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Itaú Unibanco (ITUB) investors overwhelmingly back 2026 AGM agenda

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Itaú Unibanco Holding S.A. held its Annual General Stockholders’ Meeting on April 28, 2026, conducted exclusively online. Shareholders examined the management accounts and financial statements for the year ended December 31, 2025 and voted on profit allocation and governance matters.

All key items received overwhelmingly favorable support, with several resolutions showing around 99.9%–100% of votes cast in favor based on more than 5.18 billion voting shares. The meeting set the Board of Directors at thirteen members, elected the chairman, vice-chairman and other directors, confirmed the independence of designated members and elected the Fiscal Council.

Shareholders approved total compensation for the Board of Officers and Board of Directors of R$938,000,000.00, and set monthly fees of R$22,000.00 for effective Fiscal Council members and R$9,000.00 for alternates. Proposals for separate elections to the board gathered limited support, with most shares abstaining.

Positive

  • None.

Negative

  • None.
Accounts approval votes 5,183,067,194 shares (99.99%) Shares approving a key agenda item at AGM
High approval example 5,183,314,054 shares (100.00%) Shares approving one resolution with full support
Overall officer and board pay R$938,000,000.00 Total compensation for Board of Officers and Board of Directors
Fiscal Council effective member fee R$22,000.00 per month Monthly compensation for effective Fiscal Council members
Fiscal Council alternate fee R$9,000.00 per month Monthly compensation for alternate Fiscal Council members
Separate election request support (example 1) 35,091,684 yes (0.68%) Votes supporting one separate election request
Separate election request support (example 2) 23,520,952 yes (1.06%) Votes supporting another separate election request
Annual General Stockholders’ Meeting financial
"Final Summarized Voting Map of the Annual General Stockholder's Meeting held on April 28, 2026"
CVM Resolution No. 81/22 regulatory
"According to CVM Resolution No. 81/22, Itaú Unibanco Holding S.A. discloses the final summarized voting map"
remote voting instructions financial
"related to the consolidation of remote voting instructions and of the votes casted at the Annual General Stockholders’ Meeting"
Fiscal Council financial
"Resolve upon the individual monthly compensation of R$ 22,000.00 to the effective members and of R$ 9,000.00 for the alternate members of the Fiscal Council"
separate election of a member of the board of directors financial
"Do you wish to request a separate election of a member of the board of directors, under the terms of article 141"

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FAQ

What did Itaú Unibanco (ITUB) shareholders approve at the 2026 AGM?

Shareholders largely approved the management accounts, financial statements for 2025, profit allocation, the size and composition of the Board of Directors, and the election of the Fiscal Council, with several resolutions receiving about 99.9%–100% approval from more than 5.18 billion voting shares.

How strong was shareholder support at Itaú Unibanco (ITUB)’s April 28, 2026 meeting?

Support was very strong, with many items showing approvals near 99.9%–100%. For example, one key resolution recorded 5,183,067,194 shares approving (99.99%), only 1,199 rejecting, and 395,332 abstaining, indicating broad alignment with management proposals.

What executive and board compensation did Itaú Unibanco (ITUB) shareholders approve?

Shareholders approved an overall compensation amount of R$938,000,000.00 for the Board of Officers and the Board of Directors. They also set monthly compensation for the Fiscal Council at R$22,000.00 for effective members and R$9,000.00 for alternate members.

What were the results for separate election requests at Itaú Unibanco (ITUB)’s AGM?

Separate election requests for board members saw low participation. One question drew 35,091,684 votes yes (0.68%), 17,426,942 no (0.34%), and 5,117,286,684 abstentions (98.98%); another had 23,520,952 yes, 431,785,733 no, and 1,766,283,305 abstentions.

How did Itaú Unibanco (ITUB) shareholders vote on Fiscal Council compensation?

They approved monthly compensation of R$22,000.00 for effective Fiscal Council members and R$9,000.00 for alternates. The resolution passed with strong support, including 5,180,202,291 shares approving, 64,970 rejecting, and 3,196,464 abstaining, reflecting broad acceptance.

How many Itaú Unibanco (ITUB) shares voted in favor of key AGM items?

Several items drew approvals above 5.18 billion shares. For instance, one resolution recorded 5,183,314,054 approving (100.00%), only 2,713 rejecting, and 146,958 abstaining, highlighting the scale of participation and consensus.

UNITED STATES
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 April, 2026
Comission File Number: 001-15276
Itaú Unibanco Holding S.A.
(Exact name of registrant as specified in its charter)
Itaú Unibanco Holding S.A.
(Translation of Registrant’s Name into English)
 
Praça Alfredo Egydio de Souza Aranha, 100 - Torre Conceição
CEP 04344-902 São Paulo, SP, Brazil
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒        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 ☒
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 ☒
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐    No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82– __________________






EXHIBIT INDEX

99.1
ITAÚ UNIBANCO - Final Summarized Voting Map - Annual General Stockholders' Meeting of April 28, 2026





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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.
Date: April 28, 2026.
Itaú Unibanco Holding S.A.
By: /s/ Gustavo Lopes Rodrigues
Name: Gustavo Lopes Rodrigues
Title: Investor Relations Officer.

Annual General Stockholders’ Meeng Final Summarized Voting Map According to CVM Resolution No. 81/22, Itaú Unibanco Holding S.A. ("Company") discloses the final summarized voting map related to the consolidation of remote voting instructions and of the votes casted at the Annual General Stockholders’ Meeting (“Meeting”), held exclusively online, on April 28, 2026, at 11:00 a.m, for each item of the matters submitted for resolution at the Meeting, as presented below. São Paulo- SP, April 28, 2026. Gustavo Lopes Rodrigues Investor Relations Officer


 

Item Description Candidates Voting Number of shares % over total voting Approve 5,183,067,194 99.99% Reject 1,199 0.00% Abstain 395,332 0.01% Approve 5,183,409,015 100.00% Reject 1,199 0.00% Abstain 53,511 0.00% Approve 5,183,326,484 100.00% Reject 66,233 0.00% Abstain 71,008 0.00% Approve 5,179,933,885 99.93% Reject 3,452,669 0.07% Abstain 77,171 0.00% Approve 5,179,356,141 99.92% Reject 4,032,958 0.08% Abstain 74,626 0.00% Approve 5,180,881,735 99.95% Reject 2,444,651 0.05% Abstain 137,339 0.00% Approve 5,178,617,511 99.91% Reject 4,707,048 0.09% Abstain 139,166 0.00% Approve 5,180,985,126 99.95% Reject 2,335,756 0.05% Abstain 142,843 0.00% Approve 5,178,061,904 99.90% Reject 5,258,851 0.10% Abstain 142,970 0.00% Approve 5,183,306,232 100.00% Reject 14,320 0.00% Abstain 143,173 0.00% Approve 5,180,146,020 99.94% Reject 3,174,491 0.06% Abstain 143,214 0.00% Approve 5,180,883,182 99.95% Reject 2,441,465 0.05% Abstain 139,078 0.00% Approve 5,183,309,785 100.00% Reject 10,826 0.00% Abstain 143,114 0.00% Approve 5,182,299,163 99.98% Reject 1,020,293 0.02% Abstain 144,269 0.00% Approve 5,183,310,065 100.00% Reject 10,436 0.00% Abstain 143,224 0.00% Approve 5,181,025,999 99.95% Reject 2,298,203 0.04% Abstain 139,523 0.00% Approve 5,165,049,288 99.64% Reject 16,045,541 0.31% Abstain 2,368,896 0.05% Yes 35,091,684 0.68% No 17,426,942 0.34% Abstain 5,117,286,684 98.98% Yes 23,520,952 1.06% No 431,785,733 19.44% Abstain 1,766,283,305 79.51% Election of the chairman of the board of directors - Total members to be elected: 1 Nomination of candidates for chairman of the board of directors. 6 Pedro Luiz Bodin de Moraes (Conselheiro Independente) 8 Election of the board of directors by candidate - Total members to be elected: 10 Nomination of candidates to the board of directors (the shareholder can nominate as many candidates as the numbers of vacancies to be filled in the general election. The votes indicated in this filed will be disregarded if the shareholder with voting rights also fills in the fields present in the separate election of a member of the board of directors and the separate election referred to in these fields takes place). Cesar Nivaldo Gon (Conselheiro Independente) 13 Final Summarized Voting Map of the Annual General Stockholder's Meeting held on April 28, 2026 Pedro Moreira Salles (Copresidente) Roberto Egydio Setubal (Copresidente) Ana Lúcia de Mattos Barretto Villela Candido Botelho Bracher (Conselheiro Independente) Ricardo Villela Marino (Vice- presidente) Alfredo Egydio Setubal 1 Take cognizance of the Management Report and the Independent Auditors Report, the Opinion of the Fiscal Council, and the Summary of the Audit Committees Report, and examine for resolving upon the management accounts and the Financial Statements for the fiscal year ended December 31, 2025: 2 Resolve on Management’s proposal for allocation of profit for the fiscal year, as detailed in the General Stockholders’ Meeting Manual available at https://www.itau.com.br/relacoes-cominvestidores/en/general-stockholders- meetings/: 3 Establish the number of members that will compose the Board of Directors at thirteen (13): Election of the chairman of the board of directors - Total members to be elected: 1 Nomination of candidates for chairman of the board of directors. 11 5 Resolve upon the independence of the members classified as independent members: Fabricio Bloisi Rocha (Conselheiro Independente) João Moreira Salles Marcos Marinho Lutz (Conselheiro Independente) 7 Election of vice-chairman of the board of directors - Total members to be elected: 1 Nomination of candidates for vice-chairman of the board of directors. Maria Helena dos Santos Fernandes de Santana (Conselheiro Independente) Paulo Antunes Veras (Conselheiro Independente) Do you wish to request a separate election of a member of the board of directors, under the terms of article 141, paragraph 4, II, of Law 6,404, of 1976? (The shareholder can only fill this field in case of keeping the position of voting shares ininterrupted for 3 months prior to the general meeting. If the shareholder chooses “no” or “abstain”, his/her shares will not be computed for the request of a separate election of a member of the board of directors). 12 Do you wish to request a separate election of a member of the board of directors, under the terms of article 141, paragraph 4, I, of Law 6,404, of 1976? (The shareholder can only fill this field in case of keeping the position of voting shares ininterrupted for 3 months prior to the general meeting. If the shareholder chooses “no” or “abstain”, his/her shares will not be computed for the request of a separate election of a member of the board of directors).


 

Approve 5,183,314,054 100.00% Reject 2,713 0.00% Abstain 146,958 0.00% Approve 5,183,285,697 100.00% Reject 31,025 0.00% Abstain 147,003 0.00% Approve 2,427,451,260 99.27% Reject 1,229,390 0.05% Abstain 16,698,564 0.68% Approve 5,179,279,276 99.92% Reject 3,146,793 0.06% Abstain 1,037,656 0.02% Approve 5,180,202,291 99.94% Reject 64,970 0.00% Abstain 3,196,464 0.06% 17 Resolve upon the individual monthly compensation of R$ 22,000.00 to the effective members and of R$ 9,000.00 for the alternate members of the Fiscal Council: Marcelo Maia Tavares de Araújo (efetivo) / Haroldo do Rosario Vieira (suplente) 16 Resolve upon the amount allocated to the overall compensation of the members of the Board of Officers and the Board of Directors, in the total amount of R$938,000,000.00: 15 Separate election of the fiscal council - Preferred shares - Total members to be elected: 1 Nomination of candidates to the fiscal coucnil by shareholders with non-voting preferred shares or restricted voting rights. 14 Election of the fiscal council by candidate - Total members to be elected: 2 Nomination of candidates to the fiscal council (the shareholder may nominate as many candidates as there are seats to be filled in the general election). Eduardo Hiroyuki Miyaki (efetivo) / João Costa (suplente) Cláudio José Coutinho Arromatte (efetivo) / Leni Bernadete Torres da Silva Sansiviero (suplente)


 

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