POPULAR, INC. 8-K

What Happened
Popular, Inc. (BPOP) announced on July 23, 2026 that Javier D. Ferrer will retire as President and CEO effective August 31, 2026 (also leaving the Board on that date). The Board appointed Jorge J. García as President and CEO effective September 1, 2026. In connection with the transition, the company approved compensation and post-employment arrangements for Mr. Ferrer and named internal successors for its finance and risk leadership roles.

Key Details

• Javier D. Ferrer will retire as CEO (and from the Board) effective August 31, 2026; he has been CEO since July 2025.
• Ferrer will receive a prorated 2026 short-term incentive (STI) cash award of $1,620,000 and a prorated long‑term equity award of $2,600,000 in restricted stock; the equity award vests one year after the retirement date.
• The company and Ferrer entered an Award Agreement that includes up to three years of continued medical coverage and one year of non‑compete/non‑solicit restrictions.
• Ferrer will provide consulting services for 12 months after retirement under a Services Agreement paying $100,000 per month.
• Jorge J. García (age 54), currently EVP & CFO since April 2024, will become President & CEO and join the Board on September 1, 2026.
• Leadership changes effective Sept 1, 2026: Lidio V. Soriano promoted to Executive VP & Chief Financial Officer (succeeding García); Luis F. Sousa promoted to Executive VP & Chief Risk Officer (succeeding Soriano).
• The company issued a press release on July 23, 2026 reporting these changes.

Why It Matters
This is a planned leadership transition with material compensation and consulting arrangements for the outgoing CEO. Investors should note the timing (Ferrer's retirement Aug 31 and García's start Sept 1), the cash and equity payments to Ferrer (totaling $4.22 million before any taxes or forfeiture conditions), and the one‑year vesting and restrictive covenants tied to the equity award and consulting arrangement. The appointments promote continuity by elevating internal executives to CEO, CFO and CRO roles, which may affect strategy execution and investor confidence going forward.