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  4. [8-K] POPULAR, INC. Reports Material Event

Popular (NASDAQ: BPOP) gives incoming CEO nearly $1M stock grant

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

POPULAR, INC. (BPOP) reported leadership and compensation changes for two senior executives. Effective September 1, 2026, Jorge J. García will become President and Chief Executive Officer, and Lidio V. Soriano will become Executive Vice President and Chief Financial Officer. On August 19, 2026, the Talent and Compensation Committee approved Mr. García’s annual base salary of $1,150,000, with a target short-term annual cash incentive of 135% of base salary and a target long-term equity incentive of 325% of base salary. He also received a one-time restricted stock Promotion Award valued at $977,833, based on a prorated long-term incentive for the four-month period he will serve as CEO in 2026. Mr. Soriano’s annual base salary was set at $670,000, with a target short-term annual cash incentive of 80% of base salary and a target long-term equity incentive of 120% of base salary, under the company’s existing compensation plans and programs.

Positive

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Negative

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Filing Explained

The filing adds that Jorge J. García received the Promotion Award on August 19 in restricted stock, with the share count determined using that day’s closing price; it documents a grant rather than a completed stock issuance or sale.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
CEO base salary $1,150,000 per year Annual base salary for Jorge J. García as President and Chief Executive Officer effective September 1, 2026
CEO short-term incentive target 135% of base salary Target opportunity under short-term annual cash incentive for Jorge J. García
CEO long-term equity incentive target 325% of base salary Target opportunity under long-term equity incentive for Jorge J. García
CEO Promotion Award $977,833 One-time restricted stock equity incentive award granted August 19, 2026 to Jorge J. García
CFO base salary $670,000 per year Annual base salary for Lidio V. Soriano as Executive Vice President and Chief Financial Officer effective September 1, 2026
CFO short-term incentive target 80% of base salary Target opportunity under short-term annual cash incentive for Lidio V. Soriano
CFO long-term equity incentive target 120% of base salary Target opportunity under long-term equity incentive for Lidio V. Soriano
Effective date of new roles September 1, 2026 Date when Jorge J. García and Lidio V. Soriano assume their new executive positions
short-term annual cash incentive financial
"eligible to receive a target opportunity under the short-term annual cash incentive"
long-term equity incentive financial
"a target opportunity under the long-term equity incentive of 325% of base salary"
restricted stock financial
"granted to Mr. García on August 19, 2026 in the form of restricted stock"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Promotion Award financial
"the Committee approved a one-time equity incentive award of $977,833 ... (the “Promotion Award”)"
Inline XBRL technical
"the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

FAQ

What is the new base salary for BPOP’s incoming CEO Jorge J. García?
Jorge J. García’s annual base salary was set at $1,150,000, effective September 1, 2026. In addition, he is eligible for a 135% target short-term annual cash incentive and a 325% target long-term equity incentive based on his base salary.

What one-time equity Promotion Award did BPOP grant to Jorge J. García?
Jorge J. García received a one-time Promotion Award of $977,833 in restricted stock on August 19, 2026. The award reflects a prorated value of his new long-term equity incentive target for the four months he will serve as CEO in 2026.

What compensation did BPOP approve for new CFO Lidio V. Soriano?
Lidio V. Soriano’s annual base salary was set at $670,000, effective September 1, 2026. He is eligible for a short-term annual cash incentive target of 80% of base salary and a long-term equity incentive target of 120% of base salary.

Where can investors find the full terms of BPOP executives’ incentive plans?
The company states that the terms and conditions of the short-term annual cash incentive, long-term equity incentive, and other compensation components are described in POPULAR, INC.’s 2026 Proxy Statement covering its named executive officers.

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Understanding 8-K Material Events →
false 0000763901 0000763901 2026-08-19 2026-08-19 0000763901 us-gaap:CommonStockMember 2026-08-19 2026-08-19 0000763901 us-gaap:CumulativePreferredStockMember 2026-08-19 2026-08-19
 
 

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): August 19, 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 July 23, 2026, Popular, Inc. (the “Corporation”) announced the appointments of Jorge J. García and Mr. Lidio V. Soriano as President and Chief Executive Officer of the Corporation and Executive Vice President and Chief Financial Officer of the Corporation, respectively. Mr. García’s and Mr. Soriano’s appointments will become effective September 1, 2026.

Approval of Compensatory Arrangement of Jorge J. García as President and Chief Executive Officer

In connection with Mr. García’s promotion to President and Chief Executive Officer of the Corporation, on August 19, 2026, the Talent and Compensation Committee (the “Committee”) of the Board of Directors of the Corporation approved an annual base salary of $1,150,000 for Mr. García, effective September 1, 2026. In his new role, Mr. García will be eligible to receive a target opportunity under the short-term annual cash incentive of 135% of base salary and a target opportunity under the long-term equity incentive of 325% of base salary. The terms and conditions of the short-term annual cash incentive and long-term equity incentive, as well as all other components of Mr. García’s compensation under the Corporation’s compensation plans and programs, are as set forth on the Corporation’s 2026 Proxy Statement for the compensation of the President and Chief Executive Officer.

In addition, in recognition of Mr. García’s promotion, the Committee approved a one-time equity incentive award of $977,833 based on the prorated value of Mr. García’s new long-term equity incentive target opportunity for the four-month period of 2026 during which Mr. García will be President and Chief Executive Officer (the “Promotion Award”). The Promotion Award was granted to Mr. García on August 19, 2026 in the form of restricted stock, with the number of shares determined using the closing price of the Corporation’s common stock on such date. The Promotion Award follows the same terms and conditions as the 2026 restricted stock long-term equity incentive awards granted to Mr. García in February 2026 under the Corporation’s compensation plans and programs, as set forth on the Corporation’s 2026 Proxy Statement.

Approval of Compensatory Arrangement of Lidio V. Soriano as Executive Vice President and Chief Financial Officer

In connection with Mr. Soriano’s promotion to Executive Vice President and Chief Financial Officer of the Corporation, on August 19, 2026, the Committee approved an annual base salary of $670,000 for Mr. Soriano, effective September 1, 2026. In his new role, Mr. Soriano will be eligible to receive a target opportunity under the short-term annual cash incentive of 80% of base salary and a target opportunity under the long-term equity incentive of 120% of base salary. The terms and conditions of the short-term annual cash incentive and long-term equity incentive, as well as all other components of Mr. Soriano’s compensation under the Corporation’s compensation plans and programs, are as set forth on the Corporation’s 2026 Proxy Statement for the compensation of the Corporation’s named executive officers other than the President and Chief Executive Officer.

 

Item 9.01.

Financial Statements and Exhibits.

 

101    Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).
104    Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

 

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: August 20, 2026     By:  

/s/ José R. Coleman Tió

      José R. Coleman Tió
      Executive Vice President and Chief Legal Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Other Documents