UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
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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).
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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 5.07. | Submission of Matters to a Vote of Security Holders. |
Popular, Inc. (the “Corporation”) held its Annual Meeting of Shareholders on May 6, 2021. At the Annual Meeting, the Corporation’s shareholders voted on the following four proposals and cast their votes as described below:
Proposal 1 – Election of Directors
Elected the following three individuals to serve as “Class 1” directors until the Annual Meeting of Shareholders to be held in 2022 or until their successors are duly elected and qualified:
| For | Against | Abstained | Broker Non-Votes | |||||
| Alejandro M. Ballester |
64,795,539 | 1,761,381 | 75,326 | 6,265,815 | ||||
| Richard L. Carrión |
64,913,185 | 1,672,498 | 46,563 | 6,265,815 | ||||
| Carlos A. Unanue |
64,896,862 | 1,600,208 | 135,176 | 6,265,815 |
Proposal 2 – Advisory Vote to Approve Executive Compensation (“Say-on-Pay”)
Approved, on an advisory basis, the compensation of the Corporation’s Named Executive Officers.
| For | Against | Abstained | Broker Non-Votes | |||||
| 63,475,107 | 2,963,555 | 193,584 | 6,265,815 |
Proposal 3 – Advisory Vote to Approve the Frequency of Future Advisory Votes on Executive Compensation
Approved, on an advisory basis, a frequency of 1 year for future advisory votes on the compensation of the Corporation’s Named Executive Officers.
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes | ||||||
| 62,278,511 | 121,024 | 4,147,231 | 85,480 | 6,265,815 |
Proposal 4 – Ratification of Appointment of Independent Registered Public Accounting Firm
Ratified the appointment of PricewaterhouseCoopers LLP as the Corporation’s independent registered public accounting firm for 2021.
| For | Against | Abstained | Broker Non-Votes | |||||
| 69,982,788 | 2,250,987 | 664,286 | 0 |
| 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: May 10, 2021 | By: |
/s/ Javier D. Ferrer | ||
| Javier D. Ferrer | ||||
| Executive Vice President, Chief Legal Officer and Secretary | ||||