Popular Inc (BPOP) director Myrna Soto to retire, Board cut to 11

Rhea-AI Filing Summary

Popular, Inc. announced that director Myrna M. Soto has decided not to stand for re-election when her current term ends at the 2026 Annual Meeting of Shareholders, scheduled for May 8, 2026. The company states that her decision is not due to any disagreement regarding operations, policies, or practices.

When her term ends, the Board of Directors will be reduced from twelve to eleven members, effective as of the 2026 Annual Meeting. This change reflects her planned retirement from the Board rather than a broader governance overhaul.

false 0000763901 0000763901 2026-02-25 2026-02-25 0000763901 us-gaap:CommonStockMember 2026-02-25 2026-02-25 0000763901 us-gaap:CumulativePreferredStockMember 2026-02-25 2026-02-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 25, 2026

POPULAR, INC.

(Exact name of registrant as specified in its charter)

Puerto Rico		001-34084		66-0667416
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employer Identification Number)

209 Muñoz Rivera Avenue Hato Rey, Puerto Rico		00918
(Address of principal executive offices)		(Zip code)

(787) 765-9800

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock ($0.01 par value)		BPOP		The NASDAQ Stock Market
6.125% Cumulative Monthly Income Trust Preferred Securities		BPOPM		The NASDAQ Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 25, 2026, Myrna M. Soto informed the Board of Directors (the “Board”) of Popular, Inc. (the “Corporation”) of her decision not to stand for re-election to the Corporation’s Board upon the expiration of her current term, which expires at the Corporation’s 2026 Annual Meeting of Shareholders, currently scheduled for May 8, 2026. Ms. Soto’s decision not to stand for re-election did not result from any disagreement with the Corporation on any matter relating to the Corporation’s operations, policies or practices.

In connection with Ms. Soto’s retirement as a member of the Board, the Board has determined to reduce the size of the Board from twelve to eleven directors, to be effective as of the Corporation’s 2026 Annual Meeting of Shareholders.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				POPULAR, INC. (Registrant)
Date: February 27, 2026				By:		/s/ José R. Coleman Tió
						José R. Coleman Tió
						Executive Vice President and Chief Legal Officer

FAQ

What did Popular, Inc. (BPOP) disclose about director Myrna M. Soto?

Popular, Inc. disclosed that director Myrna M. Soto will not stand for re-election when her current term ends at the 2026 Annual Meeting of Shareholders, reflecting her planned retirement from the Board rather than a sudden or contentious departure.

When will Myrna M. Soto leave the Board of Popular, Inc. (BPOP)?

Myrna M. Soto will leave the Board at the end of her current term, which expires at Popular, Inc.’s 2026 Annual Meeting of Shareholders, currently scheduled for May 8, 2026, marking a planned transition rather than an immediate resignation.

Did Myrna M. Soto’s decision involve any disagreement with Popular, Inc. (BPOP)?

No. Popular, Inc. states that Myrna M. Soto’s decision not to stand for re-election did not result from any disagreement with the company regarding its operations, policies, or practices, indicating an orderly and non-contentious Board transition.

How will the Popular, Inc. (BPOP) Board size change after Myrna M. Soto retires?

Following Myrna M. Soto’s retirement at the 2026 Annual Meeting of Shareholders, Popular, Inc.’s Board will be reduced from twelve to eleven directors, reflecting the Board’s decision to adjust its size rather than immediately appointing a replacement director.

When is Popular, Inc.’s 2026 Annual Meeting of Shareholders scheduled?

Popular, Inc.’s 2026 Annual Meeting of Shareholders is currently scheduled for May 8, 2026. At that meeting, director Myrna M. Soto’s term will expire, and the Board size reduction from twelve to eleven directors will become effective.

Does Popular, Inc. (BPOP) plan any broader governance changes with this Board departure?

The disclosure focuses on Myrna M. Soto’s decision not to stand for re-election and the resulting reduction of the Board from twelve to eleven directors. It does not describe additional governance changes beyond this adjustment in Board size tied to her retirement.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.8 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 13.0 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 13.8 KB