STOCK TITAN

Santander Brasil (NYSE: BSBR) reshapes board pay committee

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Banco Santander (Brasil) S.A. (BSBR) reported governance changes to its Remuneration Committee approved by the Board of Directors on August 25, 2026. The Board acknowledged the resignation of Luiz Fernando Sanzogo Giorgi as a member of the Remuneration Committee.

The Board elected Sofia de Fátima Esteves as a new Remuneration Committee member, with a term lasting until the investiture of members elected at the first Board meeting following the 2027 Annual Shareholders' Meeting, subject to approval of her election by the Central Bank of Brazil. The Remuneration Committee composition was confirmed as: Deborah Patricia Wright (Coordinator), Deborah Stern Vieitas, Sofia de Fátima Esteves, and Vanessa de Souza Lobato Barbosa.

Positive

  • None.

Negative

  • None.
Board meeting date August 25, 2026 Date on which the Board of Directors approved changes to the Remuneration Committee
End of current Remuneration Committee term First Board meeting following the 2027 Annual Shareholders' Meeting Reference point for expiration of current members' terms
CMN Resolution No. 5,177/2024 Regulation whose requirements the new member states she meets
Brazilian Corporation Law Article Article 147 Provision cited regarding criminal convictions and eligibility for commercial activities
Remuneration Committee financial
"election of Ms. Sofia de Fátima Esteves as a member of the Company's Remuneration Committee"
A remuneration committee is a group of independent board members who design, approve and oversee pay packages for a company’s executives and directors. Think of them as the household budget planners for top management: they decide salaries, bonuses and stock awards so pay rewards performance and limits excessive risk. For investors, their role matters because compensation policies affect management incentives, business strategy and the long‑term value shareholders receive.
CMN Resolution No. 5,177/2024 regulatory
"declares that she meets the requirements set forth in CMN Resolution No. 5,177/2024"
Brazilian Corporation Law regulatory
"crime that would prevent her from engaging in commercial activities, particularly those referred to in Article 147 of the Brazilian Corporation Law"
Central Bank of Brazil regulatory
"shall only be vested in office upon approval of her election by the Central Bank of Brazil"

FAQ

What governance change did Banco Santander (Brasil) S.A. (BSBR) announce in this Form 6-K?

The Board of Directors accepted the resignation of Luiz Fernando Sanzogo Giorgi from the Remuneration Committee and elected Sofia de Fátima Esteves as a new member, while formally ratifying the overall composition of the Remuneration Committee.

Who are the current members of the Remuneration Committee at BSBR after this meeting?

The Remuneration Committee now consists of Deborah Patricia Wright (Coordinator), Deborah Stern Vieitas, Sofia de Fátima Esteves, and Vanessa de Souza Lobato Barbosa, all serving until the investiture of those elected after the 2027 Annual Shareholders' Meeting.

What conditions apply to Sofia de Fátima Esteves’ appointment to the BSBR Remuneration Committee?

Sofia de Fátima Esteves declared compliance with the Brazilian Corporation Law and CMN Resolution No. 5,177/2024 and will only be vested in office after her election is approved by the Central Bank of Brazil.

How long will the current BSBR Remuneration Committee members serve?

All members will serve until the investiture of individuals elected to the Remuneration Committee at the first Board of Directors meeting held following the 2027 Annual Shareholders' Meeting.

When did the BSBR Board of Directors approve these Remuneration Committee changes?

The Board of Directors met by conference call on August 25, 2026, with all members in attendance, and unanimously approved the resignation, new election, and ratification of the Remuneration Committee composition.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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

 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
 
For the month of August, 2026

Commission File Number: 001-34476
 
BANCO SANTANDER (BRASIL) S.A.
(Exact name of registrant as specified in its charter)
 
Avenida Presidente Juscelino Kubitschek, 2041 and 2235
Bloco A – Vila Olimpia
São Paulo, SP 04543-011
Federative Republic of Brazil

 

(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 ___X___ Form 40-F _______

 Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): 

Yes _______ No ___X____

 Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): 

Yes _______ No ___X____

 Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: 

Yes _______ No ___X____

 If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):  N/A

 
 

 

[Free English Translation]

 

BANCO SANTANDER (BRASIL) S.A.

Public Company with Authorized Capital

Corporate Taxpayer´s Registry No. 90.400.888/0001-42

Company Registry No. 35.300.332.067

 

Minutes of the Board of Directors Meeting held on August 25, 2026

 

DATE, TIME AND PLACE: On August 25, 2026, at 2:30 p.m., by conference call, the Board of Directors of Banco Santander (Brasil) S.A. (“Company” or “Santander”) have met, with the attendance of all of its members.

 

CALL NOTICE AND ATTENDANCE: The call was waived in view of the attendance of all members of the Board of Directors.

 

MEETING BOARD: Deborah Stern Vieitas, Chairman. Bruno Garcia Rosa Carneiro, Secretary.

 

AGENDA: To resolve on: (i) the acknowledgment of the resignation of Mr. Luiz Fernando Sanzogo Giorgi as a member of the Company's Remuneration Committee; (ii) the election of Ms. Sofia de Fátima Esteves as a member of the Company's Remuneration Committee; and (iii) the ratification of the composition of the Company's Remuneration Committee.

 

RESOLUTIONS: After due clarification, the present members of the Board of Directors, unanimously:

 

(i) acknowledged the resignation request of Mr. Luiz Fernando Sanzogo Giorgi, Brazilian, divorced, business administrator, holder of Identity Card (RG) No. 7.346.613-X SSP/SP, enrolled with the CPF/MF under No. 064.116.138-77, from the position of member of the Company's Remuneration Committee, pursuant to the Letter of Resignation filed at the Company's headquarters on this date;

 

(ii)        approve the election of a new member of the Company's Remuneration Committee, for a term of office expiring upon the investiture of the individuals elected to compose such committee at the first Meeting of the Board of Directors held following the 2027 Annual Shareholders' Meeting, namely Mrs. Sofia de Fátima Esteves, Brazilian, in a stable union, entrepreneur, holder of Identity Card (RG) No. 13.130.152-4 SSP/SP, enrolled with the CPF/MF under No. 064.532.178-80, residing and domiciled in the City of São Paulo, State of São Paulo, with business address at Avenida Presidente Juscelino Kubitschek, No. 2041, Suite 281, Block A, Wtorre JK Condominium, Vila Nova Conceição, ZIP Code 04543-011

 

(a) the member hereby elected declares that she has not been convicted of any crime that would prevent her from engaging in commercial activities, particularly those referred to in Article 147 of the Brazilian Corporation Law;

 

(b) the member of the Remuneration Committee hereby elected declares that she meets the requirements set forth in CMN Resolution No. 5,177/2024 and shall only be vested in office upon approval of her election by the Central Bank of Brazil;

 

(iii) confirm the composition of the Company's Remuneration Committee, all of whose members shall serve until the investiture of those elected at the first Meeting of the Board of Directors held following the 2027 Annual Shareholders' Meeting, as follows: Ms. Deborah Patricia Wright, Brazilian, divorced, business administrator, bearer of the identity card RG No. 9.252.907-0 SSP / SP, registered with the CPF/MF under No. 031.544.298-08, as

 

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[Free English Translation]

 

Coordinator; Ms. Deborah Stern Vieitas, Brazilian, single, public administrator and journalist, bearer of the identity card RG No 3.839.280-X SSP/SP, registered with the CPF/MF under No 013.968.828-55; Mrs. Sofia de Fátima Esteves, Brazilian, in a stable union, entrepreneur, bearer of the identity card RG No. 13.130.152-4 SSP/SP, registered with the CPF/MF under No. 064.532.178-80; and Mrs Vanessa de Souza Lobato Barbosa, Brazilian, married, business administrator, bearer of the identity card RG No. MG-4.375.275 SSP/MG, registered with the CPF/MF under No. 758.525.866-68, as Members, all with offices at Avenida Presidente Juscelino Kubitschek, no. 2041, CJ 281, Bloco A, Cond. Wtorre JK, Vila Nova Conceição, São Paulo/SP, CEP 04543-011.

 

ADJOURNMENT: There being no further matters to be resolved, the Meeting was finalized, and these minutes have been prepared and sent to be electronically signed by the attendees. Board: Deborah Stern Vieitas, Chairwoman. Bruno Carneiro, Secretary. Signatures: Mrs. Deborah Stern Vieitas – Chairwoman; Mr. Javier Maldonado Trinchant – Vice Chairman; and Messrs. Antonio Carlos Quintella; Cristiana Almeida Pipponzi; Cristina San Jose Brosa; Deborah Patricia Wright, Ede Ilson Viani, Márcio de Andrade Schettini, Oscar Rodríguez Herrero, Pedro Augusto de Melo e Vanessa de Souza Lobato Barbosa – Directors. São Paulo, August 25, 2026.

 

I certify that this is a true transcript of the minutes recorded in the Minutes of the Board of Directors Meetings Book of the Company.

 

 

 

Bruno Carneiro

Secretary

 

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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, thereto duly authorized.
Date: August 26, 2026
 
Banco Santander (Brasil) S.A.
By:
/SReginaldo Antonio Ribeiro 
 
Reginaldo Antonio Ribeiro
Officer without specific designation

 
 
By:
/SCarlos Ignacio Muñiz Gonzalez Blanch
 
Carlos Ignacio Muñiz Gonzalez Blanch
Vice - President Executive Officer