Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
POPULAR, INC.: Amended and Restated By-Laws adopted to align indemnification provisions with the charter amendment, effective upon shareholder approval of the Indemnification Amendment (effective 2026-05-08).
- Change
- bylaw amendment
- Effective
- 2026-05-08
Exact text from the filing
the Board approved and conditionally adopted the Corporation’s Amended and Restated By-Laws (the “A&R By-laws”) to align the indemnification provisions in the Corporation’s by-laws with the Indemnification Amendment, subject to shareholder approval of the Indemnification Amendment. The A&R By-laws became effective immediately upon the shareholders’ approval of the Indemnification Amendment at the Annual Meeting of Shareholders of the Corporation.
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Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
POPULAR, INC.: Shareholders approved amendments to the Restated Certificate of Incorporation to modernize indemnification provisions, add director and officer exculpation, and remove outdated director election procedures (effective 2026-05-08).
- Change
- charter amendment
- Effective
- 2026-05-08
Exact text from the filing
On May 8, 2026, at the Annual Meeting of Shareholders of Popular, Inc. (the “Corporation”), the Corporation’s shareholders approved amendments to the Corporation’s Restated Certificate of Incorporation (the “Amendments”): (i) modernizing the indemnification provisions in, and making other clarifying or streamlining changes to, Article TENTH (the “Indemnification Amendment”); (ii) adding a new provision to Article TENTH to provide for the exculpation of directors and officers to the fullest extent permitted by the Puerto Rico General Corporations Law; and (iii) changing Article SEVENTH to remove language relating to the procedures for director elections held prior to 2023, at which time the Corporation’s Board of Directors (the “Board”) became fully declassified and all directors became subject to annual elections.
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