BPOP 10-K Annual Report Dec. 31, 2020 | Alphaminr

Effective Date August 11, 2021

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POPULAR INC

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TABLE OF CONTENTS

Part I Popular, Inc Item 1. Business Item 1A. Risk Factors Item 1B. Unresolved Staff Comments Item 2. Properties Item 3. Legal Proceedings Item 4. Mine Safety Disclosure Part II Item 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity Securities Item 6. Selected Financial Data Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 7A. Quantitative and Qualitative Disclosures About Market Risk Item 8. Financial Statements and Supplementary Data Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Item 9A. Controls and Procedures Item 9B. Other Information Part III Item 10. Directors, Executive Officers and Corporate Governance Item 11. Executive Compensation Item 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholders Matters Item 13. Certain Relationships and Related Transactions, and Director Independence Item 14. Principal Accountant Fees and Services Part IV Item 15. Exhibits and Financial Statement Schedules Item 16. Form 10-k Summary Note 1 - Nature Of Operations 130 Note 2 - Summary Of Significant Accounting Policies 131 Note 3 - New Accounting Pronouncements 142 Note 4 - Restrictions on Cash and Due From Banks and Certain Securities 148 Note 5 - Debt Securities Available-for-sale 149 Note 6 - Debt Securities Held-to-maturity 152 Note 7 - Loans 155 Note 8 - Allowance For Credit Losses Loans Held-in-portfolio 164 Note 9 - Mortgage Banking Activities 184 Note 10 - Transfers Of Financial Assets and Mortgage Servicing Assets 185 Note 11 - Premises and Equipment 188 Note 12 - Other Real Estate Owned 189 Note 13 - Other Assets 190 Note 14 - Goodwill and Other Intangible Assets 191 Note 15 - Deposits 195 Note 16 - Borrowings 196 Note 17 - Trust Preferred Securities 198 Note 18 - Other Liabilities 199 Note 19 - Stockholders Equity 200 Note 20 - Regulatory Capital Requirements 202 Note 21 - Other Comprehensive Income (loss) 205 Note 22 - Guarantees 207 Note 23 - Commitments and Contingencies 210 Note 24- Non-consolidated Variable Interest Entities 217 Note 25 - Derivative Instruments and Hedging Activities 219 Note 26 - Related Party Transactions 223 Note 27 - Fair Value Measurement 227 Note 28 - Fair Value Of Financial Instruments 237 Note 29 - Employee Benefits 240 Note 30 - Net Income Per Common Share 248 Note 31 - Revenue From Contracts with Customers 249 Note 32 - Leases 251 Note 33 - Stock-based Compensation 253 Note 34 - Income Taxes 256 Note 35 - Supplemental Disclosure on The Consolidated Statements Of Cash Flows 262 Note 36 - Segment Reporting 263 Note 37 - Popular, Inc. (holding Company Only) Financial Information 268 Note 1 Nature Of Operations Note 2 Summary Of Significant Accounting Policies Note 3 - New Accounting Pronouncements Note 4 - Restrictions on Cash and Due From Banks and Certain Securities Note 5 Debt Securities Available-for-sale Note 6 Debt Securities Held-to-maturity Note 7 Loans Note 8 Allowance For Credit Losses Loans Held-in-portfolio Note 9 Mortgage Banking Activities Note 10 Transfers Of Financial Assets and Mortgage Servicing Assets Note 11 - Premises and Equipment Note 12 Other Real Estate Owned Note 13 Other Assets Note 14 Goodwill and Other Intangible Assets Note 15 Deposits Note 16 Borrowings Note 17 Trust Preferred Securities Note 18 Other Liabilities Note 19 Stockholders Equity Note 20 Regulatory Capital Requirements Note 21 Other Comprehensive Income (loss)Note 22 Guarantees Note 23 Commitments and Contingencies Note 24 Non-consolidated Variable Interest Entities Note 25 Derivative Instruments and Hedging Activities Note 26 Related Party Transactions Note 27 Fair Value Measurement Note 28 Fair Value Of Financial Instruments Note 29 Employee Benefits Note 30 Net Income Per Common Share Note 31 Revenue From Contracts with Customers Note 32 Leases Note 33 - Stock-based Compensation Note 34 Income Taxes Note 35 Supplemental Disclosure on The Consolidated Statements Of Cash Flows Note 36 Segment Reporting Note 37 - Popular, Inc. (holding Company Only) Financial Information

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). 4.10 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). 10.4 Popular, Inc. 2020 Omnibus Incentive Plan (incorporated by reference to Exhibit 4.4 of Popular, Inc.s Form S-8 filed on May 12, 2020). * 10.7 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). * 10.8 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). * 10.9 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). * 10.10 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). * 10.11 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). * 10.12 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). * 10.13 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). * 10.14 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). * 10.15 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). * 10.16 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). * 10.17 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). * 10.18 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). * 10.19 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). * 10.20 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). * 10.21 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). * 10.22 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). * 10.25 Form of Popular, Inc. 2020 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, 2020). * 10.26 Form of Director Compensation Election Form and Restricted Stock Unit Award Agreement, effective May 12, 2020 (incorporated by reference to Exhibit 10.2 of Popular, Inc.s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020). * 13.1 Popular, Inc.s Annual Report to Shareholders for the year ended December 31, 2020. (1) 21.1 Schedule of Subsidiaries of Popular, Inc. (1) 22.1 Issuers of Guaranteed Securities (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)

* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.

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