Form 8-K

8-K — POPULAR, INC.

Accession: 0001193125-26-217109

Filed: 2026-05-11

Period: 2026-05-08

CIK: 0000763901

SIC: 6022 (STATE COMMERCIAL BANKS)

Item: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item: Submission of Matters to a Vote of Security Holders

Item: Financial Statements and Exhibits

Documents

8-K — d77241d8k.htm (Primary)

EX-3.1 (d77241dex31.htm)

EX-3.2 (d77241dex32.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: d77241d8k.htm · Sequence: 1

8-K

false 0000763901 --12-31 0000763901 2026-05-08 2026-05-08 0000763901 us-gaap:CommonStockMember 2026-05-08 2026-05-08 0000763901 us-gaap:CumulativePreferredStockMember 2026-05-08 2026-05-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 8, 2026

POPULAR, INC.

(Exact name of registrant as specified in its charter)

Puerto Rico

001-34084

66-0667416

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(IRS Employer

Identification Number)

209 Muñoz Rivera Avenue

Hato Rey, Puerto Rico

00918

(Address of principal executive offices)

(Zip code)

(787) 765-9800

(Registrant’s telephone number, including area code)

NOT APPLICABLE

(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock ($0.01 par value)

BPOP

The NASDAQ Stock Market

6.125% Cumulative Monthly Income Trust Preferred Securities

BPOPM

The NASDAQ Stock Market

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).

Emerging growth company ☐

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 5.03.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

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.

In addition, as further discussed in the Corporation’s definitive proxy statement (the “Proxy Statement”) filed with the Securities and Exchange Commission on March 24, 2026, under “Proposal 2 - Amendment to Popular’s Restated Certificate of Incorporation to Modernize Indemnification Provisions,” 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.

On May 8, 2026, the Corporation filed the Restated Certificate of Incorporation incorporating the Amendments with the Department of State of the Commonwealth of Puerto Rico, and such amendments became effective on that date. More complete descriptions of the Amendments and the A&R By-laws are included in the Proxy Statement under “Proposal 2 - Amendment to Popular’s Restated Certificate of Incorporation to Modernize Indemnification Provisions” and “Proposal 3 - Amendment to Popular’s Restated Certificate of Incorporation to Provide for Director and Officer Exculpation to the Extent Permitted by Puerto Rico Law.” The foregoing description of the Amendments and the A&R By-laws does not purport to be complete and is subject to, and is qualified in its entirety by, reference to the complete text of the Restated Certificate of Incorporation and the A&R By-laws, attached as Exhibit 3.1 and Exhibit 3.2 hereto, respectively, and incorporated herein by reference.

Item 5.07.

Submission of Matters to a Vote of Security Holders.

The Corporation held its Annual Meeting of Shareholders on May 8, 2026. At the Annual Meeting, the Corporation’s shareholders voted on the following five proposals and cast their votes as described below:

Proposal 1 – Election of Directors

Elected the following eleven individuals to serve as directors for a one-year term until the Annual Meeting of Shareholders to be held in 2026 or until their successors are duly elected and qualified:

For

Against

Abstain

Broker

Non-Vote

Alejandro M. Ballester

51,666,469

2,133,388

49,344

5,089,863

Robert Carrady

52,990,414

798,974

59,813

5,089,863

Richard L. Carrión

52,017,124

1,788,863

43,214

5,089,863

Bertil E. Chappuis

52,358,457

1,220,806

269,938

5,089,863

Betty DeVita

52,963,398

736,695

149,108

5,089,863

María Luisa Ferré Rangel

50,754,860

3,021,924

72,417

5,089,863

Javier D. Ferrer

52,940,105

842,613

66,483

5,089,863

C. Kim Goodwin

51,744,951

1,958,438

145,812

5,089,863

José R. Rodríguez

52,337,601

1,247,024

264,576

5,089,863

Alejandro M. Sánchez

52,583,276

1,138,274

127,651

5,089,863

Carlos A. Unanue

51,869,381

1,900,870

78,950

5,089,863

Proposal 2 – Amendment to Popular’s Restated Certificate of Incorporation to Modernize Indemnification Provisions

Approved an amendment to Popular’s Rested Certificate of Incorporation to modernize indemnification provisions:

For

Against

Abstained

Broker Non-Votes

53,300,390

445,388

103,423

5,089,863

Proposal 3 – Amendment to Popular’s Restated Certificate of Incorporation to Provide for Director and Officer Exculpation to the Extent Permitted by Puerto Rico Law

Approved an amendment to Popular’s Restated Certificate of Incorporation to provide for director and officer exculpations to the extent permitted by Puerto Rico Law:

For

Against

Abstained

Broker Non-Votes

52,420,078

1,300,677

128,446

5,089,863

Proposal 4 - 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

52,332,053

1,330,334

186,814

5,089,863

Proposal 5 – 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 2026:

For

Against

Abstained

Broker Non-Votes

56,946,975

1,904,232

87,857

Item 9.01.

Financial Statements and Exhibits.

3.1

Restated Certificate of Incorporation of Popular, Inc. as of May 8, 2026.

3.2

Amended and Restated By-Laws of Popular, Inc. as of May 8, 2026.

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 8, 2026

By:

/s/ José R. Coleman Tió

José R. Coleman Tió

Executive Vice President and Chief Legal Officer

EX-3.1

Filename: d77241dex31.htm · Sequence: 2

EX-3.1

Exhibit 3.1

RESTATED CERTIFICATE OF INCORPORATION

POPULAR, INC.

Popular, Inc., a corporation organized under the laws of the Commonwealth of Puerto Rico, does hereby certify pursuant to Article

8.05 of the Puerto Rico General Corporation Law, as follows:

WHEREAS, the name of the Corporation is Popular, Inc. (the

“Corporation”). The Corporation was originally incorporated under the name Ponce Bancorporation, Inc., which name was subsequently amended to BanPonce Corporation on February 22, 1985 and to Popular, Inc. on April 28, 1997;

WHEREAS, the original Certificate of Incorporation of the Corporation was filed in the Office of the Secretary of State of the

Commonwealth of Puerto Rico on December 20, 1984 (Reg. No. 59,124);

WHEREAS, this Restated Certificate of Incorporation has

been duly adopted by the Board of Directors of the Corporation in accordance with Article 8.05 of the Puerto Rico General Corporation Law. It restates and integrates, and does not further amend, the provisions of the Corporation’s Certificate

of Incorporation, as amended, and there are no discrepancies between those provisions and this Restated Certificate of Incorporation; and

WHEREAS, pursuant to Article 8.05 of the Puerto Rico General Corporation Law, the text of the Certificate of Incorporation of Popular, Inc.,

as amended to date, is hereby restated to read in full, as follows:

FIRST: The name of the Corporation is Popular, Inc.

SECOND: The principal office of the Corporation shall be at the Popular Center Building, 209 Muñoz Rivera Avenue, Hato Rey,

Puerto Rico 00918 and its resident agent at such address is the Corporation itself.

THIRD: The nature of the business and the

purposes of the Corporation are to engage in, carry out and conduct, for profit, to the extent permitted by law, the following activities:

1. To purchase, subscribe for, or otherwise acquire and own, hold, use, sell, assign, transfer, mortgage, pledge, exchange, or otherwise

dispose of, and deal in and with the personal or mixed property of every kind and description, including shares of stock, bonds, debentures, notes, evidences of indebtedness and other securities, or other interests in debentures, notes, mortgages,

or other contracts or obligations and any certificates, receipts or other instruments representing options, rights or warrants to receive, purchase or subscribe for the same or representing any other rights or interests therein or in any property or

assets of or created or issued by any person, or persons, corporation or corporations, association or associations, domestic or foreign, including agencies, instrumentalities, authorities, administrations, corporations or other public governmental

bodies or subdivisions thereof, and to pay therefor, in whole or in part, in cash or by exchanging therefor, stocks, bonds, or other evidences of indebtedness or securities of this or other corporation, and while the owner or holder of any such

personal or mixed property, stocks, bonds, debentures, notes, evidences of indebtedness or other securities, contracts or obligations, to receive, collect and dispose of the interest, dividends, and income arising from such property and to possess

and exercise in respect thereof all the rights, powers and privileges of ownership, including all voting powers on any stocks so owned to the same extent as a natural person might or could do.

Restated May 2026

2. To purchase or otherwise acquire and own, hold, use, sell, assign, transfer, exchange and

convey, pledge, lease, rent, remodel, improve, reconstruct, mortgage and otherwise encumber or dispose of real estate whether improved or unimproved, and any right, privilege or interest of any kind whatsoever therein, and to manage, operate, own,

hold, deal in and dispose of all or any part of such property and assets whether real, personal or mixed, as may be necessary or desirable for the successful conduct and operation of such business and to possess and exercise in respect thereof all

the rights, powers and privileges of ownership, to the same extent as a natural person might or could do; provided, however, that the Corporation shall not be authorized, as respects real property located within the Commonwealth of Puerto Rico, to

conduct the business of buying and selling real estate, and shall in all other respects be subject to the provisions of Section 14 of Article VI of the Constitution of the Commonwealth of Puerto Rico.

3. To aid either by loans or by guaranty of securities or in any other manner, any corporation, domestic or foreign, any shares of stock, or

any bonds, debentures, evidences of indebtedness or other securities whereof are held by this corporation or in which it shall have any interest, and to do any acts designed to protect, preserve, improve, or enhance the value of any property at any

time held or controlled by this Corporation or in which it at the same time may be interested.

4. To endorse or guarantee the payment of

principal, interest or dividends on securities and to guarantee the performance of sinking funds or other obligations of, and to guarantee in any way permitted by law the performance of any contracts or obligations of every kind and description with

or of any person, firm, association, corporation or of the government or subdivisions thereof.

5. To lend its surplus or uninvested funds

from time to time to such extent, to such persons, firms, associations, corporations or governmental bodies or subdivisions, agencies or instrumentalities thereof, and on such terms and on such security, if any, as the Board of Directors of the

Corporation may determine.

6. To borrow money for any of the purposes of the Corporation, from time to time, and without limit as to

amount; from time to time, to issue and sell its own securities in such amounts, on such terms and conditions, for such purposes and for such consideration, as may now be or hereafter shall be permitted by the laws of the Commonwealth of Puerto

Rico; and to secure the same by mortgage upon, or the pledge, or the conveyance or assignment in trust of, the whole or any part of the properties, assets, business and goodwill of the Corporation then owned or thereafter acquired.

7. To merge into or consolidate with, and to enter into agreements and cooperative relations, not in contravention of law, with any person,

firm, association or corporation; to purchase or otherwise acquire and to hold, cancel, reissue, sell, exchange, transfer or otherwise deal in its own shares of capital stock or other securities from time to time to the extent and upon such terms as

shall be permitted by the laws of the Commonwealth of Puerto Rico; provided, however, that shares of its own capital stock so purchased or held shall not be directly or indirectly voted, nor shall they be entitled to the payment of dividends during

such period or periods as they shall be held by the Corporation.

Restated May 2026

8. To manufacture, process, purchase, sell and generally to trade and deal in and with

goods, wares and merchandise of every kind, nature and description, and to engage and participate in any mercantile, industrial or trading business of any kind or character whatsoever.

9. To apply for, register, obtain, purchase, lease, take licenses in respect of or otherwise acquire, and to hold, own, use, operate, develop,

enjoy, turn to account, grant licenses and immunities in respect of, manufacture under and to introduce, sell, assign, mortgage, pledge, or otherwise dispose of, and, in any manner deal with and contract with reference to:

(a) inventions, devices, formulas, processes and any improvements and modifications thereof,

(b) letters patent, patent rights, patented processes, copyrights, designs, and similar rights, trade-marks, trade symbols and other

indications of origin and ownership granted by or recognized under the laws of the Commonwealth of Puerto Rico, the Government of the United States of America or of any state or subdivision thereof, or of any foreign country or subdivision thereof,

and all rights connected therewith or appertaining thereunto;

10. To acquire by purchase, exchange or otherwise, all or any part of, or any interest in, the properties, assets, business and goodwill of any

one or more persons, firms, associations, or corporations heretofore or hereafter engaged in any business for which a corporation may now or hereafter be organized under the laws of the Commonwealth of Puerto Rico; to pay for the same in cash,

property or its own or other securities; to hold, operate, reorganize, liquidate, sell or in any manner dispose of the whole or any part thereof; and in connection therewith, to assume or guarantee performance of any liabilities, obligations or

contracts of such persons, firms, associations or corporations, and to conduct the whole or any part of any business thus acquired.

11. To

draw, make, accept, endorse, discount, execute and issue promissory notes, drafts, bills of exchange, warrants, bonds, debentures and other negotiable or transferable instruments and evidences of indebtedness whether secured by mortgage or

otherwise, as well as to secure the same by mortgage or otherwise, so far as may be permitted by the laws of the Commonwealth of Puerto Rico.

12. To the extent permitted by law, and subject to obtaining the license required under the provisions of Section 9.060 of the Insurance

Code of Puerto Rico (26 LPRA 906), to act as agent for insurance companies in soliciting and receiving applications for property, marine and transportation, vehicle, casualty surety and title insurance, and all other kinds of insurance except life

and disability insurance, the collection of premiums, and doing such other business as may be delegated to agents by such companies, and to conduct a general insurance agency business.

13. To organize or cause to be organized under the laws of the Commonwealth of Puerto Rico, or of any other State of the United States of

America, or of the District of Columbia, or of any territory, dependency, colony or possession of the United States of America, or of any foreign country, a corporation or corporations for the purpose of transacting, promoting or carrying on any or

all of the objects or purposes for which the corporation is organized, and to dissolve, wind up, liquidate, merge or consolidate any such corporation or corporations or to cause the same to be dissolved, wound up, liquidated, merged or consolidated.

Restated May 2026

14. To conduct its business in any and all of its branches and maintain offices both within

and without the Commonwealth of Puerto Rico, in any and all States of the United States of America, in the District of Columbia, in any or all territories, dependencies, colonies or possessions of the United States of America, and in foreign

countries.

15. To such extent as a corporation organized under the laws of the Commonwealth of Puerto Rico may now or hereafter lawfully

do, to do, either as principal or agent and either alone or through subsidiaries or in connection with other persons, firms, associations or corporations, all and everything necessary, suitable, convenient or proper for, or in connection with or

incident to, the accomplishment of any of the purposes or the attainment of any one or more of the objects herein enumerated, or designed directly or indirectly to promote the interests of the Corporation or to enhance the value of its properties;

and in general to do any and all things and exercise any and all powers, rights, and privileges which a corporation may now or hereafter be organized to do or to exercise under the laws of the Commonwealth of Puerto Rico.

The foregoing provisions of this Article THIRD shall be construed both as purposes and powers and each as an independent purpose and power.

The foregoing enumeration of specific purposes and powers shall not be held to limit or restrict in any manner the purposes and powers of the Corporation and the purposes and powers herein specified shall, except when otherwise provided in this

Article THIRD, be in no way limited or restricted by reference to, or interference from, the terms of any provisions of this or any other Article of this Certificate of Incorporation.

FOURTH: The Corporation is to have perpetual existence.

FIFTH: The minimum amount of capital with which the Corporation shall commence business shall be $1,000.00.

The total number of shares of all classes of capital stock that the Corporation shall have authority to issue, upon resolutions approved by

the Board of Directors from time to time, is two hundred million shares (200,000,000), of which one hundred seventy million shares (170,000,000) shall be shares of Common Stock of the par value of $0.01, per share (hereinafter called “Common

Stock”), and thirty million (30,000,000) shall be shares of Preferred Stock without par value (hereinafter called “Preferred Stock”).

The amount of the authorized capital stock of any class or classes of stock may be increased or decreased by the affirmative vote of the

holders of a majority of the stock of the Corporation entitled to vote.

The designations and the powers, preferences and rights, and the

qualifications, limitations or restrictions thereof, of the Preferred Stock shall be as follows:

(1) The Board of Directors is expressly

authorized at any time, and from time to time, to provide for the issuance of shares of Preferred Stock in one or more series, and with such voting powers, full or limited but not to exceed one vote per share, or without voting powers, and with such

designations, preferences, and relative participating, optional or other special rights, and qualifications, limitations or restrictions thereof, as shall be expressed in the resolution or resolutions providing for the issue thereof adopted by the

Board of Directors and as are not otherwise expressed in this Certificate of Incorporation or any amendment thereto, including (but without limiting the generality of the foregoing) the following:

Restated May 2026

(a)

the designation of such series;

(b)

the purchase price that the Corporation shall receive for each share of such series;

(c)

the dividend rate of such series, the conditions and dates upon which such dividends shall be payable, the

preference or relation that such dividends shall bear to the dividends payable on any other class or classes or on any other series of any class or classes of capital stock of the Corporation, and whether such dividends shall be cumulative or non-cumulative;

(d)

whether the shares of such series shall be subject to redemption by the Corporation, and, if made subject to

such redemption, the times, prices and other terms and conditions of such redemption;

(e)

the terms and amounts of any sinking fund provided for the purchase or redemption of the shares of such series;

(f)

whether the shares of such series shall be convertible into or exchangeable for shares of any other class or

classes or of any other series of any class or classes of capital stock of the Corporation, and, if provision be made for conversion or exchange, the times, prices, rates, adjustments and other terms and conditions of such conversion or exchange;

(g)

the extent, if any, to which the holders of the shares of such series shall he entitled to vote as a class or

otherwise with respect to the election of directors or otherwise;

(h)

the restrictions and conditions, if any, upon the reissue of any additional Preferred Stock ranking on a parity

with or prior to such shares as to dividends or upon dissolution;

(i)

the rights of the holders of the shares of such series upon the dissolution of or upon the distribution of

assets of, the Corporation, which rights may be different in the case of a voluntary dissolution than in the case of an involuntary dissolution.

(2) Except as otherwise required by law and except for such voting powers with respect to the election of directors or other matters as may be

stated in the resolutions of the Board of Directors creating any series of Preferred Stock, the holders of any such series shall have no voting power whatsoever.

(3) Pursuant to the authority conferred by this Article FIFTH, the Board of Directors or a duly appointed committee thereof, has created the

following series of Preferred Stock, with the number of shares included in each such series, and the designation, powers, preferences and rights, qualifications, limitations or restrictions thereof fixed as stated and expressed with respect to each

such series in the respective appendix attached hereto and incorporated herein by reference and made a part of this Restated Certificate of lncorporation for all purposes:

Annex A 6.375% Non-cumulative Monthly Income Preferred Stock, Series A

Restated May 2026

SIXTH: The Board of Directors shall have the power, whenever it may deem necessary to

so act, from time to time, to authorize the issue of new shares of stock. The common stockholders of record on any date designated by resolution of the Board of Directors shall preference for the subscription for common stock on a pro rata basis

unless the Board of Directors unanimously resolves otherwise, but the stockholders shall have no preference to subscribe therefor in the event of new issues of shares of stock which may be authorized pursuant to any Dividend Reinvestment and Stock

Purchase Plan of the Corporation or which may be authorized in order to exchange such new shares of stock for property which the Board of Directors may consider convenient or necessary for the Corporation to acquire, nor shall the stockholders have

any right of preference therefore in the event of new issues of stock in payment of services rendered to the Corporation, or of shares of stock to be issued for sale to officers or employees, on the basis of options, as an incentive either to

commence or to continue rendering services for the Corporation.

SEVENTH: (1) The Board of Directors shall be composed of such

number of directors as are established from time to time by the Board of Directors and approved by an absolute majority of directors; provided, however, that the total number of directors shall always be not less than seven (7) nor more than

fifteen (15). Directors shall be elected at each annual meeting of stockholders to hold office for a term expiring at the next annual meeting of stockholders.

(2) Except as provided in this Article SEVENTH, a director shall be elected by a majority of the votes cast by stockholders present in person

or represented by proxy at the meeting and entitled to vote in the election of directors, provided that if the number of nominees exceeds the number of directors to be elected, the director nominees shall be elected by a plurality of the votes cast.

Any vacancies in the Board of Directors, by reason of an increase in the number of directors or otherwise, shall be filled solely by the Board of Directors, by majority vote of the directors then in office, though less than a quorum, and any such

director so elected shall hold office for a term expiring at the next annual meeting of stockholders. A director shall continue in office until a new director is chosen and qualified in her or his stead. No decrease in the number of directors shall

shorten the term of any incumbent director.

(3) Subject to applicable law, a director may be removed from office as a director but only

for cause by the affirmative vote of the holders of two-third (2/3) of the combined voting power of the then outstanding shares of stock of the Corporation entitled to vote generally in the election of

directors, voting together as a single class.

The Board of Directors may, by resolution passed by a majority of the whole board,

designate one or more committees, each committee to consist of two or more of the directors of the Corporation, which to the extent provided in the resolution or in the by-laws of the Corporation, shall have

and may exercise the powers of the Board of Directors (other than the power to remove or elect officers) in the management of the business and affairs of the Corporation, and may authorize the seal of the Corporation to be affixed to all papers

which may require it. Such committee or committees shall have such name or names as may be stated in the by-laws of the Corporation or as may be determined from time to time by resolution adopted by the Board

of Directors.

The Board of Directors may from time to time, in the manner provided for in the

by-laws of the Corporation, hold its regular or extraordinary meetings outside of Puerto Rico.

Restated May 2026

EIGHTH: The Board of Directors may, upon resolution approved by an absolute majority

thereof from time to time (after adoption of the original by-laws of the Corporation) adopt, amend or repeal the by-laws of the Corporation; provided, that any by-laws adopted, amended or repealed by the Board of Directors may be amended or repealed, and any by-laws may be adopted, by the stockholders of the Corporation.

NINTH: The Corporation reserves the right to amend, alter, change or repeal any provision contained in this Certificate of

Incorporation, in the manner now or hereafter prescribed by the laws of the Commonwealth of Puerto Rico, and all rights conferred upon stockholders, directors or any other person herein are granted subject to this reservation.

TENTH: (1) The Corporation shall, to the fullest extent permitted by the Puerto Rico General Corporations Law as it exists on the

date hereof or as it may hereafter be amended, indemnify any person (each, an “Indemnitee”) who was or is involved in any manner (including as a party or a witness), or was or is threatened to be made so involved, in any threatened,

pending or completed action, suit or proceeding, whether civil, criminal, administrative, legislative, investigative or of any other nature (including any action, suit or proceeding by or in the right of the Corporation to procure a judgement in its

favor, but excluding any action, suit or proceeding, or part thereof, brought by such person (including an action, suit or proceeding brought by such person against the Corporation or any affiliate of the Corporation) unless such action, suit or

proceeding was consented to by the Corporation) (each, a “Proceeding”) by reason of the fact that the Indemnitee is or was a director, officer, employee or agent of the Corporation, or is or was serving at the written request of the

Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against all expenses, liabilities and losses (including attorneys’ fees, judgments, fines and amounts paid or

to be paid in settlement) actually and reasonably incurred or suffered by the Indemnitee in connection with such Proceeding (or part thereof). Such indemnification shall be a contract right.

(2) For purposes of this Article TENTH, references to “other enterprise” shall include employee benefit plans; references to

“fines” shall include any excise taxes assessed on a person with respect to any employee benefit plan; and references to “serving at the request of the Corporation” shall include any service as a director, officer or employee

of the Corporation which imposes duties on, or involves services by, such director, officer or employee with respect to an employee benefit plan, its participants or beneficiaries; and a person who acted in good faith and in a manner the person

reasonably believed to be in the interest of the participants and beneficiaries of an employee benefit plan shall be deemed to have acted in a manner not opposed to the best interest of the Corporation or other enterprise covered by this Article

TENTH.

(3) To the fullest extent permitted by the Puerto Rico General Corporations Law as it exists on the date hereof or as it may

hereafter be amended, by action of its Board of Directors, notwithstanding any interest of the directors in the action, the Corporation may purchase and maintain insurance, in such amounts as the Board of Directors deems appropriate, on behalf of

any person who is or was a director, officer, employee or agent of the Corporation, or is or was serving at the written request of the Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or

other enterprise, against any liability asserted against him and incurred by him in any such capacity, or arising out of his status as such (including expenses, judgments, fines and amounts paid in settlement), and whether or not the Corporation

would have the power or would be required to indemnify him against such liability under the provisions of this Article TENTH or of the Puerto Rico General Corporations Law or the laws of any other State of the United States or foreign country as may

be applicable.

Restated May 2026

(4) Any amendment or repeal of this Article TENTH (including in the case of any amendment to

the Puerto Rico General Corporations Law) shall not adversely affect any right or protection existing hereunder in connection with any act, omission, fact or circumstance occurring prior to the time of such amendment or repeal.

(5) To the fullest extent that the Puerto Rico General Corporations Law as it exists on the date hereof or as it may hereafter be amended to

permit the limitation or elimination of the liability of directors or officers, no director or officer of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty as a

director or officer.

IN WITNESS WHEREOF, the Corporation has caused its corporate seal to be hereunto affixed and this Restated

Certificate of Incorporation to be signed by José R. Coleman Tió, its Secretary, this 8th day of May 2026.

/s/ José R. Coleman Tió

Secretary

Restated May 2026

ANNEX A

CERTIFICATE OF DESIGNATION

THE BOARD OF DIRECTORS OF POPULAR, INC.

6.375% NONCUMULATIVE MONTHLY INCOME PREFERRED STOCK, 2003 SERIES A

(Pursuant to Article 5.01 of the General Corporation Law of the Commonwealth of Puerto Rico)

RESOLVED, that pursuant to the authority expressly granted to and vested in the Board of Directors of the Corporation and delegated to the

Funding Committee in accordance with the provisions of its Certificate of Incorporation, a series of Serial Preferred Stock of the Corporation be and it hereby is created.

FURTHER RESOLVED, that the Funding Committee designated by the Board of Directors, acting through Richard L. Carrión, David H. Chafey,

Jr. and Jorge A. Junquera, has determined that the preferences and relative, participating, optional or other special rights of the shares of such series of Preferred Stock, and the qualifications, limitations or restrictions thereof, as stated and

expressed herein, are under the circumstances prevailing on the date hereof fair and equitable to all the existing shareholders of the Corporation.

FURTHER RESOLVED, that the designation and amount of such series and the voting powers, preferences and relative, participating, optional or

other special rights of the shares of such series of Preferred Stock, and the qualifications, limitations or restrictions thereof are as follows:

Designation and Amount

The shares of such series of Preferred Stock shall be designated as the “6.375% Noncumulative Monthly Income

Preferred Stock, 2003 Series A” (hereinafter called the “2003 Series A Preferred Stock”) and the number of authorized shares constituting such series shall be 7,475,000.

B. Dividends

1. Holders of record of the 2003

Series A Preferred Stock (“Holders”) will be entitled. to receive, when, as and if declared by the Board of Directors of the Corporation or an authorized committee thereof (the “Board of Directors”), out of funds of the

Corporation legally available therefor, noncumulative cash dividends at the annual rate per share of 6.375% of their liquidation preferences, or $0.1328125 per share per month, with each aggregate payment made to each record holder of the 2003

Series A Preferred Stock being rounded to the next lowest cent.

2. Dividends on the 2003 Series A Preferred Stock will accrue from their

date of original issuance and will be payable (when, as and if declared by the Board of Directors of the Corporation out of funds of the Corporation legally available therefor) monthly in arrears in United States dollars commencing on March 31,

2003 and on the last day of each calendar month of each year thereafter to the holders of record of the 2003 Series A Preferred Stock as they appear on the books of the Corporation on the fifteenth day of the month for which the dividends are

payable, unless the Board of Directors or a committee thereof shall establish a different record date. In the case of the dividend payable on March 31, 2003, such dividend shall cover the period from the date of issuance of the

Restated May 2026

A-1

2003 Series A Preferred Stock to March 31, 2003. In the event that any date on which dividends are payable is not a Business Day (as defined below), then payment of the dividend payable on

such date will be made on the next succeeding Business Day without any interest or other payment in respect of any such delay, except that, if such Business Day is in the next succeeding calendar year, such payment will be made on the Business Day

immediately preceding the relevant date of payment, in each case with the same force and effect as if made on such date. A “Business Day” is a day other than a Saturday, Sunday or a general bank holiday in San Juan, Puerto Rico or New

York, New York.

3. Dividends on the 2003 Series A Preferred Stock will be noncumulative. The Corporation is not obligated or required to

declare or pay dividends on the 2003 Series A Preferred Stock, even if it has funds available for the payment of such dividends. If the Board of Directors of the Corporation or a committee thereof does not declare a dividend payable on a dividend

payment date in respect of the 2003 Series A Preferred Stock, then the holders of such 2003 Series A Preferred Stock shall have no right to receive a dividend in respect of the monthly dividend period ending on such dividend payment date and the

Company will have no obligation to pay the dividend accrued for such monthly dividend period or to pay any interest thereon, whether or not dividends on such 2003 Series A Preferred Stock are declared for any future monthly dividend period.

4. The amount of dividends payable for any monthly dividend period will be computed on the basis of twelve

30-day months and a 360-day year. The amount of dividends payable for any period shorter than a full monthly dividend period will be computed on the basis of the actual

number of days elapsed in such period.

5. Subject to any applicable fiscal or other laws and regulations, each dividend payment will be

made by dollar check drawn on a bank in New York, New York or San Juan, Puerto Rico and mailed to the record holder thereof at such holder’s address as it appears on the register for such 2003 Series A Preferred Stock.

6. So long as any shares of the 2003 Series A Preferred Stock remain outstanding, the Corporation shall not declare, set apart or pay any

dividend or make any other distribution of assets (other than dividends paid or other distributions made in stock of the Corporation ranking junior to the 2003 Series A Preferred Stock as to the payment of dividends and the distribution of assets

upon liquidation, dissolution or winding up of the Corporation) on, or redeem, purchase, set apart or otherwise acquire (except upon conversion or exchange for stock of the Corporation ranking junior to the 2003 Series A Preferred Stock as to the

payment of dividends and the distribution of assets upon liquidation, dissolution or winding up of the Corporation), shares of common stock or of any other class of stock of the Corporation ranking junior to the 2003 Series A Preferred Stock as to

the payment of dividends or the distribution of assets upon liquidation, dissolution or winding up of the Corporation, unless (i) all accrued and unpaid dividends on the 2003 Series A Preferred Stock for the twelve monthly dividend periods

ending on the immediately preceding dividend payment date shall have been paid or are paid contemporaneously, (ii) the full monthly dividend on the 2003 Series A Preferred Stock for the then current month has been or is contemporaneously

declared and paid or declared and set apart for payment, and (iii) the Corporation has not defaulted in the payment of the redemption price of any shares of 2003 Series A Preferred Stock called for redemption.

Restated May 2026

A-2

7. When dividends are not paid in full on the 2003 Series A Preferred Stock and any other

shares of stock of the Corporation ranking on a parity as to the payment of dividends with the 2003 Series A Preferred Stock, all dividends declared upon the 2003 Series A Preferred Stock and any such other shares of stock of the Corporation will be

declared pro rata so that the amount of dividends declared per share on the 2003 Series A Preferred Stock and any such other shares of stock will in all cases bear to each other the same ratio that the accrued dividends per share on the 2003 Series

A Preferred Stock for the then current dividend period bears to the accrued dividends per share on such other shares of stock (which shall not include any accrual in respect of unpaid dividends for prior dividend periods if such preferred stock does

not have a cumulative dividend).

8. Holders of record of the 2003 Series A Preferred Stock will not be entitled to any dividend, whether

payable in cash, property or stock, in excess of the dividends provided for herein on the shares of 2003 Series A Preferred Stock.

C. Conversion

1. The 2003 Series A Preferred Stock will not be convertible into or exchangeable for any other securities of the Corporation.

D. Redemption at the Option of the Corporation

1. The shares of the 2003 Series A Preferred Stock are not redeemable prior to March 31, 2008. On and after that date, the shares of the

2003 Series A Preferred Stock will be redeemable in whole or in part from time to time at the option of the Corporation, with the consent of the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”) to the extent

required by Section D. 8 below, upon not less than thirty nor more than sixty days’ notice by mail, at the redemption prices set forth below, during the periods set forth below, plus accrued and unpaid dividends from the dividend payment date

immediately preceding the redemption date (without any cumulation for unpaid dividends for prior dividend periods on the 2003 Series A Preferred Stock) to the date fixed for redemption.

Period

Redemption

Price

March 31, 2008 to March 30, 2009

25.50

March 31, 2009 to March 30, 2010

25.25

March 31, 2010 and thereafter

25.00

2. In the event that less than all of the outstanding shares of the 2003 Series A Preferred Stock are to be

redeemed in any redemption at the option of the Corporation, the total number of shares to be redeemed in such redemption shall be determined by the Board of Directors and the shares to be redeemed shall be allocated pro rata or by lot as may be

determined by the Board of Directors or by such other method as the Board of Directors may approve and deem equitable, including any method to conform to any rule or regulation of any national or regional stock exchange or automated quotation system

upon which the shares of the 2003 Series A Preferred Stock may at the time be listed or eligible for quotation.

3. Notice of any proposed

redemption shall be given by the Corporation by mailing a copy of such notice to the holders of record of the shares of 2003 Series A Preferred Stock to be redeemed, at their address of record, not more than sixty nor less than thirty days prior to

the redemption date. The notice of redemption to each holder of shares of 2003 Series A Preferred Stock shall specify the

Restated May 2026

A-3

number of shares of 2003 Series A Preferred Stock to be redeemed, the redemption date and the redemption price payable to such holder upon redemption, and shall state that from and after said

date dividends thereon will cease to accrue. If less than all the shares owned by a holder are then to be redeemed at the option of the Corporation, the notice shall also specify the number of shares of 2003 Series A Preferred Stock which are to be

redeemed and the numbers of the certificates representing such shares. Any notice which is mailed as herein provided shall be conclusively presumed to have been duly given, whether or not the stockholder receives such notice; and failure duly to

give such notice by mail, or any defect in such notice, to the holders of any stock designated for redemption shall not affect the validity of the proceedings for the redemption of any other shares of 2003 Series A Preferred Stock.

4. Notice having been mailed as aforesaid, from and after the redemption date (unless the Corporation shall default in the payment of the

redemption price for any shares to be redeemed), all dividends on the shares of 2003 Series A Preferred Stock called for redemption shall cease to accrue and all rights of the holders of such shares as stockholders of the Corporation by reason of

the ownership of such shares (except the right to receive the redemption price, on presentation and surrender of the respective certificates representing the redeemed shares), shall cease on the redemption date and such shares shall not after the

redemption date be deemed to be outstanding. In case less than all the shares represented by any such certificate are redeemed, a new certificate shall be issued without cost to the holder thereof representing the unredeemed shares.

5. At its option, the Corporation may, on or prior to the redemption date, irrevocably deposit the aggregate amount payable upon redemption of

the shares of the 2003 Series A Preferred Stock to be redeemed with a bank or trust company designated by the Board of Directors (which may include a banking subsidiary of the Corporation) having its principal office in New York, New York, San Juan,

Puerto Rico, or any other city in which the Corporation shall at that time maintain a transfer agency with respect to its capital stock, and having a combined capital and surplus (as shown by its latest published statement) of at least $50,000,000

(hereinafter referred to as the “Depositary”), to be held in trust by the Depositary for payment to the holders of the shares of the 2003 Series A Preferred Stock then to be redeemed. If such deposit is made and the funds so deposited

are made immediately available to the holders of the shares of the 2003 Series A Preferred Stock to be redeemed, the Corporation shall thereupon be released and discharged (subject to the provisions of Section D.6) from any obligation to make

payment of the amount payable upon redemption of the shares of the 2003 Series A Preferred Stock to be redeemed, and the holders of such shares shall look only to the Depositary for such payment.

6. Any funds remaining unclaimed at the end of two years from and after the redemption date in respect of which such funds were deposited shall

be returned to the Corporation forthwith and thereafter the holders of shares of the 2003 Series A Preferred Stock called for redemption with respect to which such funds were deposited shall look only to the Corporation for the payment of the

redemption price thereof. Any interest accrued on any funds deposited with the Depositary shall belong to the Corporation and shall be paid to it from time to time on demand.

7. Any shares of the 2003 Series A Preferred Stock which shall at any time have been redeemed shall, after such redemption, have the status of

authorized but unissued shares of Preferred Stock, without designation as to series, until such shares are once more designated as part of a particular series by the Board of Directors.

Restated May 2026

A-4

8. To the extent required to have the 2003 Series A Preferred Stock treated as Tier 1

capital for bank regulatory purposes or otherwise required by applicable regulations of the Federal Reserve Board, the shares of 2003 Series A Preferred Stock may not be redeemed by the Corporation without the prior consent of the Federal Reserve

Board.

E. Liquidation Preference

1. Upon

any voluntary or involuntary liquidation, dissolution, or winding up of the Corporation, the then record holders of shares of 2003 Series A Preferred Stock will be entitled to receive, out of the assets of the Corporation available for distribution

to shareholders, before any distribution is made to holders of common stock or any other equity securities of the Corporation ranking junior upon liquidation to the 2003 Series A Preferred Stock, distributions upon liquidation in the amount of $25

per share plus an amount equal to any accrued and unpaid dividends (without any cumulation for unpaid dividends for prior dividend periods on the 2003 Series A Preferred Stock) for the current monthly dividend period to the date of payment. Such

amount shall be paid to the holders of the 2003 Series A Preferred Stock prior to any payment or distribution to the holders of the common stock of the Corporation or of any other class of stock or series thereof of the Corporation ranking junior to

the 2003 Series A Preferred Stock in respect of dividends or as to the distribution of assets upon liquidation.

2. If upon any voluntary

or involuntary liquidation, dissolution or winding up of the Corporation, the amounts payable with respect to the 2003 Series A Preferred Stock and any other shares of stock of the Corporation ranking as to any such distribution on a parity with the

2003 Series A Preferred Stock are not paid in full, the holders of the 2003 Series A Preferred Stock and of such other shares will share ratably in any such distribution of assets of the Corporation in proportion to the full liquidation preferences

to which each is entitled. After payment of the full amount of the liquidation preference to which they would otherwise be entitled, the holders of shares of 2003 Series A Preferred Stock will not be entitled to any further participation in any

distribution of assets of the Corporation.

3. Neither the consolidation or merger of the Corporation with any other corporation, nor any

sale, lease or conveyance of all or any part of the property or business of the Corporation, shall be deemed to be a liquidation, dissolution, or winding up of the Corporation.

F. Voting Rights

1. Except as described in this

Section F, or except as required by applicable law, holders of the 2003 Series A Preferred Stock will not be entitled to receive notice of or attend or vote at any meeting of stockholders of the Corporation on any matter.

2. If the Corporation does not pay dividends in full on the 2003 Series A Preferred Stock for eighteen monthly dividend periods, whether

consecutive or not, the holders of outstanding shares of the 2003 Series A Preferred Stock, together with the holders of any other shares of stock of the Corporation having the right to vote for the election of directors solely in the event of any

failure to pay dividends, acting as a single class without regard to series, will be entitled, by written notice to the Corporation given by the holders of a majority in liquidation preference of such shares or by ordinary resolution passed by the

holders of a majority in liquidation preference of such shares present in person or by proxy at a separate general meeting of such holders convened for the purpose,

Restated May 2026

A-5

to appoint two additional members of the Board of Directors of the Corporation, to remove any such member from office and to appoint another person in place of such member. Not later than 30 days

after such entitlement arises, if written notice by a majority of the holders of such shares has not been given as provided for in the preceding sentence, the Board of Directors or an authorized committee thereof will convene a separate general

meeting for the above purpose. If the Board of Directors or such authorized committee fails to convene such meeting within such 30-day period, the holders of 10% of the outstanding shares of the 2003 Series A

Preferred Stock and any such other stock will be entitled to convene such meeting. The provisions of the Restated Certificate of Incorporation and By-laws of the Corporation relating to the convening and

conduct of general meetings of stockholders will apply with respect to any such separate general meeting. Any member of the Board of Directors so appointed shall vacate office if, following the event which gave rise to such appointment, the

Corporation shall have resumed the payment of dividends in full on the 2003 Series A Preferred Stock and each such other series of stock for twelve consecutive monthly dividend periods. Thereafter, the right to appoint two directors as described

above would only arise if the Corporation does not pay dividends in full on the 2003 Series A Preferred Stock for eighteen additional monthly dividend periods.

3. Any amendment, alteration or repeal of the terms of the 2003 Series A Preferred Stock by way of amendment of the Corporation’s

Restated Certificate of Incorporation whether by merger or otherwise (including, without limitation, the authorization or issuance of any shares of the Corporation ranking, as to dividend rights or rights on liquidation, winding up and dissolution,

senior to the 2003 Series A Preferred Stock) which would adversely affect the powers, preferences or rights of the 2003 Series A Preferred Stock shall not be effective (unless otherwise required by applicable law) except with the consent in writing

of the holders of at least two thirds of the outstanding aggregate liquidation preference of the outstanding shares of the 2003 Series A Preferred Stock or with the sanction of a special resolution passed at a separate general meeting by the holders

of at least two thirds of the aggregate liquidation preference of the outstanding shares of the 2003 Series A Preferred Stock. Notwithstanding the foregoing, the Corporation may, without the consent or sanction of the holders of the 2003 Series A

Preferred Stock, authorize and issue shares of the Corporation ranking, as to dividend rights and rights on liquidation, winding up and dissolution, on a parity with or junior to the 2003 Series A Preferred Stock.

The foregoing voting provisions shall not apply if, at or prior to the time when the act with respect to which such vote would otherwise be

required shall be effected, all outstanding shares of the 2003 Series A Preferred Stock shall have been redeemed or called for redemption upon proper notice and sufficient funds shall have been deposited in trust to effect such redemption.

4. No vote of the holders of the 2003 Series A Preferred Stock will be required for the Corporation to redeem or purchase and cancel the 2003

Series A Preferred Stock in accordance with the Restated Certificate of Incorporation of the Corporation.

5. The Corporation will cause a

notice of any meeting at which holders of any series of Preferred Stock are entitled to vote to be mailed to each record holder of such series of Preferred Stock. Each such notice will include a statement setting forth (i) the date of such

meeting, (ii) a description of any resolution to be proposed for adoption at such meeting on which such holders are entitled to vote and (iii) instructions for deliveries of proxies.

6. Except as set forth in this Section F, holders of 2003 Series A Preferred Stock shall have no special voting rights and their consent shall

not be required (except to the extent they are entitled to vote as set forth herein) for taking any corporate action.

Restated May 2026

A-6

G. Rank

The 2003 Series A Preferred Stock will, with respect to dividend rights and rights on liquidation, winding up and dissolution, rank

(i) senior to all classes of common stock of the Corporation, to the Corporation’s Series A Participating Cumulative Preferred Stock and to all other equity securities issued by the Corporation the terms of which specifically provide that

such equity securities will rank junior to the 2003 Series A Preferred Stock (or to a number of series of Preferred Stock which includes the 2003 Series A Preferred Stock); (ii) on a parity with all other equity securities issued by the Corporation

the terms of which specifically provide that such equity securities will rank on a parity with the 2003 Series A Preferred Stock (or with a number of series of Preferred Stock which includes the 2003 Series A Preferred Stock); and (iii) subject

to the provisions of Section F.3 hereof, junior to all equity securities issued by the Corporation the terms of which specifically provide that such equity securities will rank senior to the 2003 Series A Preferred Stock (or to a number of series of

Preferred Stock which includes the 2003 Series A Preferred Stock). For this purpose, the term “equity securities” does not include debt securities conve1iible into or exchangeable for equity securities.

H. Form of Certificate for 2003 Series A Preferred Stock; Transfer and Registration

1. The 2003 Series A Preferred Stock shall be issued in registered form only. The Corporation may treat the record holder of a share of 2003

Series A Preferred Stock, including the Depository Trust Company and its nominee and any other holder that holds such share on behalf of any other person, as such record holder appears on the books of the registrar for the 2003 Series A Preferred

Stock, as the sole owner of such share for all purposes.

2. The transfer of a share of 2003 Series A Preferred Stock may be registered

upon the surrender of the certificate evidencing the share of 2003 Series A Preferred Stock to be transferred, together with the form of transfer endorsed on it duly completed and executed, at the office of the transfer agent and registrar.

3. Registration of transfers of shares of 2003 Series A Preferred Stock will be effected without charge by or on behalf of the Corporation, but

upon payment (or the giving of such indemnity as the transfer agent and registrar may require) in respect of any tax or other governmental charges which may be imposed in relation to it.

4. The Corporation will not be required to register the transfer of a share of 2003 Series A Preferred Stock after such share has been called

for redemption.

I. Replacement of Lost Certificates

If any certificate for a share of 2003 Series A Preferred Stock is mutilated or alleged to have been lost, stolen or destroyed, a new

certificate representing the same share shall be issued to the holder upon request subject to delivery of the old certificate or, if alleged to have been lost, stolen or destroyed, compliance with such conditions as to evidence, indemnity and the

payment of out-of-pocket expenses of the Corporation in connection with the request as the Board of Directors of the Corporation may determine.

Restated May 2026

A-7

J. No Preemptive Rights

Holders of the 2003 Series A Preferred Stock will have no preemptive or preferential rights to purchase any securities of the Corporation.

K. No Repurchase at the Option of Holders; Miscellaneous

Holders of the 2003 Series A Preferred Stock will have no right to require the Corporation to redeem or repurchase any shares of 2003 Series A

Preferred Stock, and the shares of 2003 Series A Preferred Stock are not subject to any sinking fund or similar obligation. The Corporation may, at its option, purchase shares of the 2003 Series A Preferred Stock from holders thereof from time to

time, by tender, in privately negotiated transactions or otherwise.

Restated May 2026

A-8

EX-3.2

Filename: d77241dex32.htm · Sequence: 3

EX-3.2

Exhibit 3.2

AMENDED AND RESTATED

BY-LAWS

POPULAR, INC.

Article 1: Board of

Directors

1.1. The business and affairs of the Corporation shall be conducted under the authority of its Board of Directors. The

directors shall be elected in the manner set forth in the Certificate of Incorporation of the Corporation.

1.2. If for any reason or cause

an election of directors is not held on the Annual Meeting of Stockholders, or at any adjournment thereof, such election may be held on any subsequent date at a special meeting of stockholders duly called for such purpose.

1.3. Directors shall receive such reasonable compensation as may be established from time to time by the Board of Directors by resolution

approved by an absolute majority thereof.

1.4. The Board of Directors may hold such regular meetings as may be established from time to

time by resolution approved by an absolute majority of the Board of Directors. Once regular meetings are convened as established herein, notice thereof need not be given. The Board of Directors may hold such extraordinary meetings as may be convened

by the Chairman of the Board of Directors, by the Chief Executive Officer or the President, or which may be required by at least three (3) directors. Such regular or extraordinary meetings may be held at the Corporation’s principal

office, at any other place or places within or without Puerto Rico, or by such other means as permitted by law.

When required, notices of

meetings shall be mailed to each director, addressed to him at his residence or usual place of business, not later than three (3) days before the day on which the meeting is to be held, or shall be sent to him by electronic transmission, or be

delivered personally or by telephone, not later than the day before such day of meeting.

1.5. The quorum at any meeting of the Board of

Directors shall consist of a majority of the total number of directors. The vote of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors unless the Certificate of Incorporation or

these By-laws shall require a vote of a greater number.

1.6. Unless otherwise restricted by the Certificate of Incorporation or these

By-laws, any action required or permitted to be taken at any meeting of the Board of Directors, or of any committee thereof, may be taken without a meeting if all members of the Board of Directors or of such committee, as the case may be, consent

thereto in writing or by electronic transmission, and the writing or writings or electronic transmission or transmissions are filed with the minutes of proceedings of the Board of Directors or committee. Such filing shall be in paper form if the

minutes are maintained in paper form and shall be in electronic form if the minutes are maintained in electronic form. For purposes of these By-laws, “electronic transmission” means any form of communication, not directly involving the

physical transmission of paper, that creates a record that may be retained, retrieved and reviewed by a recipient thereof, and that may be directly reproduced in paper form through an automated process.

May 2026

Article 2: Meetings of Stockholders

2.1. An Annual Meeting of Stockholders shall be held not later than the fifth month following the end of the fiscal year of the Corporation at

a place, if any, date and time fixed by the Board of Directors.

2.2. Special Meetings

(a) Special meetings of stockholders may be called by the Board of Directors, the Chairman of the Board of Directors, the Chief Executive

Officer or the President of the Corporation. In addition, a special meeting of the stockholders (a “Stockholder Requested Special Meeting”) shall be called by the Secretary upon receipt by the Corporation of the valid written

request or requests (each, a “Special Meeting Request”) from one or more stockholders of record (each, a “Requesting Stockholder”) who, at the time the Special Meeting Request is delivered, Own or are acting on

behalf of persons who Own shares representing in the aggregate at least twenty percent (20%) (the “Requisite Percentage”) of the voting power of the then outstanding stock of the Corporation entitled to vote on the matter or

matters to be brought before the proposed Stockholder Requested Special Meeting. The notice of any such special meeting shall specify the purpose or purposes for which the meeting is called.

A person shall be deemed to “Own” or to possess “Ownership” of only those shares of outstanding stock as to which the

person possesses both (i) full voting and investment rights pertaining to the shares and (ii) the full economic interest in (including the opportunity for profit and risk of loss on) such shares; provided that the number of shares

calculated in accordance with clauses (i) and (ii) shall not include any shares (a) sold by such person or any of its affiliates in any transaction that has not been settled or closed, (b) borrowed by such person or any of its

affiliates for any purposes or purchased by such person or any of its affiliates pursuant to an agreement to resell, or (c) subject to any option, warrant, forward contract, swap, contract of sale, other derivative or similar agreement entered

into by such person or any of its affiliates, whether any such instrument or agreement is to be settled with shares or with cash based on the notional amount or value of shares of outstanding stock of the Corporation, in any such case which

instrument or agreement has, or is intended to have, the purpose or effect of (x) reducing in any manner, to any extent or at any time in the future, such person’s or affiliate’s full right to vote or direct the voting of any such

shares, and/or (y) hedging, offsetting or altering to any degree gain or loss arising from the full economic ownership of such shares by such person or affiliate. A person shall Own shares held in the name of a nominee or other intermediary so

long as the person retains the right to instruct how the shares are voted with respect to the election of directors and possesses the full economic interest in the shares. A person’s Ownership of shares shall be deemed to continue during any

period in which the person has loaned such shares; provided that the person has the power to recall such loaned shares on three (3) business days’ notice and during any period in which the person has delegated any voting power by means of

a proxy, power of attorney or other instrument or arrangement which is revocable at any time by the person. The determination of the extent to which a person “Owns” any shares of stock for these purposes shall be made in good faith by

the Board of Directors, which determination shall be conclusive and binding.

May 2026

(b) Stockholder Requested Special Meetings

(i)

Validity of the Special Meeting Request

(A)

To be valid, each Special Meeting Request must: (i) be in writing; (ii) state the specific purpose

for a special meeting and the matters proposed to be acted upon thereat; (iii) be signed and dated by the Requesting Stockholders (or their duly authorized agents) representing the Requisite Percentage of Requesting Stockholders; (iv) be

delivered to the Secretary at the principal executive offices of the Corporation; (v) include the number of shares Owned by the Requesting Stockholder and contain documentary evidence of Ownership; (vi) in the case of any director

nomination proposed by the Requesting Stockholder to be presented at a Stockholder Requested Special Meeting, comply with the requirements under Section 2.10 applicable to any director nomination made by a stockholder, including the information

required to be included in a Stockholder Notice; (vii) with respect to any matter (other than director nomination) proposed by the Requesting Stockholder, comply with the requirements under Section 2.10 applicable to any such matter

proposed by a stockholder, including the information required to be included in a Stockholder Notice; (viii) include a written agreement by each Requesting Stockholder to promptly update and notify the Corporation of any changes to any such

Requesting Stockholder’s Ownership of stock entitled to vote on the matters brought before the proposed Stockholder Requested Special Meeting, and that any reduction in the Requesting Stockholder’s Ownership of stock following the

delivery of such Special Meeting Request, whether due to a change in Ownership of shares or otherwise, shall constitute a revocation of such Special Meeting Request to the extent of such reduction, such that the number of shares by which the

Requesting Stockholder’s Ownership was reduced shall not be included in determining whether the Requisite Percentage has been reached; and (ix) any other information reasonably requested by the Corporation.

(B)

A Special Meeting Request shall not be valid if (i) the Special Meeting Request relates to any item of

business that is not a proper subject for stockholder action under applicable law, (ii) the Special Meeting Request does not adhere to Section 2.2(b)(i)(A) herein, (iii) the Special Meeting Request is delivered during the period

commencing ninety (90) days prior to the first anniversary of the immediately preceding annual meeting of Stockholders and ending on the date of the next

May 2026

annual meeting of Stockholders, (iv) an identical or substantially similar item (as determined in good faith by the Board of Directors, a “Similar Item”) other than the election

of directors, was presented at a meeting of Stockholders held not more than twelve (12) months before the Special Meeting Request is delivered, (v) a Similar Item with respect to the election of directors was presented at a meeting of the

Stockholders held not more than ninety (90) days before the Special Meeting Request is delivered, (vi) a Similar Item is included in the Corporation’s notice as an item of business to be brought before a Stockholder meeting that has

been called to be held within ninety (90) days by the time the Special Meeting Request is delivered, or (vii) the Special Meeting Request violates Regulation 14A under the Securities Exchange Act of 1934 (the “Exchange Act”).

For purposes of this Section 2.2(b)(i)(B), the date of delivery of the Special Meeting Request shall be the first date on which valid Special Meeting Requests constituting not less than the Requisite Percentage have been received by the

Secretary (the “Special Meeting Request Date”).

(ii) For purposes of calculating the Requisite

Percentage, multiple Special Meeting Requests delivered to the Secretary will be considered together only if (i) each Special Meeting Request identifies substantially the same purpose or purposes of the special meeting and substantially the

same matters proposed to be acted on at the special meeting (in each case as determined in good faith by the Board of Directors) and (ii) such Special Meeting Requests have been dated and delivered to the Secretary within sixty (60) days

of the earliest dated Special Meeting Request.

(iii) The Corporation’s notice of a Stockholder Requested Special

Meeting shall state the purpose or purposes of such meeting, and no business shall be transacted at such Stockholder Requested Special Meeting except as stated in the notice of meeting thereof. Business transacted at any Stockholder Requested

Special Meeting shall be limited to the purpose(s) stated in the Special Meeting Request; provided, however, that nothing herein shall prohibit the Board of Directors from including additional matters in (or in accordance with) the

Corporation’s notice of meeting or otherwise submitting matters to the Stockholders at any Stockholder Requested Special Meeting.

(iv) Except as provided in Section 2.2(b)(i)(B), a Stockholder Requested Special Meeting shall be held at such place, if

any, date and time as may be fixed by the Board of Directors; provided, however, that the date of any such special meeting shall not be more than ninety (90) days after the Special Meeting Request Date.

May 2026

(v) A Requesting Stockholder may revoke its Special Meeting Request at any

time by written revocation delivered to the Secretary. If at any time the unrevoked valid Special Meeting Requests represent in the aggregate less than the Requisite Percentage, whether due to a revocation (including any deemed revocation pursuant

to Section 2.2(b)(i)(A) above), a change in Ownership of shares or otherwise, then there shall be no requirement to hold the Stockholder Requested Special Meeting. If none of the Requesting Stockholders nor any Qualified Representative thereof

appears at the meeting to present the proposed nomination or other business specified in the Special Meeting Request, such nomination shall be disregarded and such other proposed business shall not be transacted, notwithstanding that proxies in

respect of such vote may have been received by the Corporation (which proxies and votes shall also be disregarded). “Qualified Representative” means a duly authorized officer, manager or partner of a stockholder, or a person authorized

by a writing executed by such stockholder or an electronic transmission delivered by such stockholder to the Secretary to act for such stockholder as proxy at the meeting of stockholders; and who has produced such writing or electronic transmission,

or a reliable reproduction of the writing or electronic transmission, at the meeting of stockholders.

2.3. All meetings of stockholders

shall be convened by delivering a notice to each holder or shares entitled to vote, not less than thirty (30) days before the date of the meeting, either personally or by mail. If mailed, such notice shall be deemed to be delivered when

deposited in the United States mail, addressed to the stockholder at his or her address as it appears on the Stock Book of the Corporation, with postage thereon prepaid. In addition, if stockholders have consented to receive notices by a form of

electronic transmission, then such notice, by facsimile telecommunication, or by electronic mail, shall be deemed to be given when directed to a number or an electronic mail address, respectively, at which the stockholder has consented to receive

notice. If such notice is transmitted by a posting on an electronic network together with separate notice to the stockholder of such specific posting, such notice shall be deemed to be given upon the later of (i) such posting, and (ii) the

giving of such separate notice. If such notice is transmitted by any other form of electronic transmission, such notice shall be deemed to be given when directed to the stockholder. Notice shall be deemed to have been given to all stockholders of

record who share an address if notice is given in accordance with the “householding” rules set forth in the rules of the Securities and Exchange Commission under the Exchange Act and Article 7.21 of the Puerto Rico General Corporations

Law.

2.4. At each meeting of stockholders, except where otherwise provided by law or the Certificate of Incorporation or these By-laws,

the holders of a majority of the outstanding shares of stock entitled to vote on a matter at the meeting, present in person or represented by proxy, shall constitute a quorum. For purposes of the foregoing, where a separate vote by class or classes

is required for any matter, the holders of a majority of the outstanding shares of such class or classes, present in person or represented by proxy, shall constitute a quorum to take action with respect to that vote on that matter. Two or more

classes or series of stock shall be considered a single class if the holders thereof are entitled to vote together as a single class at the meeting. Shares of its own capital stock belonging on the record date for determining stockholders entitled

to vote at the meeting to the Corporation or to another corporation, if a majority of the shares entitled to vote in the election of directors of such other corporation is held, directly or indirectly, by the Corporation, shall neither be entitled

to vote nor be counted for quorum purposes; provided, however, that the foregoing shall not limit the right of the Corporation to vote stock, including but not limited to its own stock, held by it in a fiduciary capacity.

May 2026

2.5. In the absence of a quorum of the holders of any class of stock entitled to vote on a

matter, the holders of such class so present or represented may, by majority vote, adjourn any meeting, annual or special, of such class from time to time until a quorum of such class shall be so present or represented. Whether or not a quorum is

present, any meeting of stockholders, annual or special, may be adjourned by the chairperson of such meeting from time to time, on his or her own motion, for any or no reason, to reconvene at the same or some other place (if any), without the

approval of the stockholders who are present in person or represented by proxy and entitled to vote. Notice need not be given of any such adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, thereof

are announced at the meeting at which the adjournment is taken or provided in any other manner permitted by Puerto Rico law. At the adjourned meeting the Corporation may transact any business which might have been transacted at the original meeting.

If the adjournment is for more than thirty days, or if after the adjournment a new record date is fixed for the adjourned meeting, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting.

2.6. Unless otherwise provided in the Certificate of Incorporation, each stockholder entitled to vote at any meeting of stockholders shall be

entitled to one vote for each share of stock held by such stockholder which has voting power upon the matter in question. Each stockholder entitled to vote at a meeting of stockholders or to express consent or dissent to corporate action in writing

without a meeting may authorize another person or persons to act for such stockholder by proxy, but no such proxy shall be voted or acted upon after three years from its date, unless the proxy provides for a longer period. Without limiting the

manner in which a stockholder may authorize another person or persons to act for him as proxy, the following shall constitute valid means by which a stockholder may grant such authority:

A stockholder may execute a writing authorizing another person or persons to act for him as proxy. Execution

may be accomplished by the stockholder or his authorized officer, director, employee or agent signing such writing or causing his or her signature to be affixed to such writing by any reasonable means including, but not limited to, by facsimile

signature.

A stockholder may authorize another person or persons to act for him as proxy by transmitting or authorizing

the transmission of a telegram, cablegram, Internet or other means of electronic transmission to the person who will be the holder of the proxy or to a proxy solicitation firm, proxy support service organization or like agent duly authorized by the

person who will be the holder of the proxy to receive such transmission, provided that any such telegram, cablegram, Internet or other means of electronic transmission must either set forth or be submitted with information from which it can be

determined that the telegram, cablegram, Internet or other electronic transmission was authorized by the stockholder. If it is determined that such telegrams, cablegrams, Internet or other electronic transmissions are valid, the inspectors or, if

there are no inspectors, such other persons making that determination shall specify the information upon which they relied.

May 2026

Directors shall be elected by a majority of the votes cast by Stockholders present in person

or represented by proxy at the meeting and entitled to vote on the election of directors, provided that if the number of nominees exceeds the number of directors to be elected the director nominees shall be elected by a plurality of the votes cast.

In all other matters, unless otherwise provided by law or by the Certificate of Incorporation or these By-laws, the affirmative vote of the holders of a majority of the shares present in person or represented by proxy at the meeting and entitled to

vote on the subject matter shall be the act of the stockholders. For purpose of this Section, a majority of the votes cast means that the number of shares voted “for” a director nominee must exceed the number of votes cast

“against” the director.

If an incumbent director is not elected by a majority of votes cast (unless, pursuant to the

immediately preceding paragraph, the director election standard is a plurality), the incumbent director shall promptly offer to tender his or her resignation to the Board of Directors. The Corporate Governance and Nominating Committee shall

establish procedures to implement the provisions of this Section 2.6.

Shares with respect to which a broker, financial institution

or other nominee has physically indicated on the proxy that it does not have discretionary authority to vote on a particular matter (“broker non-votes”), will not be considered as present and entitled to vote with respect to that matter

but will be considered as present and entitled to vote for purposes of determining the presence of a quorum as determined in Section 2.4 of these By-laws.

2.7. Meetings of stockholders shall be presided over by the Chairman of the Board of Directors or, in the absence of the Chairman of the Board

of Directors, by the Chief Executive Officer or the President, or in their absence by a chairperson designated by the Board of Directors. The Secretary, or in the absence of the Secretary an Assistant Secretary, shall act as secretary of the

meeting, but in the absence of the Secretary and any Assistant Secretary the chairperson of the meeting may appoint any person to act as secretary of the meeting.

The order of business at each such meeting shall be as determined by the chairperson of the meeting. The chairperson of the meeting shall have

the right and authority to prescribe such rules, regulations and procedures and to do all such acts and things as are necessary or desirable, as determined by the chairperson in his or her sole discretion, for the proper conduct of the meeting,

including, without limitation, the establishment of procedures for the maintenance of order and safety, limitations on the time allotted to questions or comments on the affairs of the Corporation, restrictions on entry to such meeting after the time

prescribed for the commencement thereof and the opening and closing of the voting polls, for each item on which a vote is to be taken.

2.8. During the Annual Meeting of Stockholders, the financial statements of the Corporation shall be presented to the stockholders, and the

directors shall provide such explanations as may be reasonably requested by the stockholders regarding such statements as well as the operations of the Corporation during the year.

May 2026

2.9. Nominations of persons for election to the Board of Directors of the Corporation and the

proposal of other business to be considered by the stockholders may only be made at an annual meeting of stockholders (a) pursuant to the Corporation’s notice of meeting, (b) by or at the direction of the Board of Directors, or

(c) by any stockholder of the Corporation who is a stockholder of record on the date the Stockholder Notice provided for in Section 2.10 is delivered to the Secretary of the Corporation, who is entitled to vote at the meeting and who

complied with the requirements set forth in Section 2.10 below.

2.10. (a) A notice of a stockholder to make a director

nomination or to propose any other business to be considered at a meeting (the “Stockholder Notice”) shall be made in writing and received by the Secretary of the Corporation at the principal executive office of the Corporation

(a) in the event of an annual meeting of stockholders, not more than one hundred twenty (120) days and not less than ninety (90) days in advance of the anniversary date of the immediately preceding annual meeting provided, however,

that in the event that the annual meeting is called on a date that is not within thirty (30) days before or after such anniversary date, the Stockholder Notice in order to be timely must be so received no earlier than the one hundred twentieth

(120th) day prior to such annual meeting and no later than the close of business on the later of the ninetieth (90th) day prior to such annual meeting and the tenth (10th) day following the day on which public disclosure of the date

of the annual meeting was first made by the Corporation; or (b) in the event of a special meeting of stockholders (other than a Stockholder Requested Special Meeting), the Stockholder Notice shall be received by the Secretary of the Corporation

no earlier than the ninetieth (90th) day prior to such special meeting and no later than the close of business on the later of the sixtieth (60th) day prior to such special meeting and the tenth (10th) day following the day on which

public disclosure of the date of the special meeting was first made by the Corporation.

(b)

Each Stockholder Notice shall set forth:

(i) In connection with a proposed director nomination or the proposal of any other business, as to the stockholder giving the

Stockholder Notice:

(A)

whether the stockholder is giving the notice on behalf of one or more beneficial owners of stock;

(B)

the name and residence address of (x) the shareholder of the Corporation who intends to make a nomination

or bring up any other matter or proposal, (y) and any such beneficial owner, and (z) any principal of, or any person that owns or controls, directly or indirectly, 10% or more of any voting class of securities or interests (or 33 1/3% or

more of any class of securities or interests) in such stockholder or any such beneficial owner (the persons described in clauses (y) and (z) are hereinafter collectively referred to as “Interested Persons”);

May 2026

(C)

the class and number of shares of the Corporation which are owned beneficially and of record by such

stockholder and each Interested Person;

(D)

a description of any agreement, arrangement or understanding (including any derivative or short positions,

profit interests, options, warrants, stock appreciation or similar rights, hedging transactions, and borrowed or loaned shares) that has been entered into as of the date of the Stockholder Notice by, or on behalf of, such stockholder and such

beneficial owners, the effect or intent of which is to mitigate loss to, manage risk or benefit of share price changes for, or increase or decrease the voting power of, such stockholder or any Interested Person, with respect to shares of stock of

the Corporation (any such agreement, arrangement or understanding entered into by or for the benefit of any person is referred to herein as a “Derivative Instrument”) and whether and the extent to which any Derivative Instrument is in

place or has been entered into within the prior six months preceding the date of delivery of the Stockholder Notice by or for the benefit of the stockholder or any Interested Person, and if so, a summary of the material terms thereof;

(E)

a description of any proxy, agreement, arrangement, understanding or relationship pursuant to which the

stockholder (or Interested Person) has or shares a right to, directly or indirectly, vote any shares of the Corporation;

(F)

a description of any rights to dividends or other distributions on the shares of any class of capital stock of

the Corporation, directly or indirectly, owned beneficially by such stockholder or any Interested Persons that are separated or separable from the underlying shares of the Corporation;

(G)

a description of any performance-related fees (other than an asset-based fee) that such stockholder or any

Interested Person, directly or indirectly, is entitled to based on any increase or decrease in the value of shares of any class of capital stock of the Corporation or Derivative Instrument;

(H)

a representation that the stockholder is, and will at the time of such meeting be, a holder of the

Corporation’s shares of stock entitled to vote (indicating the class and number of shares owned) and intends to appear in person or by proxy at the meeting to make the nomination or to propose any other business specified in the Stockholder

Notice;

May 2026

(I)

a description of all arrangements or understandings among the stockholder, each Interested Person, and each

proposed nominee and any other person (naming such person, including any person that may be deemed to be acting in concert with such Interested Person under applicable law) pursuant to which each nomination or proposal of other business is to be

made by the stockholder;

(J)

to the extent not prohibited under applicable law or regulations or other applicable bona fide confidentiality

obligation, with respect to the stockholder and each Interested Person, a list of (x) litigation filed against such person during the prior 10 years, (y) criminal proceeding (excluding traffic violations and other minor offenses) naming

such person as a subject during the prior 10 years and (z) investigations of such person by a governmental entity, including law enforcement agencies, commenced within the prior 10 years;

(K)

a representation as to whether the stockholder or the beneficial owner, if any, intends or is part of a group

(providing the name and address of each participant (as defined in Item 4 of Schedule 14A of the Exchange Act)) which intends (A) to deliver a proxy statement and/or form of proxy to holders of at least the percentage of the

Corporation’s outstanding capital stock required to approve or adopt the proposal or elect the proposed nominee, (B) otherwise to solicit proxies from stockholders in support of such proposal or nomination, and/or (C) to solicit

proxies in support of each proposed nominee in accordance with Rule 14a-19 under the Exchange Act;

(L)

the names and addresses of any other stockholders or beneficial owners known to be supporting such nomination

or proposal of other business by the stockholder or the beneficial owner, if any, on whose behalf the stockholder is acting;

(M)

the representation and agreement referenced in Section 2.10(c)(i)(B) in the form provided by the

Corporation pursuant to Section 2.10(c)(i) and signed by the stockholder and any applicable Interested Persons; and

May 2026

(N)

any other information relating to such stockholder, beneficial owner, if any, any Interested Persons or such

nomination or proposal of other business that would be required to be disclosed in a proxy statement or other filing required to be made in connection with the solicitation of proxies in support of such proposed nominee or proposal pursuant to

Section 14 of the Exchange Act.

(ii) In connection with a proposed director nomination, as to each

person whom a stockholder proposes to nominate for election to the Board of Directors:

(A)

the name, age, business address, and place of residence of the proposed nominee;

(B)

the class and number of shares of common stock and any other securities of the Corporation which are, directly

or indirectly, owned beneficially and of record by the proposed nominee;

(C)

a description of any agreement, arrangement, understanding, or relationship (including any compensatory,

payment, financial reimbursement, indemnification or other financial arrangements) between or among the proposed nominee, on the one hand, and the nominating stockholder, any Interested Person, or any other person (naming such person), on the other

hand, pursuant to which the nomination or nominations are to be made by the stockholder, any Interested Persons or any other person, including, as applicable, the amount of any payment or payments received or receivable thereunder, in each case in

connection with the proposed nominee’s candidacy or service as a director of the Corporation;

(D)

whether and the extent to which any Derivative Instrument is in place or has been entered into within the prior

six months preceding the date of delivery of the Stockholder Notice by or for the benefit of the proposed nominee, and if so, a summary of the material terms thereof;

(E)

such other information regarding each nominee proposed by such stockholder as would have been required to be

disclosed in solicitations of proxies for election of directors, included in a proxy statement filed pursuant to the proxy rules of the Securities and Exchange Commission (the “SEC”) had each proposed nominee been nominated by the Board

of Directors of the Corporation, or is otherwise required, in each case pursuant to Section 14 of the Exchange Act (including Regulation 14A and Rule 14a-19 under the Exchange Act), including such person’s written consent to being named

in the proxy statement as a proposed nominee and to serving as a director if elected;

May 2026

(F)

whether such proposed nominee is eligible for consideration as an independent director under the relevant

standards contemplated by Item 407(a) of Regulation S-K adopted by the SEC (or the corresponding provisions of any successor regulation) and the relevant listing standards of any exchange where the Corporation’s equity securities are

listed;

(G)

the completed questionnaire, representation and agreement referenced in paragraph (c)(i) of this

Section 2.10 in the form provided by the Corporation pursuant to paragraph (c)(i) of this Section 2.10 and signed by the proposed nominee; and

(H)

any other information relating to such proposed nominee that would be required to be disclosed in a proxy

statement or other filing required to be made in connection with the solicitation of proxies in support of such proposed nominee or proposal pursuant to Section 14 of the Exchange Act.

(iii) In connection with any proposed business other than a director nomination, a description of the matter, the text of the

proposed business (including the text of any resolutions proposed for consideration), and the reasons for the stockholder or the beneficial owner, if any, on whose behalf such business is being proposed to propose such business at the meeting.

(i)

Prior to submitting (x) a Special Meeting Request or (y) a Stockholder Notice in connection with a proposed director nomination, as applicable, the stockholder providing such request or notice shall request in writing from the Secretary

the form of the questionnaire, representation and agreement described in this Section 2.10(c)(i), and the Secretary shall provide such forms to the requesting stockholder within 10 days after receiving such request. The applicable notice

referenced in the preceding sentence must include:

(A)

a completed director’s and officer’s questionnaire in the form provided by the Corporation and

signed by each proposed nominee, and

(B)

written representation and agreements signed by, as applicable, each proposed nominee, the stockholder giving

notice and any other person by whom or on whose behalf the nomination is being made that:

May 2026

(1)

each of the applicable persons (including the proposed nominee and the stockholder giving notice) will update

and supplement the information described in this Section 2.10, as applicable, from time to time to the extent necessary so that such information shall be true and correct (x) as of the record date for determining the stockholders entitled

to notice of such meeting and (y) as of the date that is the tenth (10th) business day prior to the meeting or any adjournment or postponement thereof. Any such update and supplement shall be delivered in writing to the Secretary at the

principal executive offices of the Corporation not later than the fifth (5th) business day following the record date for determining the stockholders entitled to notice of the meeting (in the case of any update and supplement required to be

disclosed as of the record date) and not later than the eighth (8th) business day prior to the date for the meeting or any adjournment or postponement thereof (in the case of any update or supplement required to be made as of the tenth

(10th) business day prior to the meeting or adjournment or postponement thereof), provided that, no supplement or update made pursuant to this paragraph may include any new proposed nominees who were not named in the original notice given by

such stockholder or be deemed to cure any defects or limit the remedies (including under these By-laws) available to the Corporation relating to any defect;

(2)

each of the applicable persons (including the proposed nominee and the stockholder giving notice) will provide

to the Corporation such other information and certifications as it may reasonably request, including any information required or requested by the Corporation’s subsidiaries, or required, requested or expected by banking or other regulators;

(3)

each of the applicable persons (including the proposed nominee and the stockholder giving notice) will provide

facts, statements and other information in all communications with the Corporation and its stockholders that are or will be true and correct in all material respects and that do not and will not omit to state a material fact necessary in order to

make the statements made therein, in light of the circumstances under which they were made, not misleading;

May 2026

(4)

each of the applicable persons (including the proposed nominee and the stockholder giving notice) agrees to

comply with all applicable law, rules and regulations in connection with the nomination, solicitation and election, as applicable (including Rule 14a-19 under the Exchange Act);

(5)

the proposed nominee will, at the reasonable request of the Corporate Governance and Nominating Committee of

the Board of Directors (together with any successor committee, the “Governance Committee”), meet with the Governance Committee to discuss matters relating to the nomination of such proposed nominee to the Board of Directors, including

the information provided by such proposed nominee to the Corporation in connection with such proposed nominee’s nomination and such proposed nominee’s eligibility to serve as a member of the Board of Directors;

(6)

the proposed nominee is not and will not become a party to (i) any compensatory, payment or other

financial agreement, arrangement or understanding with any person or entity other than the Corporation in connection with service or action as a director of the Corporation that has not been disclosed to the Corporation, (ii) any agreement,

arrangement or understanding with any person or entity as to how the proposed nominee would vote or act on any issue or question as a director (a “Voting Commitment”) that has not been disclosed to the Corporation or

(iii) any Voting Commitment that could reasonably be expected to limit or interfere with the proposed nominee’s ability to comply, if elected as a director of the Corporation, with fiduciary duties under applicable law;

(7)

the proposed nominee (w) will serve as a director for the term for which he or she is standing for

election if elected to serve as a member of the Board of Director, (x) consents to the running of a background check in accordance with the Corporation’s policy for prospective directors and will provide any information requested by the

Corporation that is necessary to run such background check, (y) consents to being named in any proxy statement and/or form of proxy and associated proxy card, and (z) has read the Corporation’s Corporate Governance Guidelines and

Code of Ethics and any other

May 2026

Corporation policies and guidelines applicable to directors, and agrees, if elected to serve as a member of the Board of Directors, to adhere to such policies and guidelines, and any other

policy, guideline, rule, regulation or standard of conduct applicable to the directors (including with respect to confidentiality); and

(8)

neither the proposed nominee’s candidacy nor membership on the Board of Directors (if the proposed

nominee is elected to serve as a member of the Board of Directors) would violate applicable state or federal law or the rules of any stock exchange on which the Corporation’s securities are traded.

(ii) Only persons who are nominated in accordance with the requirements set forth in these By-laws and in compliance with all

applicable requirements of state and federal law, including the Exchange Act (including Rule 14a-19 under the Exchange Act), shall be eligible to stand for election at the applicable meeting of stockholders or serve as directors and only such

business shall be conducted at a meeting of stockholders as shall have been brought before the meeting in accordance with the requirements set forth in these By-laws and in compliance with all applicable requirements of state and federal law,

including the Exchange Act.

(iii) Any stockholder directly or indirectly soliciting proxies from other stockholders in

respect of any nomination or other business must use a proxy-card color other than white which is reserved for the exclusive use by the Board of Directors.

(iv) Except as otherwise provided by law, the Certificate of Incorporation or these By-laws, if the Board of Director

determines that any requirement in these By-laws or any other applicable legal requirements has not been satisfied (including compliance with any representation or agreement required under these By-laws) as to any director nomination or other

business proposed to be brought before meeting of stockholders, then the Board of Directors may elect to (x) waive such deficiency with respect to such proposed director nomination or other proposed business, (y) notify the stockholder of,

and provide the stockholder with an opportunity to cure, such deficiency, or (z) decline to allow the proposed director nomination or other proposed business to be considered at the meeting, even if the Corporation has received proxies or votes

in respect of those matters (which proxies and votes shall also be disregarded). Regardless of whether the Board of Directors has made such a determination with respect to a particular proposed nomination or business, at the meeting of stockholders,

the chairperson of the meeting shall have the power to declare out of order and disregard any proposed nomination or other proposed business that does not, as determined by the chairperson in his or her sole discretion, comply with the requirements

set forth

May 2026

in these By-laws (including compliance with any representation or agreement required under these By-laws) or in compliance with all applicable requirements of state and federal law, including the

Exchange Act, notwithstanding that proxies in respect of such vote may have been received by the Corporation (which proxies and votes shall also be disregarded). Notwithstanding the foregoing provisions of this Section 2.10, if neither the

stockholder giving notice nor a Qualified Representative thereof appears at the meeting to present the proposed nomination or other business, such nomination shall be disregarded and such other proposed business shall not be transacted,

notwithstanding that proxies in respect of such vote may have been received by the Corporation (which proxies and votes shall also be disregarded).

(v) Unless otherwise required by law, if any stockholder or its affiliate (x) provides notice pursuant to Rule 14a-19(b)

under the Exchange Act with respect to any proposed nominee and (ii) subsequently fails to comply with the requirements of Rule 14a-19(a)(2) or Rule 14a-19(a)(3) under the Exchange Act (or fails to timely provide reasonable evidence sufficient

to satisfy the Corporation that such stockholder or its applicable affiliates has met the requirements of Rule 14a-19(a)(3) under the Exchange Act), then the nomination of each such proposed nominee shall be disregarded, notwithstanding that proxies

in respect of such vote may have been received by the Corporation (which proxies and votes shall also be disregarded). If any stockholder or its affiliate provides notice pursuant to Rule 14a-19(b) under the Exchange Act, such stockholder or

affiliate shall deliver to the Corporation, no later than five business days prior to the applicable meeting, a written certification (and upon request by the Corporation, reasonable evidence) that it has met the requirements of Rule 14a-19 under

the Exchange Act.

(vi) The Corporation may also, as a condition of any nomination being deemed properly brought by a

stockholder before a stockholder meeting, require any proposed nominee, the stockholder giving notice and any other person on whose behalf the nomination is being made to furnish such other information (1) such person has agreed to furnish

under the Stockholder Notice, questionnaire, representation and agreement delivered to the Corporation, including under such person’s agreement to update and supplement information pursuant to Section 2.10(c)(i)(B)(1), and (2) that

could (as determined by the Corporation in its reasonable judgment) be required by the Corporation to determine whether the proposed nominee would be (x) considered “independent” as a member of the Board of Directors or meet the

requirements for membership on the Board of Directors or any committee thereof, or (y) material to a reasonable stockholder’s understanding of the qualifications and, fitness and/or independence, or lack thereof, of any proposed nominee.

Article 3: Officers and Employees

3.1. The Board of Directors shall appoint one of its members to be the Chairman of the Board of Directors, to serve at the pleasure of the

Board of Directors. He shall preside at all meetings of the Board of Directors and of the stockholders. He shall also have and may exercise such executive powers and duties as pertain to the office of Chairman of the Board of Directors,

May 2026

or as from time to time may be conferred upon, or assigned to, him by the Board of Directors. The Board of Directors may, in its discretion, designate a Chairman as “Executive

Chairman.” Such Executive Chairman shall be an executive officer of the Corporation and shall have such powers and perform such other duties as the Board of Directors may prescribe or as may be prescribed for the Chairman in these By-laws.

3.2. The Board of Directors may appoint (a) a Chief Executive Officer of the Corporation (who may but need not be a director or the

President of the Corporation), and (b) a President of the Corporation (who may but need not be a director), in each case, to serve at the pleasure of the Board of Directors. The Chief Executive Officer shall have and may exercise such powers

and duties as pertain to such office, or as from time to time may be conferred upon, or assigned to, such person by the Board of Directors. The President shall have and may exercise such powers and duties as pertain to such office, or as from time

to time may be conferred upon, or assigned to, such person by the Board of Directors or the Chief Executive Officer. In addition, the Board of Directors may designate the Chief Executive Officer to hold the additional office(s) of Chairman of the

Board of Directors or President of the Corporation.

3.3. The Board of Directors may appoint from among its members one or more Vice

Chairmen to serve at the pleasure of the Board of Directors. In the absence of the Chairman, the Board of Directors shall designate a Vice Chairman, the lead director or another member of the Board of Directors to preside at any meetings of the

Board of Directors and of the stockholders. Each Vice Chairman shall have such powers and duties as may be assigned to him by the Board of Directors.

3.4. The Board of Directors shall appoint a Secretary. The Secretary shall keep the minutes of the meetings of the Board of Directors and of

the stockholders. He or one of the Assistant Secretaries shall see that proper notices are given of all meetings of which notice is required. The Secretary shall have custody of the seal and when necessary shall attest to the same when affixed to

written instruments properly executed on behalf of the Corporation; and generally, shall perform such other duties as may be prescribed from time to time by the Board of Directors, the Chairman, the Chief Executive Officer or the President.

3.5. The Board of Directors shall appoint one or more Assistant Secretaries. The Assistant Secretaries shall perform such duties as shall be

prescribed by the Board of Directors, the Chairman, the Chief Executive Officer, the President or the Secretary.

3.6. The Board of

Directors may appoint such other officers (who need not be directors) and attorneys-in-fact as from time to time may appear to the Board of Directors to be required or desirable to transact the business of the Corporation. Such officers shall

respectively exercise such powers and perform such duties as pertain to their several offices, or as may be conferred upon, or assigned to, them by the Board of Directors, the Chief Executive Officer or the President.

May 2026

Article 4: Certificates and Transfer of Stock

4.1. Subject to the second paragraph of this Section 4.1, every holder of shares of stock of the Corporation shall be entitled to have a

certificate representing all shares to which he is entitled. The certificates shall be signed by the President or any Vice President and by the Treasurer or an Assistant Treasurer, or by the Secretary or an Assistant Secretary. Such signatures may

be facsimiles if the certificate is manually signed on behalf of a transfer agent or registrar other than the Corporation itself or an employee of the Corporation. In case any officer who signed, or whose facsimile signature has been placed upon,

such certificate shall have ceased to be such officer before such certificate is issued, it may be issued by the Corporation with the same effect as if he were such officer at the date of its issuance. The certificates representing the stock of the

Corporation shall be in such form as shall be approved by the Board of Directors.

The Board of Directors of the Corporation may provide

by resolution or resolutions that some or all of any or all classes or series of its stock shall be uncertificated shares. Any such resolution shall not apply to shares represented by a certificate until such certificate is surrendered to the

Corporation. Notwithstanding the adoption of such a resolution by the Board of Directors, every holder of stock represented by uncertificated shares, shall be entitled upon request, to a certificate in the form set forth in the first paragraph of

this Section 4.1. The Corporation may not issue stock certificates in bearer form.

4.2. Transfers of stock shall be made on the books

of the Corporation only by the person named in the certificate in the case of uncertificated securities, or by attorney lawfully constituted in writing, and, in the case of certificated securities, upon surrender and cancellation of a certificate or

certificates for a like number of shares of the same class of stock, with duly executed assignment and power of transfer endorsed thereon or attached thereto, and with such proof of the authenticity of the signatures as the Corporation or its agents

may reasonably require. No transfer of stock other than on the records of the Corporation shall affect the right of the Corporation to pay any dividend upon the stock to the holder of record thereof or to treat the holder of record as the holder in

fact thereof for all purposes, and no transfer shall be valid, except between the parties thereto, until such transfers shall have been made upon the records of the Corporation.

4.3. With respect to voting rights, the shares of stock shall be considered indivisible. In the case of shares belonging to several persons

collectively, the co-owners shall appoint a representative to act on behalf of the group.

4.4. If the loss, theft or destruction of a

Certificate is reasonably established before the Board of Directors, the latter may authorized the issuance of a duplicate, provided the concerned stockholder presents before the Board of Directors a sworn statement in which the stockholder

describes circumstances surrounding the loss, theft or destruction of said Certificate, and if the Board of Directors so require give the Corporation a bond of indemnity, in form and with one or more sureties satisfactory to the Board of Directors,

in such sum as it may direct as indemnity against any claim which may be made against the Corporation with respect to the Certificate alleged to have been lost, stolen or destroyed.

4.5. The Board of Directors may, in its discretion, appoint one or more banks or trust companies in any such city or cities as the Board of

Directors may deem advisable, including any banking subsidiaries of the Corporation, from time to time, to act as Transfer Agents and Registrars of the stock or other securities of the Corporation; and upon such appointments being made, no stock

certificate shall be valid until countersigned by one of such Agents and registered by one of such Registrars.

May 2026

4.6. In order that the Corporation may determine the stockholders entitled to notice of or to

vote at any meeting of stockholders, or entitled to receive payment of any dividend, the Board of Directors may fix a record date, which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board

of Directors and which record date: (1) in the case of determination of stockholders entitled to vote at any meeting of stockholders shall not be more than sixty (60) nor less than ten (10) days before the date of such meeting; and

(2) in the case of the payment of dividends shall not be more than fifty (50) days prior to the day appointed for the payment of such dividends.

Article 5: Waiver of Notice

5.1.

Whenever notice is required to be given by law or under any provision of the certificate of incorporation or these By-laws, a written waiver thereof, signed by the person entitled to notice, or a waiver by electronic transmission by the person

entitled to notice, whether before or after the time stated therein, shall be deemed equivalent to notice. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends a meeting for the

express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of

the stockholders, directors or members of a committee of directors need be specified in any written waiver of notice or any waiver by electronic transmission unless so required by the certificate of incorporation or these By-laws.

Article 6: Fiscal Year

6.1. The fiscal

year of the Corporation shall commence on the first day of January and shall end on the thirty-first day of December of each year.

Article 7: Profits

and Dividends

7.1. Dividends upon the capital stock of the Corporation, subject to the provisions of the Certificate of Incorporation,

if any, may be declared by the Board of Directors at any regular or special meeting, pursuant to law. Dividends may be paid in cash, in property, or in shares of the capital stock.

7.2. Before payment of any dividend or making any distribution of profits, there may be set aside out of any funds of the Corporation

available for dividends as the Board of Directors from time to time, in their absolute discretion, think proper as a reserve or reserves to meet contingencies, or for equalizing dividends, or for repairing or maintaining any property of the

Corporation, or for such other purpose as the Board of Directors shall think conductive to the interest of the Corporation, and, the Board of Directors may modify or abolish any such reserve in the manner in which it was created.

Article 8: Seal

8.1. The corporate seal

shall have inscribed thereon the name of the Corporation and the words “Commonwealth of Puerto Rico”. The seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced or otherwise.

May 2026

Article 9: Indemnification and Advancement of Expenses

9.1. In furtherance, but not in limitation, of Article Tenth of the Corporation’s Certificate of Incorporation, the following procedures

and remedies shall apply with respect to the right of indemnification thereunder.

(a) To obtain indemnification under Article Tenth of the

Certificate of Incorporation or this Article 9, any Indemnitee (as defined in the Corporation’s Certificate of Incorporation) shall submit to the Secretary a written request, including such documentation and information as is reasonably

available to the Indemnitee and reasonably necessary to determine whether and to what extent the Indemnitee is entitled to indemnification (the “Supporting Documentation”). The determination of the Indemnitee’s entitlement

to indemnification shall be made within a reasonable time after receipt by the Corporation of the written request for indemnification together with the Supporting Documentation. Each Indemnitee shall also have the right to receive payment in advance

of any expenses incurred by the Indemnitee in connection with such Proceeding as set forth in Section 9.2 hereof.

(b) Any

indemnification under Article Tenth of the Corporation’s Certificate of Incorporation or this Article 9 (unless ordered by a court) shall be made by the Corporation only as authorized in the specific case upon a determination that

indemnification of the Indemnitee is proper under the circumstances. In the case of any current or former director or executive officer of the Corporation, such determination shall be made (a) by the Board of Directors by a majority vote of

directors who were not parties to the applicable Proceeding (as defined in the Corporation’s Certificate of Incorporation), or by a committee of directors designated through a majority vote of directors who were not parties to such Proceeding,

in each case, regardless of whether a quorum is present, or (b) if there are no such directors, or if such directors so direct, by independent legal counsel in a written opinion, or (c) by the stockholders. Where the Indemnitee is not a

current or former director or executive officer of the Corporation, the Indemnitee’s entitlement to indemnification under Article Tenth of the Corporation’s Certificate of Incorporation or this Article 9 may be determined by the General

Counsel.

9.2. To the fullest extent permitted by the Puerto Rico General Corporations Law as it exists on the date hereof or as it may

hereafter be amended, each Indemnitee shall have (and shall be deemed to have a contractual right to have) the right to receive payment in advance of any expenses incurred by the Indemnitee in connection with any Proceeding, consistent with the

provisions of the Corporation’s Certificate of Incorporation, these by-laws and applicable law, in each case, as then in effect. In furtherance, but not in limitation, of the foregoing sentence, the following procedures and remedies shall

apply with respect to the advancement of expenses under this Article 9.

(a) All reasonable expenses, including attorneys’ fees,

incurred by an Indemnitee in connection with any Proceeding shall be advanced to the Indemnitee by the Corporation within thirty (30) days after the receipt by the Corporation of a statement or statements from the Indemnitee requesting such

advance or advances from time to time, whether prior to or after the final disposition of such Proceeding. Such statement or statements shall reasonably evidence the expenses incurred by the Indemnitee. In addition, such statement or statements

shall, to the extent required by law at the time of such advance, and otherwise (except as may be determined by or

May 2026

under the authority of the General Counsel), include or be accompanied by a written undertaking by or on behalf of the Indemnitee to repay the amounts advanced if it should ultimately be

determined that the Indemnitee is not entitled to be indemnified against such expenses by the Corporation. Notwithstanding the absence of such a written undertaking, acceptance of any such advancement of expenses shall constitute such an undertaking

by the Indemnitee. Any obligation to reimburse the Corporation for expense advances shall be unsecured and no interest shall be charged thereon.

9.3. The right to indemnification and advancement of expenses provided under Article Tenth of the Corporation’s Certificate of

Incorporation or this Article 9 shall not be deemed exclusive of any other rights to which those seeking indemnification may be entitled under any statute, provision of the Corporation’s Certificate of Incorporation, these by-laws, any

agreement, vote of stockholders or disinterested directors or otherwise, both as to action in such person’s official capacity and as to action in another capacity while holding such office and shall continue as to a person who has ceased to be

a director, officer, employee or agent. Such right of indemnification and advancement of expenses shall inure to the benefit of the heirs, executors and administrators of such a person and shall be applicable to Proceedings commenced or continuing

after the adoption of Article Tenth of the Corporation’s Certificate of Incorporation or this Article 9, whether arising from acts or omissions occurring before or after such adoption. Notwithstanding any other provision of these by-laws, any

amendment or repeal of this Article 9 (including in the case of any amendment to the Puerto Rico General Corporations Law) shall not adversely affect such person’s rights or protection existing under Article Tenth of the Corporation’s

Certificate of Incorporation or this Article 9 in connection with any act, omission, fact or circumstance occurring prior to the time of such amendment or repeal.

May 2026

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 9

v3.26.1

Document and Entity Information

May 08, 2026

Document And Entity Information [Line Items]

Amendment Flag

false

Entity Central Index Key

0000763901

Current Fiscal Year End Date

--12-31

Document Type

8-K

Document Period End Date

May 08, 2026

Entity Registrant Name

POPULAR, INC.

Entity Incorporation State Country Code

Entity File Number

001-34084

Entity Tax Identification Number

66-0667416

Entity Address, Address Line One

209 Muñoz Rivera Avenue

Entity Address, City or Town

Hato Rey

Entity Address, Country

Entity Address, Postal Zip Code

00918

City Area Code

(787)

Local Phone Number

765-9800

Written Communications

false

Soliciting Material

false

Pre Commencement Tender Offer

false

Pre Commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Common Stock [Member]

Document And Entity Information [Line Items]

Security 12b Title

Common Stock ($0.01 par value)

Trading Symbol

BPOP

Security Exchange Name

NASDAQ

Cumulative Preferred Stock [Member]

Document And Entity Information [Line Items]

Security 12b Title

6.125% Cumulative Monthly Income Trust Preferred Securities

Trading Symbol

BPOPM

Security Exchange Name

NASDAQ

- References

No definition available.

+ Details

Name:

bpop_DocumentAndEntityInformationLineItems

Namespace Prefix:

bpop_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

End date of current fiscal year in the format --MM-DD.

+ References

No definition available.

+ Details

Name:

dei_CurrentFiscalYearEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:gMonthDayItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

ISO 3166-1 alpha-2 country code.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCountry

Namespace Prefix:

dei_

Data Type:

dei:countryCodeItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Details

Name:

us-gaap_StatementClassOfStockAxis=us-gaap_CommonStockMember

Namespace Prefix:

Data Type:

Balance Type:

Period Type:

- Details

Name:

us-gaap_StatementClassOfStockAxis=us-gaap_CumulativePreferredStockMember

Namespace Prefix:

Data Type:

Balance Type:

Period Type: