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Dividend plan and leadership change at Banco Santander Chile (NYSE: BSAC)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Banco Santander-Chile will hold its 2026 Ordinary and Extraordinary Shareholders’ Meetings remotely on April 28, 2026. The board plans to present 2025 financial statements and propose a dividend of $3.353346317 per share, equal to 60% of 2025 profits, with the remaining 40% allocated to reserves or accumulated profits.

The meetings will also cover board elections, remuneration, appointment of external auditors and rating agencies, and related-party transaction reports. Separately, shareholders will be asked to amend bylaws for gender parity on the board, remove the Second Vice Chairman role, and approve a consolidated bylaw text.

The board accepted the resignation of long-serving chairman Claudio Melandri Hinojosa for personal reasons and appointed Rodrigo Vergara Montes as the new chairman with immediate effect, leaving Melandri’s director seat vacant until the upcoming board election.

Positive

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Insights

Santander-Chile pairs a sizable 2025 payout proposal with a managed leadership transition.

Banco Santander-Chile’s board plans a $3.353346317-per-share dividend from fiscal 2025, representing 60% of annual profits. Retaining the remaining 40% to strengthen reserves or accumulated earnings balances shareholder cash returns with capital reinforcement, a common approach in regulated banking.

The Ordinary and Extraordinary Meetings on April 28, 2026 also address bylaw changes for gender parity and board structure, which align governance with evolving Chilean regulations. These are structural but not inherently financial changes, and their impact will depend on future board composition and practices.

Chairman Claudio Melandri Hinojosa resigned for personal reasons after 37 years in the group, with Rodrigo Vergara Montes appointed chairman effective immediately. The continuity provided by an immediate replacement helps limit disruption; the broader implications will hinge on strategic choices communicated in subsequent shareholder materials.



 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 6-K
 
Report of Foreign Issuer
 
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
 
For the month of March, 2026
 
Commission File Number: 001-14554
 
Banco Santander-Chile
Santander-Chile Bank
(Translation of Registrant’s Name into English)
 
Bandera 140, 20th floor
Santiago, Chile
Telephone: 011-562-320-2000
(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:
 
Form 20-F     Form 40-F 
 
 
 
 
EXHIBIT INDEX
 
EXHIBIT NO. DESCRIPTION
99.1 
Material Fact
 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 BANCO SANTANDER-CHILE
   
 By:/s/ Cristian Florence               
 Name: Cristian Florence
 Title:General Counsel
 
Date: March 24, 2026
 
 
 


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Santiago, March 24, 2026
Mrs.
Catherine Tornel León
President
Financial Markets Commission
Present

Ref.
Material Fact. (i) Notice of General Shareholders' Meeting and Dividend Proposal; (ii) Notice of Extraordinary Shareholders' Meeting; (iii) Inform the resignation and appointment of the President of the Board of Directors

Mrs President,

In accordance with Articles 9 and 10 of Law No. 18,045 and other applicable regulations, Banco Santander-Chile (hereinafter also referred to as the “Bank”) hereby informs that, a at a Board meeting held today, it was agreed:

I) Ordinary Shareholders’ Meeting

To call an Ordinary Shareholders’ Meeting, to be held remotely on April 28, 2026, at 9:00 a.m., in order to address the following matters:

1.To submit for consideration and approval the Annual Report, the Balance Sheet, Financial Statements, and the External Auditors’ Report corresponding to the fiscal year from January 1 to December 31, 2025.
2.To decide on the allocation of profits for fiscal year 2025. It will be proposed to distribute a dividend of $3.353346317 per share, corresponding to 60% of the year’s profits, payable—if approved—to shareholders as of the fifth business banking day following the meeting. Additionally, it will be proposed that the remaining 40% of profits be allocated to increase the Bank’s reserves and/or accumulated profits. It will also be proposed to maintain the powers granted to the Board by previous Ordinary Shareholders’ Meetings to make monthly provisions for dividend distribution above the legal minimum.
3.Election of the Board of Directors.
4.Determination of Board remuneration.
5.Appointment of External Auditors.
6.Appointment of Private Risk Rating Agencies.
7.Report from the Directors and Audit Committee, determination of remuneration of its members and its operating budget.
8.Report on the transactions referred to in Title XVI of Law 18,046.


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9.To address any other matters of corporate interest that should be discussed at the Ordinary Shareholders’ Meeting in accordance with the law and the Bank’s bylaws.

II) Extraordinary Shareholders’ Meeting

To call an Extraordinary Shareholders’ Meeting, to be held remotely on April 28, 2026 at 10:00 a.m., or immediately after the Ordinary Meeting, to address the following matters:

1.To amend the Bank’s bylaws in accordance with regulations on gender parity in boards of directors.
2.To eliminate the position of Second Vice Chairman of the Board.
3.To modify other aspects of the bylaws to align them with current regulations.
4.Considering the above amendments, to approve an updated consolidated text of the Bank’s bylaws.
5.To adopt any other resolutions and grant the powers necessary to implement the agreements adopted at that meeting.

III) Availability of Proposals

The proposals submitted for decision at the Meetings will be made available in due course to shareholders on the website: https://ir.santander.cl/junta-de-accionistas?lang=es-CL
as well as at the Santander-Chile Shareholders’ Department.

IV) Resignation and Appointment of Chairman

Finally, at the aforementioned meeting, the Board acknowledged the resignation of the Bank’s director and Chairman, Mr. Claudio Melandri Hinojosa, for personal reasons.

After thanking Mr. Melandri for his 37 years of professional dedication to our Group—during which he held multiple leadership roles—the Board appointed Mr. Rodrigo Vergara Montes as Chairman, effective immediately.

The position of director vacated by Mr. Melandri will remain open until the Board election to be held at the aforementioned Ordinary Shareholders’ Meeting.

Sincerely,

Andrés Trautmann Buc
CEO
Banco Santander Chile



FAQ

What dividend is Banco Santander-Chile (BSAC) proposing for fiscal year 2025?

Banco Santander-Chile plans to propose a dividend of $3.353346317 per share, representing 60% of 2025 profits. The remaining 40% of profits would be allocated to increase reserves and/or accumulated earnings, subject to approval at the Ordinary Shareholders’ Meeting.

When will Banco Santander-Chile’s 2026 shareholders’ meetings take place?

Banco Santander-Chile will hold its Ordinary Shareholders’ Meeting remotely on April 28, 2026 at 9:00 a.m.. An Extraordinary Shareholders’ Meeting is scheduled the same day at 10:00 a.m., or immediately after the Ordinary Meeting, also held remotely.

What governance and bylaw changes will BSAC shareholders vote on in April 2026?

At the Extraordinary Meeting, shareholders will vote to amend bylaws for gender parity on the board, eliminate the Second Vice Chairman position, update bylaws to match current regulations, and approve an updated consolidated bylaw text, along with related implementation powers.

How will Banco Santander-Chile allocate the remaining 2025 profits not paid as dividends?

Alongside the proposed dividend equal to 60% of 2025 profits, Banco Santander-Chile plans to allocate the remaining 40% of profits to increase reserves and/or accumulated profits. This supports the bank’s capital base while still providing a cash return to shareholders.

What leadership changes were announced at Banco Santander-Chile (BSAC)?

The board acknowledged the resignation of Chairman Claudio Melandri Hinojosa for personal reasons. It simultaneously appointed Rodrigo Vergara Montes as the new chairman, effective immediately, while leaving the vacated director position open until the upcoming board election.

Where can Banco Santander-Chile shareholders access detailed proposals for the 2026 meetings?

Shareholders will be able to review detailed proposals on the bank’s website at https://ir.santander.cl/junta-de-accionistas?lang=es-. Documents will also be available at the Santander-Chile Shareholders’ Department, providing access ahead of the April 28, 2026 meetings.

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