Vulcan Resources for the sale of coal assets. According to the sale agreement, Vulcan has committed to pay the gross amount of R$1,285 (US$270 million) in addition of a 10-year royalty agreement, subject to certain mine production and coal price conditions and so, any gain will be recognized as incurred due to the nature and uncertainties related to the measurement of these royalties. To date, the Company has not recognized any gain in relation to these royalties.

Therefore, the Company adjusted the net assets of the coal business to the fair value less cost of disposal, which resulted in an impairment loss of R$13,298 (US$2,511 million) and started presenting the coal segment as a discontinued operation from December 2021.

In April 2022, the transaction was completed and the Company recorded a net income from discontinued operations of R$9,818 (US$2,060 million) for the nine-month period ended September 30, 2022, which was mainly driven by the reclassification of the cumulative translation adjustments of R$14,636 (US$3,072 million), from the shareholders’ equity to the income statement, as required by IAS 21 - The Effects of Changes in Foreign Exchange Rates, partially offset by the derecognition of noncontrolling interest of R$2,783 (US$585 million) due to the deconsolidation of the coal assets. Additionally, until the closing of the transaction, the Company recorded losses of R$2,867 (US$589 million) due to the impairment of assets acquired during the period and other working capital adjustments. These effects are presented below:

Net income and cash flows from discontinued operations

16. Intangibles

17. Property, plant, and equipment

(i) Includes capitalized interest, when applicable.