Popular (BPOP) EVP logs tax-withholding share disposition in Form 4 filing

Rhea-AI Filing Summary

POPULAR, INC. Executive Vice President Eli Sepulveda reported a Form 4 transaction showing a tax-related share disposition. On February 23, 2026, he disposed of 691 shares of common stock at $141.29 per share through a tax-withholding disposition, meaning shares were withheld to satisfy tax obligations rather than sold in an open-market trade. After this transaction, he held 34,648.694 shares directly. His direct holdings include 74.698 shares previously acquired via dividend reinvestment.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SEPULVEDA ELI

(Last) (First) (Middle)

P O BOX 362708

(Street)

SAN JUAN PR 00936-2708

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
POPULAR, INC. [ BPOP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock Par Value $0.01 per share	02/23/2026		F		691	D	$141.29	34,648.694(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 74.698 shares acquired pursuant to reinvestment of dividends paid by the Corporation. The shares were acquired in transactions exempt from Section 16 of the Securities Exchange Act of 1934 pursuant to Rule 16a-11 thereunder.

	Marie Reyes-Rodriguez, Attorney-in-act	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Popular Inc. (BPOP) report for Eli Sepulveda?

Popular Inc. reported that Executive Vice President Eli Sepulveda disposed of 691 shares of common stock on February 23, 2026. The disposition was a tax-withholding transaction, where shares are delivered to cover tax liabilities rather than sold on the open market.

What was the price and total size of Eli Sepulveda’s tax-withholding disposition at Popular (BPOP)?

Eli Sepulveda’s tax-withholding disposition involved 691 shares at $141.29 per share. This reflects shares withheld to pay taxes related to equity compensation, not a discretionary open-market sale, and is commonly treated as an administrative transaction rather than a strategic share sale.

How many Popular Inc. (BPOP) shares does Eli Sepulveda hold after this Form 4 transaction?

After the reported transaction, Eli Sepulveda directly holds 34,648.694 Popular Inc. shares. This total includes 74.698 shares acquired through dividend reinvestment, as noted in a footnote, indicating ongoing participation in the company’s dividend reinvestment program.

What does the transaction code F mean in Eli Sepulveda’s Popular (BPOP) Form 4?

Transaction code F indicates a payment of exercise price or tax liability by delivering securities. In this case, shares of Popular Inc. common stock were disposed of to satisfy tax withholding obligations tied to equity awards, rather than through a typical buy or sell trade.

Was Eli Sepulveda’s Popular (BPOP) transaction an open-market sale?

No, the filing describes the transaction as a tax-withholding disposition with code F. That means Popular Inc. shares were used to cover tax liabilities associated with equity compensation, not sold voluntarily on the open market like a standard investment sale.

How are dividend reinvestment shares reflected in Eli Sepulveda’s Popular (BPOP) holdings?

A footnote states that his holdings include 74.698 shares acquired through dividend reinvestment. These shares were obtained when dividends paid by Popular Inc. were automatically reinvested into additional stock, in transactions exempt from standard Section 16 reporting requirements.