BPOP 10-K Annual Report Dec. 31, 2019 | Alphaminr
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BPOP 10-K Fiscal year ended Dec. 31, 2019

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POPULAR INC
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TABLE OF CONTENTS
Part I Popular, IncItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosurePart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholders MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k SummaryNote 1 - Nature Of Operations 118Note 2 - Summary Of Significant Accounting Policies 119Note 3 - New Accounting Pronouncements 129Note 4 - Business Combination 136Note 5 - Restrictions on Cash and Due From Banks and Certain Securities 138Note 6 - Debt Securities Available-for-sale 139Note 7 - Debt Securities Held-to-maturity 143Note 8 - Loans 145Note 9 - Allowance For Loan Losses 151Note 10 - Fdic Loss Share Asset and True-up Payment Obligation 168Note 11 - Mortgage Banking Activities 169Note 12 - Transfers Of Financial Assets and Mortgage Servicing Assets 170Note 13 - Premises and Equipment 174Note 14 - Other Real Estate Owned 175Note 15 - Other Assets 176Note 16 - Investment in Equity Investees 177Note 17 - Goodwill and Other Intangible Assets 178Note 18 - Deposits 182Note 19 - Borrowings 183Note 20 - Trust Preferred Securities 186Note 21 - Other Liabilities 187Note 22 - Stockholders Equity 188Note 23 - Regulatory Capital Requirements 190Note 24 - Other Comprehensive Loss 192Note 25 - Guarantees 194Note 26 - Commitments and Contingencies 197Note 27- Non-consolidated Variable Interest Entities 204Note 28 - Derivative Instruments and Hedging Activities 206Note 29 - Related Party Transactions 210Note 30 - Fair Value Measurement 215Note 31 - Fair Value Of Financial Instruments 223Note 32 - Employee Benefits 226Note 33 - Net Income Per Common Share 233Note 34 - Revenue From Contracts with Customers 234Note 35 - Leases 236Note 36 - Fdic Loss Share Income (expense) 238Note 37 - Stock-based Compensation 239Note 38 - Income Taxes 242Note 39 - Supplemental Disclosure on The Consolidated Statements Of Cash Flows 247Note 40 - Segment Reporting 248Note 41 - Popular, Inc. (holding Company Only) Financial Information 254Note 42 - Condensed Consolidating Financial Information Of Guarantor and Issuers Of Registered Guaranteed Securities 257Note 43 - Subsequent Events 272Note 1 Nature Of OperationsNote 2 Summary Of Significant Accounting PoliciesNote 3 - New Accounting PronouncementsNote 4 Business CombinationNote 5 - Restrictions on Cash and Due From Banks and Certain SecuritiesNote 6 Debt Securities Available-for-saleNote 7 Debt Securities Held-to-maturityNote 8 LoansNote 9 Allowance For Loan LossesNote 10 Fdic Loss-share Asset and True-up Payment ObligationNote 11 Mortgage Banking ActivitiesNote 12 Transfers Of Financial Assets and Mortgage Servicing AssetsNote 13 - Premises and EquipmentNote 14 Other Real Estate OwnedNote 15 Other AssetsNote 16 - Investments in Equity InvesteesNote 17 Goodwill and Other Intangible AssetsNote 18 DepositsNote 19 BorrowingsNote 20 Trust Preferred SecuritiesNote 21 Other LiabilitiesNote 22 Stockholders EquityNote 23 Regulatory Capital RequirementsNote 24 Other Comprehensive LossNote 25 GuaranteesNote 26 Commitments and ContingenciesNote 27 Non-consolidated Variable Interest EntitiesNote 28 Derivative Instruments and Hedging ActivitiesNote 29 Related Party TransactionsNote 30 Fair Value MeasurementNote 31 Fair Value Of Financial InstrumentsNote 32 Employee BenefitsNote 33 Net Income Per Common ShareNote 34 Revenue From Contracts with CustomersNote 35 LeasesNote 36 Fdic Loss Share Income (expense)Note 37 - Stock-based CompensationNote 38 Income TaxesNote 39 Supplemental Disclosure on The Consolidated Statements Of Cash FlowsNote 40 Segment ReportingNote 41 - Popular, Inc. (holding Company Only) Financial InformationNote 42 Condensed Consolidating Financial Information Of Guarantor and Issuers Of Registered Guaranteed SecuritiesNote 43 Subsequent Events

Exhibits

2.1 Agreement and Plan of Merger dated as of June 30, 2010, among Popular, Inc., AP Carib Holdings Ltd., Carib Acquisition, Inc. and EVERTEC, Inc. (incorporated by reference to Exhibit 2.1 of Popular, Inc.s Current Report on Form 8-K dated July 1, 2010 and filed on July 8, 2010). 2.2 Second Amendment to the Agreement and Plan of Merger, dated as of August 8, 2010, among Popular, Inc., EVERTEC, Inc., AP Carib Holdings, Ltd. and Carib Acquisition, Inc. (incorporated by reference to Exhibit 2.1 of Popular, Inc.s Current Report on Form 8-K dated August 8, 2010 and filed on August 12, 2010). 2.3 Third Amendment to the Agreement and Plan of Merger, dated as of September 15, 2010, among Popular, Inc., EVERTEC, Inc., AP Carib Holdings, Ltd. And Carib Acquisition, Inc. (incorporated by reference to Exhibit 2.1 of Popular, Inc.s Current Report on Form 8- K dated September 15, 2010 and filed on September 21, 2010). 2.4 Fourth Amendment to the Agreement and Plan of Merger, dated as of September 30, 2010, among Popular, Inc., EVERTEC, Inc., AP Carib Holdings, Ltd. and Carib Acquisition, Inc. (incorporated by reference to Exhibit 2.1 of Popular, Inc.s Current Report on Form 8- K dated September 30, 2010 and filed on October 6, 2010). 3.1 Restated Certificate of Incorporation of Popular, Inc. (incorporated by reference to Exhibit 3.1 of the Corporations Quarterly Report on Form 10-Q for the quarter ended June 30, 2018). 3.2 Amended and Restated Bylaws of Popular, Inc. (incorporated by reference to Exhibit 3.1 of Popular, Inc.s Current Report on Form 8-K dated and filed on January 2, 2020). 4.1 Specimen of Physical Common Stock Certificate of Popular, Inc. (incorporated by reference to Exhibit 4.1 of Popular, Inc.s Current Report on Form 8-K dated May 29, 2012 and filed on May 30, 2012). 4.4 Certificate of Designation of Popular, Inc.s 8.25% Non-Cumulative Monthly Income Preferred Stock, Series B (incorporated by reference to Exhibit 3 of Popular, Inc.s Form 8-A filed on May 28, 2008). 4.5 Form of certificate representing the Popular, Inc.s 8.25% Non-Cumulative Monthly Income Preferred Stock, Series B (incorporated by reference to Exhibit 4 of Popular, Inc.s Form 8-A filed on May 28, 2008). 4.12 Description of Popular, Inc.s securities registered pursuant to Section 12 of the Securities Exchange Act. (1) 10.1 Amended and Restated Master Services Agreement, dated as of September 30, 2010, among Popular, Banco Popular de Puerto Rico and EVERTEC, Inc. (incorporated by reference to Exhibit 99.1 of Popular, Inc.s Current Report on Form 8-K dated and filed on October 14, 2011). 10.2 Technology Agreement, dated as of September 30, 2010, between Popular, Inc. and EVERTEC, Inc. (incorporated by reference to Exhibit 99.4 of Popular, Inc.s Current Report on Form 8-K dated September 30, 2010 and filed on October 6, 2010). 10.3 Stockholder Agreement, dated as of April 17, 2012, among Carib Latam Holdings, Inc., and each of the holders of Carib Latam Holdings, Inc. (incorporated by reference to Exhibit 99.1 of Popular, Inc.s Current Report on Form 8-K dated April 17, 2012 and filed on April 23, 2012). 10.9 Compensation Agreement for Alejandro M. Ballester as director of Popular, Inc., dated January 28, 2010 (incorporated by reference to Exhibit 10.9 of Popular, Inc.s Annual Report on Form 10-K for the year ended December 31, 2009). * 10.10 Compensation Agreement for Carlos A. Unanue as director of Popular, Inc., dated January 28, 2010 (incorporated by reference to Exhibit 10.10 of Popular, Inc.s Annual Report on Form 10-K for the year ended December 31, 2009). * 10.11 Compensation Agreement for C. Kim Goodwin as director of Popular, Inc., dated May 10, 2011 (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011). * 10.12 Compensation Agreement for Joaquin E. Bacardi, III as director of Popular, Inc., dated April 30, 2013 (incorporated by reference to Exhibit 10.2 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013). * 10.13 Compensation Agreement for John. W. Diercksen as director of Popular, Inc., dated October 18, 2013 (incorporated by reference to Exhibit 10.13 of Popular, Inc.s Annual Report on 10-K for the year ended December 31, 2013). * 10.14 Form of 2015 Long-Term Equity Incentive Award and Agreement (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015). * 10.15 Form of 2016 Long-Term Equity Incentive Award and Agreement (incorporated by reference to Exhibit 10.27 of Popular, Inc.s Annual Report on Form 10-K for the year ended December 31, 2015). * 10.16 Form of Director Compensation Letter, Election Form and Restricted Stock Agreement, effective April 26, 2016 (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016). * 10.17 Form of 2017 Long-Term Equity Incentive Award and Agreement (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017). * 10.18 Long-Term Equity Incentive Award and Agreement for Ignacio Alvarez, dated as of June 22, 2017 (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly report on Form 10-Q for the quarter ended June 30, 2017). * 10.19 Form of Popular, Inc. 2018 Long-Term Equity Incentive Award and Agreement (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018). * 10.20 Director Compensation Letter, Election Form and Restricted Stock Agreement for Myrna M. Soto, dated June 22, 2018 (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018). * 10.21 Director Compensation Letter, Election Form and Restricted Stock Agreement for Robert Carrady, dated December 29, 2018 (incorporated by reference to Exhibit 10.25 of Popular, Inc.s Annual Report on Form 10-K for the year ended December 31, 2018). * 10.22 Form of Director Compensation Letter, Election Form and Restricted Stock Unit Award Agreement, effective May 7, 2019 (incorporated by reference to Exhibit 10.26 of Popular, Inc.s Annual Report on Form 10-K for the year ended December 31, 2018). * 10.23 Form of Popular, Inc. 2019 Long-Term Equity Incentive Award and Agreement (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019). * 10.24 Director Compensation Letter, Election Form and Restricted Stock Unit Award Agreement for Richard L. Carrin, dated July 1, 2019 (incorporated by reference to Exhibit 10.1 of Popular, Inc.s Annual Report on Form 10-Q for the quarter ended September 30, 2019). * 13.1 Popular, Inc.s Annual Report to Shareholders for the year ended December 31, 2019. (1) 21.1 Schedule of Subsidiaries of Popular, Inc. (1) 23.1 Consent of Independent Registered Public Accounting Firm. (1) 31.1 Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1) 31.2 Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (1) 32.1 Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (1) 32.2 Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (1)