- Current report filing (8-K)
February 23 2012 - 10:24AM
Edgar (US Regulatory)
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):
|
|
February 17, 2012
|
Popular, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
|
|
|
Puerto Rico
|
001-34084
|
66-0667416
|
_____________________
(State or other jurisdiction
|
_____________
(Commission
|
______________
(I.R.S. Employer
|
of incorporation)
|
File Number)
|
Identification No.)
|
|
|
|
209 Munoz Rivera Ave., Popular Center Building , Hato Rey , Puerto Rico
|
|
00918
|
_________________________________
(Address of principal executive offices)
|
|
___________
(Zip Code)
|
|
|
|
Registrants telephone number, including area code:
|
|
787-765-9800
|
Not Applicable
______________________________________________
Former name or former address, 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:
[ ] Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
Compensatory Arrangements for Named Executive Officers
On February 17, 2012, the Compensation Committee (the Committee) of the Board granted restricted
stock to its named executive officers (NEOs) in connection with 2011 performance. The actions
taken were consistent with the requirements of the Interim Final Rule on TARP Standards for
Compensation and Corporate Governance issued by the U.S. Department of the Treasury in June 2009
(the TARP Interim Final Rule). The TARP Interim Final Rule imposes certain restrictions on
compensation paid by the Corporation to its senior executive officers and certain other employees
as a participant in the TARP Capital Purchase Program (CPP).
In light of the CPP-related restrictions, the Corporations incentive program for NEOs is solely in
the form of restricted stock, thereby aligning executive performance with the Corporations
long-term profitability and the optimal use of shareholder capital. Consistent with the
requirements of the CPP, the shares will vest (i.e., no longer be subject to forfeiture) on the
second anniversary of the grant date and will be transferable in 25% increments as the Corporation
repays each 25% portion of the aggregate financial assistance received under TARP, or on its
totality upon completion of repayment of the TARP funds. However, in addition to the above CPP
requirements, in order to be transferable the Corporation must also have achieved profitability for
at least one fiscal year. The Committee added profitability as a condition for transferability in
order to enhance the alignment of the Corporations executive compensation with shareholder
interests. The awards are subject to clawback if they are found to have been based on materially
inaccurate financial statements or performance criteria.
The Corporations NEOs were each awarded equity equivalent to 50% of prior-year base pay (i.e.,
less than the maximum permissible amount of one-third of annual compensation under the TARP Interim
Final Rule) in light of the reduced total incentive opportunity under CPP restrictions and in
recognition of the Corporations financial performance and each NEOs specific contributions during
2011.
The following are the restricted stock grants to NEOs:
|
|
|
|
|
|
|
Number of Shares of
|
|
|
Restricted Stock
|
NEO
|
|
Awarded
|
Richard L. Carrión
|
|
|
|
|
Chairman, President and Chief Executive Officer
|
|
|
391,756
|
|
Jorge A. Junquera
|
|
|
|
|
Senior Executive Vice President and Chief Financial Officer
|
|
|
184,375
|
|
Carlos J. Vázquez
|
|
|
|
|
Executive Vice President and President of
Banco Popular North America
|
|
|
181,607
|
|
Ignacio Alvarez
|
|
|
|
|
Executive Vice President and Chief Legal Officer
|
|
|
169,494
|
|
Eli Sepúlveda
|
|
|
|
|
Executive Vice President
|
|
|
114,048
|
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
|
|
|
|
|
|
Popular, Inc.
|
|
|
|
|
|
February 23, 2012
|
|
By:
|
|
/s/ Ileana Gonzalez
|
|
|
|
|
|
|
|
|
|
Name: Ileana Gonzalez
|
|
|
|
|
Title: Senior Vice President and Corporate Comptroller
|
Popular (NASDAQ:BPOP)
Historical Stock Chart
From May 2024 to Jun 2024
Popular (NASDAQ:BPOP)
Historical Stock Chart
From Jun 2023 to Jun 2024