POPULAR, INC.
For the period ended May 8, 2026. Filed Mar 24, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 8, 2026 · Filed Mar 24, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
(Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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Popular, Inc.
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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In 2025, Popular
sustained its momentum, building on the foundation laid in previous years and advancing key strategic initiatives. The team’s dedication resulted in robust financial performance, meaningful returns to shareholders and steadfast progress in our multi-year Transformation.
DEAR SHAREHOLDERS:
On behalf of the Board of Directors of Popular, Inc. (“Popular” or the “Corporation”), we cordially invite you to our 2026 Annual Meeting of Shareholders (the “Annual Meeting”), to be held on Friday, May 8, 2026 at 9:00 a.m. (Atlantic Standard Time) at our headquarters located at Popular Center Building, PH Floor, 209 Muñoz Rivera Avenue, San Juan, Puerto Rico.
In 2025, Popular sustained its strong momentum, building on the foundation laid in previous years and advancing on key strategic initiatives. The team’s dedication resulted in robust financial performance, meaningful returns to shareholders and steadfast progress in our multi-year Transformation. The Board of Directors recognizes the senior management team and all employees for achieving these results. These achievements underscore our ongoing commitment to growth, innovation and value creation for all our stakeholders.
In July 2025, we welcomed Javier D. Ferrer as our new President and CEO and as a member of the Board. Javier’s leadership marks an exciting new chapter for Popular, and we are confident that his vision and dedication will further drive Popular’s growth and Transformation. We look forward to his contributions as we continue to build on our strong foundation and deliver value to our shareholders.
This Notice of Annual Meeting and Proxy Statement contains the details of the business to be conducted during the Annual Meeting. At this year’s Annual Meeting, shareholders will be considering the election of 11 candidates to our Board of Directors for a one-year term, an advisory vote to approve executive compensation and the ratification of PricewaterhouseCoopers LLP as our independent registered public accountants for 2026. This year, shareholders will also consider amendments to Popular’s Restated Certificate of Incorporation to modernize indemnification provisions and provide for director and officer exculpation to the extent permitted by Puerto Rico Law. These amendments will align our Restated Certificate of Incorporation with the current practice of other financial institutions and enhance Popular’s ability to attract and retain qualified directors, officers and employees.
I encourage you to read our proxy statement, annual report and other proxy materials. Whether or not you plan to participate in the Annual Meeting, we urge you to vote as soon as possible, either online, by phone or by mail. Please follow the voting instructions to ensure your shares are represented at the meeting. Your vote is important to us.
On behalf of the Board of Directors, thank you for your continued investment and support.
RICHARD L. CARRIÓN
Chairman of the Board of Directors
Popular, Inc.
2025 was an
excellent year for
Popular, reflecting
the strength of our
franchise and the
work of our team
across the
organization. We
delivered strong
financial results,
continued advancing
our strategic
priorities and
executed significant
capital actions for
our shareholders.
DEAR SHAREHOLDERS:
2025 was an excellent year for Popular, reflecting the strength of our franchise and the work of our team across the organization. We delivered strong financial results, continued advancing our strategic priorities and executed significant capital actions for our shareholders.
During the year, we launched a new strategic framework centered on three clear objectives: be the #1 bank for our customers, be simple and efficient and be a top performing bank. This framework will continue to guide our Transformation as we deepen and expand client relationships, deliver exceptional service, simplify how we operate and generate tangible financial results and long-term shareholder value.
We reached important milestones in 2025. We launched a new consumer credit origination platform in Puerto Rico and the Virgin Islands which offers a fully digital origination process for personal loans and credit cards. We continued to invest in our physical retail network, blending the speed and convenience of self-service with in-person support, as well as in technology, modernizing our digital channels to provide customers with an exceptional experience across all points of interaction. We also executed a series of efficiency initiatives, including exiting our U.S. mortgage business, optimizing mortgage servicing operations in Puerto Rico, and transforming our ERP platform to a modern cloud-based solution that significantly improves agility and performance. We are proud of these accomplishments and are excited about the benefits of our ongoing and future initiatives.
Our achievements are the direct result of the commitment and dedication of our approximately 9,000 employees. I am deeply grateful for the work they do every day. I would also like to express my sincere appreciation to our senior management team and Board of Directors, whose support and counsel have been invaluable during my transition into the role of CEO.
Looking ahead, we are optimistic about Popular’s prospects for the year. We will continue to work with a strong sense of purpose to make a meaningful difference in the lives of our customers, colleagues and communities, and deliver sustained value to you, our shareholders.
On behalf of Popular, thank you for your trust and support.
JAVIER D. FERRER
President & Chief Executive Officer
Popular, Inc.
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS AND PROXY STATEMENT
| DATE AND TIME | Friday, May 8, 2026 9:00 a.m. (Atlantic Standard Time) |
| PLACE | Popular Center Building, PH Floor, 209 Muñoz Rivera Avenue, San Juan, Puerto Rico |
| RECORD DATE | March 11, 2026 |
| HOW TO VOTE | Only shareholders of record at the close of business on March 11, 2026 are entitled to notice of, and to vote at, the meeting. Each share of common stock is entitled to one vote. Your vote is important. Whether or not you plan to attend, please vote as soon as possible so that we may be assured of the presence of a quorum at the meeting. |
| In PersonAttend the Annual Meeting. | |
| By PhoneCall +1-800-690-6903 in the U.S. or P.R. to vote your shares. | |
| By InternetVisit www.proxyvote.com and vote online. | |
| By MailCast your ballot, sign your proxy card and return by free post. |
| ITEMS OF BUSINESS | • Elect eleven directors to the Board of Directors for a one-year term; |
| • Amendment to Popular’s Restated Certificate of Incorporation to modernize indemnification provisions; | |
| • Amendment to Popular’s Restated Certificate of Incorporation to provide for director and officer exculpation to the extent permitted by Puerto Rico Law; | |
| • Approve, on an advisory basis, the Corporation’s executive compensation; | |
| • Ratify the appointment of PricewaterhouseCoopers LLP as Popular’s independent registered public accounting firm for 2026; and | |
| • Consider such other business as may be properly brought before the meeting or any adjournments thereof. | |
| Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Shareholders to be held on May 8, 2026: This 2026 Proxy Statement and our Annual Report for the year ended December 31, 2025 are available free of charge at www.popular.com and www.proxyvote.com. The 2026 Proxy Statement and form of proxy card are being distributed and made available to shareholders on or about March 24, 2026. |
In San Juan, Puerto Rico, on March 24, 2026.By Order of the Board of Directors,
José R. Coleman TióCorporate SecretaryPopular, Inc.
209 Muñoz Rivera Avenue San Juan, Puerto Rico 00918
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.