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POPULAR, INC.

For the period ended Jun 30, 2025. Filed Aug 11, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 11, 2025

BPOP$159.17+0.9%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 6. Exhibits

Signatures

Forward-Looking Statements

This

Form 10-Q

contains “forward-looking

statements” within

the meaning

of the

U.S. Private

Securities Litigation

Reform Act

of

1995,

including,

without

limitation,

about

Inc.’s

(the

“Corporation,”

“Popular,”

“we,”

“us,”

“our”)

business,

financial condition, results

of operations, plans,

objectives and future

performance. These statements

are not

guarantees of future

performance,

are

based

on

current

expectations

and,

by

their

nature,

involve

risks,

uncertainties,

and

assumptions. Potential

factors, some

of which

are beyond

control, could

cause actual

results to

differ materially

from those expressed in, or implied by, such forward-looking statements. Risks and uncertainties include without limitation the effect

of competitive and

economic factors, and our

reaction to those factors,

the adequacy of

the allowance for loan

losses, delinquency

trends, market

risk and

the impact

of interest

rate changes

(including on

our cost

of deposits),

capital markets

conditions, capital

adequacy

and

liquidity,

and

the

effect

of

legal

and

and

new

standards

on

the

financial condition

and results

of operations.

All statements

contained herein

that

are not

clearly

historical in

nature are

forward-

looking, and the words “anticipate,” “believe,” “continues,”

“expect,” “estimate,” “intend,” “project” and similar expressions

and future

or conditional verbs

such as

“will,” “would,” “should,”

“could,” “might,” “can,”

“may” or similar

expressions are

generally intended to

identify forward-looking statements.

Various factors, some of which

are beyond Popular’s control, could cause actual results to differ materially from those expressed in,

or implied by, such forward-looking statements. Factors that might cause such a

difference include, but are not limited to:

the

rate

of

growth

or

decline

in

the

economy

and

employment

levels,

as

well

as

general

and

in

the

geographic

areas

we

serve

and,

in

particular,

in

the

Commonwealth

of

Puerto

Rico

(the

“Commonwealth” or “Puerto Rico”), where a significant

portion of our business is concentrated;

adverse

economic conditions,

including high

levels

of

inflation, that

adversely affect

housing

prices, the

job

market,

consumer confidence

and spending

habits which

may affect

in turn,

among other

things, our

level of

non-performing

assets, charge-offs and provision expense;

changes in interest rates and market liquidity,

which may reduce interest margins, impact funding sources, reduce loan

originations, affect

our ability

to originate

and distribute

financial products

in the

primary and

secondary markets

and

impact the value of our investment portfolio and

our ability to return capital to our stockholders;

the

impact

of

bank

failures

or

adverse

developments

at

other

banks

and

related

media

coverage

of

the

banking industry in general on investor and depositor

sentiment regarding the stability and liquidity of

banks;

the impact of the current fiscal and economic challenges of Puerto Rico and the measures

taken and to be taken by the

Puerto

Rico

and

the

Federally-appointed

oversight

board

on

the

economy,

our

customers

and

our

business;

the

public sector

deposits held

at

the Corporation,

whose future

balances are

difficult

to

predict

and

may

be

by

factors

such

as

the

amount

of

Federal

funds

received

by

the

P.R.

and

the

rate

of

expenditure

of

such

funds,

as

well

as

the

condition,

and

cash

management practices of the Puerto Rico Government

and its instrumentalities;

unforeseen or

catastrophic events,

including extreme

weather events

such as

hurricanes and

other natural

disasters,

man-made disasters, acts of violence or war or

pandemics, epidemics and other health-related

crises, or the fear of any

such event

occurring, any of

which could cause

adverse consequences for

our business, including,

but not

limited to,

disruptions in our operations;

our ability to

achieve the expected

benefits from our

transformation initiative, including

our ability to

achieve projected

earnings, efficiencies and

return on tangible

common equity and

accurately anticipate costs

and expenses associated

therewith;

the fiscal and monetary policies of the federal government

and its agencies;

federal

bank regulatory

and supervisory

policies, including

required levels

of

capital, liquidity,

resolution-

related requirements and the impact of other proposed

capital standards on our capital ratios;

changes

in

and

uncertainty

federal

funding,

tax,

trade

and

tariff

policies,

and

rulemaking,

supervision,

examination and enforcement priorities of the federal

administration;

increases

to

or

Federal

Deposit

Insurance

(“FDIC”)

assessments,

such

as

the

special

assessment implemented

by the

FDIC to

recover the

losses to

the deposit

insurance fund

(“DIF”) resulting

receiverships of Silicon Valley Bank and Signature Bank;

regulatory approvals

that may

be necessary

to undertake

certain actions

or consummate

strategic transactions,

such

as acquisitions and dispositions;

the

relative strength

or

weakness

of

the

consumer and

commercial credit

sectors

and

of

the

real

estate markets

in

Puerto Rico and the other markets in which

our borrowers are located;

a deterioration in the credit quality of our

clients, customers and counterparties;

the performance of the stock and bond markets;

competition in the financial services industry;

possible legislative, tax or regulatory changes;

a failure

in or

breach of

our operational

or security

systems or

infrastructure or

those of

Evertec, Inc.,

our provider

of

core financial

transaction processing and

information technology services,

or of

third parties

providing services

to us,

as

a

result

of

cyberattacks,

e-fraud,

denial-of-services

and

computer

intrusion,

in,

among

other

things, loss or breach of customer data, disruption

of services, reputational damage or additional

costs to Popular;

changes in market rates and prices which may

adversely impact the value of financial assets

and liabilities;

potential judgments,

claims, damages,

penalties, fines,

enforcement actions

and

reputational damage

resulting from

pending or future litigation and regulatory or government

investigations or actions;

changes in accounting standards, rules and interpretations;

our ability to grow our core businesses;

decisions to downsize, sell or close branches or business

units or otherwise change our business mix;

and

management’s ability to identify and manage these and

other risks.

Moreover, the

outcome of any

legal and

regulatory proceedings, as

discussed in “Part

II, Item

  1. Legal Proceedings,”

is inherently

uncertain and depends on judicial interpretations of law and the findings of regulators, judges and/or juries. Investors should refer to

the Corporation’s Annual

Report on Form

10-K for the

year ended December 31,

2024 (the “2024

Form 10-K”), as

well as “Part

II,

Item 1A” of our Quarterly

Report on this Form 10-Q for

a discussion of such factors and

certain risks and uncertainties to which the

Corporation is subject.

All forward-looking

statements included

in this

Form 10-Q

are based

upon information

available to

Popular as

of the

date of

this

Form 10-Q, and other than as

required by law, including the

requirements of applicable securities laws, we assume no

obligation to

update or revise any such forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date

of such statements.

OF FINANCIAL CONDITION

[UNAUDITED]

(In thousands, except share information)

Assets:

$

400,631

$

419,638

Money market investments:

Time deposits with other banks

Total money market investments

Trading account debt securities, at fair value

29,643

32,831

Debt securities available-for-sale, at fair

value:

Pledged securities with creditors’ right to repledge

31,022

30,486

Other debt securities available-for-sale

20,459,190

18,215,417

Debt securities held-to-maturity, at amortized cost:

Pledged securities with creditors’ right to repledge

27,560

27,405

Other debt securities held-to-maturity

7,514,164

7,730,672

Debt securities held-to-maturity (fair

value 2025 - $

; 2024 - $

)

7,541,724

7,758,077

Less – Allowance for credit losses

5,999

5,317

Debt securities held-to-maturity, net

Equity securities (realizable value 2025 -

$

222,907

; 2024 - $

208,663

)

222,391

208,166

Loans held-for-sale, at fair value

2,898

5,423

38,611,834

37,522,995

Less – Unearned income

426,656

415,343

769,485

746,024

Total loans held-in-portfolio, net

37,415,693

36,361,628

Premises and equipment, net

649,191

601,787

Other real estate

46,126

57,268

Accrued income receivable

274,867

263,389

Mortgage servicing rights, at fair value

103,077

108,103

1,745,052

1,797,759

802,954

802,954

Other intangible assets

5,844

6,826

$

$

Liabilities and Stockholders’ Equity

Liabilities:

$

$

52,102,877

49,744,790

56,043

54,833

550,000

225,000

808,451

896,293

1,479,087

1,371,846

Total liabilities

70,111,072

67,432,317

Commitments and contingencies (Refer

to Note 20)

Stockholders’ equity:

Preferred stock,

30,000,000

shares authorized;

885,726

shares issued and outstanding (2024 -

885,726

)

22,143

22,143

Common stock, $

0.01

par value;

170,000,000

shares authorized;

104,889,180

shares issued (2024 -

104,849,460

) and

shares outstanding (2024 -

70,141,291

)

1,049

1,048

Surplus

4,908,693

Retained earnings

4,570,957

Treasury stock - at cost,

36,951,712

shares (2024 -

34,708,169

)

(2,228,535)

Accumulated other comprehensive loss, net

of tax

(1,661,240)

Total stockholders’ equity

Total liabilities and stockholders’ equity

$

$

The accompanying notes are an integral part of

these Consolidated Financial Statements.

OF OPERATIONS

Interest income:

Loans

$

684,587

$

648,739

$

1,351,260

$

1,287,469

69,532

88,316

139,698

176,832

189,753

184,852

369,912

351,747

Total interest income

943,872

921,907

1,860,870

1,816,048

Interest expense:

295,058

339,939

592,921

669,435

Short-term borrowings

5,300

1,126

6,726

2,318

Long-term debt

11,965

12,530

24,077

25,239

Total interest expense

312,323

353,595

623,724

696,992

631,549

568,312

48,941

46,794

113,022

119,392

Net interest income after provision for credit losses

582,608

521,518

1,124,124

999,664

Non-interest income:

38,826

37,526

77,880

74,968

Other service fees

100,522

96,863

195,030

191,135

Mortgage banking activities (Refer to Note 9)

4,872

5,723

8,561

10,083

Net gain, including impairment on equity securities

1,862

1,448

1,422

Net gain on trading account debt securities

1,058

Adjustments to indemnity reserves on loans sold

(25)

Other operating income

21,737

25,386

36,268

51,903

Total non-interest income

168,477

166,306

320,538

330,124

Operating expenses:

229,355

197,424

442,068

412,801

Net occupancy expenses

29,140

27,692

56,358

55,733

Equipment expenses

5,789

9,662

11,091

19,229

Other taxes

18,632

15,333

37,357

29,708

28,108

37,744

54,933

66,662

Technology and software expenses

84,696

79,752

168,364

159,214

37,861

39,096

75,642

73,290

Communications

5,010

4,357

9,914

8,914

Business promotion

26,385

25,449

50,060

46,438

Deposit insurance

9,407

10,581

19,442

34,468

Other real estate owned (OREO) income

(4,124)

(5,750)

(7,454)

(11,071)

22,117

27,502

45,016

55,774

1,529

Total operating expenses

492,761

469,576

963,773

952,689

258,324

218,248

480,889

377,099

47,884

40,459

92,947

96,027

Net Income

$

210,440

$

177,789

$

387,942

$

281,072

Net Income Applicable to Common Stock

$

210,087

$

177,436

$

387,236

$

280,366

Net Income per Common Share – Basic

$

3.09

$

2.47

$

5.64

$

3.90

Net Income per Common Share – Diluted

$

3.09

$

2.46

$

5.64

$

3.90

The accompanying notes are an integral part of

these Consolidated Financial Statements.

OF COMPREHENSIVE INCOME

Quarters ended,

Six months ended,

$

210,440

$

177,789

$

387,942

$

281,072

Other comprehensive income (loss) before

tax:

Foreign currency translation adjustment

7,499

(3,855)

Amortization of net losses of pension and

2,272

3,618

4,545

7,236

Unrealized holding gains (losses) on debt securities

arising during the period

58,972

22,422

224,957

(50,608)

Amortization of unrealized losses of debt

securities transfer from available-for-

46,242

44,421

91,552

88,430

Other comprehensive income before tax

114,985

70,626

321,908

41,203

(20,655)

(15,722)

(56,325)

(23,954)

Total other comprehensive income, net of tax

94,330

54,904

265,583

17,249

Comprehensive income, net of tax

$

304,770

$

232,693

$

653,525

$

298,321

Tax effect allocated to each component of other comprehensive

income:

Six months ended,

Amortization of net losses of pension and

$(

)

$(

1,357

)

$(

1,704

)

$(

2,714

)

Unrealized holding losses on debt securities

arising during the period

(10,555)

(5,481)

(36,311)

(3,555)

Amortization of unrealized losses of debt

securities transfer from available-for-

(9,248)

(8,884)

(18,310)

(17,685)

$

(20,655)

$

(15,722)

$

(56,325)

$

(23,954)

The accompanying notes are an integral

part of the Consolidated Financial Statements.

OF CHANGES IN STOCKHOLDERS’ EQUITY

other

Common

Preferred

Retained

Treasury

comprehensive

stock

stock

Surplus

earnings

stock

loss

Total

Balance at March 31, 2024

$

1,048

$

22,143

$

4,847,466

$

4,253,030

$

(2,013,187)

$

(1,933,186)

$

5,177,314

177,789

177,789

1,768

1,768

[1]

(44,944)

(44,944)

(353)

(353)

(3,200)

(3,200)

3,513

5,887

9,400

54,904

54,904

$

1,048

$

22,143

$

4,852,747

$

4,385,522

$

(2,010,500)

$

$

5,372,678

Balance at March 31, 2025

$

1,049

$

22,143

$

4,912,886

$

4,699,697

$

(2,346,093)

$

(1,489,987)

$

5,799,695

210,440

210,440

1,760

1,760

[1]

(47,826)

(47,826)

(353)

(353)

[2]

(117,075)

(117,075)

5,304

7,743

13,047

94,330

94,330

$

1,049

$

22,143

$

$

$

$

$

[1]

Dividends declared per common share during the quarter

ended June 30, 2025 - $

0.7

0 (2024 - $

0.62

).

[2]

Includes common stock repurchases

of $

.0 million as part of

a repurchase authorization up

to $

million announced by the

Corporation on

July 24, 2024 (the "2024 Repurchase Program"). Refer to Note

17 for additional information.

OF CHANGES IN STOCKHOLDERS’ EQUITY

other

Common

Preferred

Retained

Treasury

comprehensive

stock

stock

Surplus

earnings

stock

loss

Total

Balance at December 31, 2023

$

1,048

$

22,143

$

4,843,399

$

4,194,851

$

(2,018,957)

$

(1,895,531)

$

5,146,953

281,072

281,072

3,567

3,567

[1]

(89,695)

(89,695)

(706)

(706)

(6,776)

(6,776)

5,781

15,233

21,014

17,249

17,249

$

1,048

$

22,143

$

4,852,747

$

4,385,522

$

(2,010,500)

$

$

5,372,678

Balance at December 31, 2024

$

1,048

$

22,143

$

4,908,693

$

4,570,957

$

(2,228,535)

$

(1,661,240)

$

387,942

387,942

3,529

3,530

[1]

(96,235)

(96,235)

(706)

(706)

[2]

(243,055)

(243,055)

7,728

16,165

23,893

265,583

265,583

$

1,049

$

22,143

$

$

$

$

$

[1]

Dividends declared per common share during the six months

ended June 30, 2025 - $

1.40

(2024 - $

1.24

).

[2]

Includes common stock repurchases of $

234.3

million as part of the 2024 Repurchase Program. Refer

to Note 17 for additional information.

Disclosure of changes in number of shares:

Preferred Stock:

Balance at beginning and end of period

885,726

885,726

Common Stock – Issued:

104,849,460

104,767,348

39,720

44,623

Balance at end of period

104,889,180

104,811,971

Treasury stock

(36,951,712)

(32,446,045)

Common Stock – Outstanding

72,365,926

The accompanying notes are an integral part of these Consolidated

OF CASH FLOWS

Cash flows from operating activities:

$

387,942

$

281,072

Adjustments to reconcile net income to net cash provided

by operating activities:

113,022

119,392

1,529

Depreciation and amortization of premises and equipment

25,319

31,249

Net accretion of discounts and amortization of premiums and

deferred fees

(136,208)

(127,770)

Interest capitalized on loans subject to the temporary payment

moratorium or loss mitigation alternatives

(2,822)

(4,047)

Share-based compensation

21,930

16,391

Fair value adjustments on mortgage servicing rights

5,523

5,384

Adjustments to indemnity reserves on loans sold

(293)

Earnings from investments under the equity method, net

of dividends or distributions

(2,871)

Deferred income tax expense

20,832

19,702

Gain on:

Disposition of premises and equipment and other productive

assets

(91)

(6,295)

Sale of loans, including valuation adjustments on loans

held-for-sale and mortgage banking activities

(156)

(76)

Sale of equity method investment

(1,226)

Sale of foreclosed assets, including write-downs

(5,076)

(10,575)

Acquisitions of loans held-for-sale

(2,332)

(1,767)

Proceeds from sale of loans held-for-sale

15,584

19,358

Net originations on loans held-for-sale

(12,137)

(22,580)

Net decrease (increase) in:

Trading debt securities

10,040

6,735

(1,411)

(4,445)

Accrued income receivable

(11,419)

(17,340)

(19,371)

(8,463)

Net increase (decrease) in:

Interest payable

2,584

3,145

Pension and other postretirement benefits obligation

2,191

3,732

1,434

(59,481)

Total adjustments

27,051

(39,068)

Net cash provided by operating activities

414,993

242,004

Cash flows from investing activities:

Net decrease in money market investments

40,765

147,650

Purchases of investment securities:

Available-for-sale

(18,905,199)

(17,231,900)

Equity

(25,811)

(1,667)

Proceeds from calls, paydowns, maturities and redemptions

of investment securities:

Available-for-sale

17,145,332

15,375,714

Held-to-maturity

303,212

304,653

Proceeds from sale of investment securities:

Equity

14,497

4,046

Net disbursements

on loans

(912,037)

(287,684)

Proceeds from sale of loans

40,983

17,640

Acquisition of loan portfolios

(319,297)

(384,479)

Return of capital from equity method investments

Net proceeds from sale of equity method investment

1,226

Acquisition of premises and equipment and other productive

assets

(96,200)

(95,412)

Proceeds from sale of:

Premises and equipment and other productive assets

4,409

Foreclosed assets

47,590

58,979

Net cash used in investing activities

(2,664,595)

(2,087,772)

Cash flows from financing activities:

Net increase in:

2,334,656

1,912,286

1,210

14,300

325,000

Payments of notes payable

(88,522)

(46,000)

Principal payments of finance leases

(1,829)

(1,774)

Proceeds from issuances of common stock

3,530

3,567

Dividends paid

(98,661)

(90,151)

Net payments for repurchase of common stock

(236,203)

(452)

Payments related to tax withholding for share-based compensation

(7,983)

(6,324)

Net cash provided by financing activities

2,231,198

1,785,452

Net decrease in cash and due from banks, and restricted

cash

(18,404)

(60,316)

Cash and due from banks, and restricted cash at beginning

of period

429,406

427,575

Cash and due from banks, and restricted cash at the end of

the period

$

411,002

$

367,259

The accompanying notes are an integral part of these Consolidated

Notes to Consolidated Financial

(Unaudited)

Note 1 -

Nature of operations

Note 2 -

Basis of presentation

Note 3 -

New accounting pronouncements

Note 4 -

Restrictions on cash and due from banks and

certain securities

Note 5 -

Note 6 -

Debt securities held-to-maturity

Note 7 -

Loans

Note 8 -

Allowance for credit losses – loans held-in-

Note 9 -

Note 10 -

Transfers of financial assets and mortgage

servicing assets

Note 11 -

Note 12 -

Note 13 -

Goodwill and other intangible assets

Note 14 -

Note 15 -

Note 16 -

Note 17 -

Note 18 -

Other comprehensive income

Note 19 -

Guarantees

Note 20 -

Commitments and contingencies

Note 21-

Non-consolidated variable interest entities

Note 22 -

Related party transactions

Note 23 -

Fair value measurement

Note 24 -

Fair value of financial instruments

Note 25 -

Net income per common share

Note 26 -

Revenue from contracts with customers

Note 27 -

Leases

Note 28 -

Pension and postretirement benefits

Note 29 -

Stock-based compensation

Note 30 -

Income taxes

Note 31 -

Supplemental disclosure on the consolidated

statements of cash flows

Note 32 -

Segment reporting

Note 1 – Nature of Operations

Inc. (the

“Corporation” or

“Popular”) is

a diversified,

publicly owned

financial holding

company subject

to the

supervision

and

regulation

of

the

Board

of

Governors

of

the

Federal

Reserve

System.

The

has

in

Puerto

Rico,

the

mainland United

States (“U.S.”)

and U.S.

and British

Virgin Islands.

In Puerto

Corporation provides retail,

mortgage and

commercial banking services and auto and equipment leasing and financing through its principal banking subsidiary, Banco Popular

de Puerto

Rico (“BPPR”),

as well

as broker-dealer

and insurance

services through

specialized subsidiaries. In

mainland,

the

Corporation provides

retail, mortgage,

commercial banking

services, as

well as

equipment leasing

and

financing, through

its

New

York-chartered

banking

subsidiary,

Popular

Bank

(“PB”

or

“Popular U.S.”),

which

has

branches

located

in

New

York,

New

Jersey, and Florida.

Note 2 – Basis of Presentation

Basis of Presentation

The (unaudited) interim Consolidated Financial Statements are, in the opinion of management, a fair statement of the results

for the

periods reported.

The consolidated statement

of financial condition

presented as

of December 31,

2024 was

derived from

audited

Consolidated Financial Statements of the Corporation

for the year ended December 31, 2024.

Certain

and

notes

to

the

which

would

normally

be

in

prepared in

accordance with

Accounting Principles

Generally Accepted

in the

of America

(U.S. GAAP),

condensed or omitted from the unaudited financial statements pursuant

to the rules and regulations of the

Securities and Exchange

Commission.

Accordingly,

these

should

be

read

in

conjunction

with

the

audited

for the

year ended

2024,

the 2024

Form 10-K.

Operating results

for the

interim periods disclosed herein are not necessarily

indicative of the results that may be expected

for a full year or any future period.

Use of Estimates in the Preparation of Financial Statements

The preparation of financial

statements in conformity with

accounting principles generally accepted in

the United States

of America

requires management to make

estimates and assumptions that

affect the reported

amounts of assets and

liabilities and contingent

assets

and

liabilities

at

the

date

of

the

statements,

and

the

reported

amounts

of

revenues

and

during

the

reporting period. Actual results could differ from those estimates.

Note 3 - New accounting pronouncements

Recently Adopted Accounting Standards Updates

FASB ASU 2025-02,

Liabilities (Topic 405) -

Amendments to SEC

Paragraphs Pursuant to

SEC Staff Accounting

Bulletin No. 122

The

Financial Accounting

Standards Board

("FASB")

issued

Accounting

Update

("ASU")

2025-02

in

March

2025,

which

amends

the

in

Accounting

Standards

("ASC")

450-10-

S99-1

by

removing

the

interpretative

of

Section

FF

of

Topic

in

the

Staff Accounting Bulletin Series ("SAB") text

that

addressed

the

for

obligations to

safeguard crypto-assets

held

by platform

users to

align the

ASC with

the

latest

SAB

directive,

ensuring

consistency and clarity.

March 18, 2025

The

was

not

by

the

adoption of

this

ASU

since

it does

not hold crypto-assets.

FASB ASU 2024-02,

Improvements—

Amendments to Remove

References to the

Concepts Statements

The

FASB

issued

ASU

2024-02

in

March

2024, which

removes various

references to

concept statements from the ASC. The ASU

intends

to

simplify

the

and

distinguish

between

nonauthoritative

and

authoritative guidance.

The

was

not

by

the adoption of this ASU since it did not

provide for

accounting changes

or new

or

requirements.

The

ASU

eliminated

references

within

the

ASC

to

the

concept

statements,

which

is

considered non-authoritative guidance.

FASB ASU 2024-01,

Compensation - Stock

Compensation (Topic 718)

  • Scope Application of

Profits Interest and Similar

Awards

The

FASB

issued

ASU

2024-01

in

March

2024,

which

amends

ASC

Topic

by

an

illustrative

example

to

demonstrate how

an entity

would apply

the

scope

in

paragraph

718-10-15-3

to determine whether profits interest awards

should be accounted

for in accordance

with

ASC

Topic

The

ASU

is

intended

to

reduce complexity and diversity in practice.

The

was

not

by

the

of

this

ASU

since

the

share

awards

of

the

continue

to

meet

the

requirements of ASC 718-10-15-3.

FASB ASU 2023-08,

Intangibles - Goodwill and

Other - Crypto Assets

(Subtopic 350-60) -

Accounting for and

Disclosure of Crypto

Assets

The

FASB

issued

ASU

2023-08

in

2023,

which

amends

ASC

Subtopic

350-60

by

that

crypto

assets

are

measured

at

fair

value

in

the

statement

of

each

period

with

changes

from

remeasurement

being

in

net

income.

The

ASU

also

requires

enhanced

for

both

annual

and

interim

periods

to

provide

investors

with

relevant information

to

analyze and

assess

the

and

risk

of

individual crypto asset holdings.

The

was

not

by

the

adoption of

this

ASU

since

it does

not hold crypto-assets.

Recently Adopted Accounting Standards Updates

FASB ASU 2023-05,

Business Combinations -

Joint Venture Formations

(Subtopic 805-60) -

Recognition and initial

measurement

The

FASB

issued

ASU

2023-05

in

August

2023, which

amends ASC

Subtopic 805-60

to include specific

guidance about how

joint

ventures

should

recognize

and

initially

measure

assets

contributed

and

liabilities

assumed.

The

amendments

require

that

a

joint venture, upon formation, recognize and

initially

measure its

liabilities at

fair value.

The

was

not

by

the

of

this

ASU

but

it

will

this

for

the

initial

measurement of assets and liabilities of

newly

created

joint

ventures

prospectively.

Accounting Standards Updates Not Yet Adopted

FASB ASU 2025-05,

Financial Instruments -

Credit Losses (Topic 326)

  • Measurement of Credit

Losses for Accounts

Receivables and Contract

Assets

The

FASB

issued

ASU

2025-05

in

July

2025,

which

permits

to

elect

a

practical

expedient

when

for

current

accounts

receivable

and

current

contract

assets

arising

from

accounted

for

under

Topic

606,

Revenue

from

Contracts

with

Customers.

This

practical

expedient

establishes

that,

in

developing

reasonable

and

supportable

forecasts

as

part

of

credit

losses,

assume

that

current

conditions as

of the

balance sheet

date do

not

change

for

the

remaining

life

of

the

asset.

January 1, 2026

any

impact

that

the

of

this

will

have

on

its

and

and

FASB ASU 2025-04,

Compensation—Stock

Compensation (Topic 718)

and Revenue from

Contracts with Customers

(Topic 606) - Clarifications

to Share-Based

Consideration Payable to

a Customer

The

FASB

issued

ASU

2025-04

in

May

2025,

which

the

for

awards

granted

as

payable

to

a

customer.

The

ASU expands

the definition

of performance

for

under ASC 718 and eliminates the forfeiture

policy election for

service conditions. It

also

confirms

that

the

constraint

in

ASC

does

not

apply

to

such awards.

expect to

be

by

the

of

this

ASU

since

it

does

not

grant

payment awards to customers.

FASB ASU 2025-03,

Business Combinations

(Topic 805) and

Consolidation (Topic 810)

  • Determining the

Accounting Acquirer in the

Acquisition of a Variable

Interest Entity

The

FASB

issued

ASU

2025-03

in

May

2025 which

requires that

an entity

the

factors

in

paragraphs

805-10-55-12

through

55-15

when

it

is

involved

in

an

acquisition transaction

effected primarily

by

exchanging

equity

interests when

the

legal

acquiree is

a variable

interest entity

("VIE")

that

meets

the

definition

of

a

to

determine

which

entity

is

the

acquirer.

This

replaces

the

requirement

that

the

primary

beneficiary

always is the acquirer.

any

impact

that

the

of

this

will

have

on

its

and

and

FASB ASU 2024-04,

Debt—Debt with

Conversion and Other

Options (Subtopic 470-

    • Induced Conversions

of Convertible Debt

Instruments

The

FASB

issued

ASU

2024-04

in

November

2024,

which

the

for

determining

whether

certain

settlements

of

convertible

debt

instruments should

be accounted

for as

an

induced

conversion.

Also

it

makes

clarifications

to

assist

stakeholders in

applying the

guidance. The

ASU

that

the

incorporation,

elimination,

or

modification

of

a

volume-

average

price

("VWAP")

formula

does

not

automatically

cause

a

to

be

accounted

for

as

an

extinguishment

and

that

the

induced

conversion

applies to a convertible

debt instrument that

is not currently

convertible as long as

it had

a substantive

conversion feature

as of

both

its

issuance

date

and

the

date

the

inducement offer is accepted.

January 1, 2026

any

impact

that

the

of

this

will

have

on

its

and

and

Accounting Standards Updates Not Yet Adopted

FASB ASU 2024-03,

Income Statement—

Reporting Comprehensive

Income—Expense

Disaggregation

Disclosures (Subtopic

220-40) - Disaggregation

of Income Statement

Expenses (As updated by

ASU 2025-01)

The

FASB

issued

ASU

2024-03

in

November

2024,

which

requires

public

to

disclose

about

specific

expense

in

the

notes to

financial statements

at interim

and

annual

periods

to

improve

financial transparency.

For fiscal years

beginning on

For interim periods

within fiscal years

beginning after

January 1, 2028

any

impact

that

the

of

this

will

have

on

its

and

and

FASB ASU 2023-09,

Income Tax (Topic

Improvements to Income

Tax Disclosures

The

FASB

issued

ASU

2023-09

in

December 2023,

which amends

ASC Topic

by

enhancing

rate

reconciliation

and

the

disclosure of

income taxes paid, income (or

loss)

before

income

tax

expense

and

income

tax

expense

disaggregated

by

national, state and foreign level. Disclosures

that

no

longer

were

considered

cost

beneficial

or

relevant

were

removed

from

ASC Topic 740.

For fiscal years

beginning on

The

will

prospectively

adopt

ASU

2023-09

for

it's

in

the

Form

10-K.

The

of

this standard

will result

in the

inclusion

of

certain

new

in

the

effective

income

tax

rate

and

income

tax expense tabular disclosures, as well

as the

disclosure of income

taxes paid,

within the income taxes note.

FASB ASU 2023-06,

Disclosure Improvements -

Codification Amendments

in Response to the SEC’s

Disclosure Update and

Simplification Initiative

The FASB

issued ASU

2023-06 in

October

which

modifies

the

or

of

various

subtopics

in

the

with

the

purpose

of

aligning

U.S.

GAAP

with

those

of

the

SEC

under

Regulation S-X and S-K.

The date on which

the SEC removes

related disclosure

requirements from

Regulation S-X or

Regulation S-K. If by

June 30, 2027, the

SEC has not

removed the

requirements from

Regulation S-X or

Regulation S-K, the

pending content of

the related

amendment will be

removed from the

Codification and will

not become

effective for any

entity.

expect to

be

by

the

of

this

ASU

since

it

is

subject

to

SEC's

current

and

requirements under Regulation S-X and

S-K.

Note 4 - Restrictions on cash and due

from banks and certain securities

BPPR is

required by

regulatory agencies

to maintain

average reserve

balances with

the Federal

Reserve Bank

of New

York

(the

“Fed”) or other banks. Required average reserve

balances in BPPR amounted to $

2.7

billion at June 30, 2025 (December 31, 2024 -

$

2.6

billion). Cash and

due from banks,

as well

as other highly

liquid securities, are

used to cover

these required average

reserve

balances.

At June

held $

restricted assets

in the

form of

funds deposited

in money

market accounts,

debt

for

sale

and

equity

31,

$

The

assets

held

in

debt

securities available for sale and equity securities consist primarily of assets

held for the Corporation’s non-qualified retirement plans

and fund deposits guaranteeing possible liens or encumbrances

over the title of insured properties.

Note 5 – Debt securities available-for-sale

The

tables

present

the

amortized

cost,

gross

gains

and

losses,

fair

value,

average

yield

and

contractual maturities of debt securities available-for-sale

at June 30, 2025 and December 31,

Gross

Gross

Fair

average

cost

gains

losses

value

yield

$

11,617,164

$

$

23,332

$

11,593,913

3.66

%

3,823,444

20,739

25,300

3,818,883

3.80

15,440,608

20,820

48,632

15,412,796

3.69

7,520

7,321

1.52

13,024

12,398

2.52

97,807

7,193

90,713

2.90

mortgage obligations - federal agencies

118,351

8,018

110,432

2.77

15,394

15,246

2.54

83,070

2,438

80,639

2.28

696,835

31,836

665,289

2.38

5,174,509

970,159

4,205,060

1.67

securities - federal agencies

5,969,808

1,008

1,004,582

4,966,234

1.77

Other

4.38

4.84

Total other

4.53

[1]

$

21,529,517

$

21,927

$

1,061,232

$

3.15

%

[1]

15.5

billion pledged to secure government and trust

deposits, assets sold under agreements to repurchase, credit

facilities and loan

servicing agreements that the secured parties are not permitted

to sell or repledge the collateral, of which $

14.3

billion serve as collateral for

public funds.

The Corporation had unpledged Available

for Sale securities with a fair value of $

.0 billion that could be used to increase its

borrowing facilities.

Gross

Gross

Fair

average

cost

gains

losses

value

yield

$

10,555,397

$

1,282

$

46,275

$

10,510,404

3.33

%

2,547,936

63,381

2,484,706

3.07

13,103,333

1,433

109,656

12,995,110

3.28

10,538

10,193

1.53

15,334

14,430

2.24

104,168

8,639

95,661

2.76

mortgage obligations - federal agencies

130,040

9,888

120,284

2.60

1.65

79,542

2,700

76,850

2.35

733,506

45,078

688,510

2.37

5,468,448

1,106,657

4,362,128

1.67

securities - federal agencies

6,282,272

1,154,440

5,128,259

1.75

Other

5.00

1,750

1,750

5.50

Total other

2,250

2,250

5.39

[1]

$

19,517,895

$

1,992

$

1,273,984

$

2.78

%

[1]

13.9

billion pledged to secure government and trust deposits,

assets sold under agreements to repurchase, credit facilities

and loan

servicing agreements that the secured parties are not permitted

to sell or repledge the collateral, of which $

12.9

billion serve as collateral for

public funds. The Corporation had unpledged Available

for Sale securities with a fair value of

$

4.3

billion that could be used to increase its

borrowing facilities.

The weighted

average yield

on debt

securities available-for-sale

is based

on amortized

cost; therefore,

it

give

effect to

changes in fair value.

Securities

not

due

on

a

single

date,

such

as

and

obligations,

are

based

on

the

period

of

final

maturity.

The

of

obligations, mortgage-backed securities

and certain

other securities

may differ

from their

contractual maturities

because they

may

be subject to prepayments or may be called

by the issuer.

2025, the Corporation did not

intend to sell or

believed it was more

likely than not that

it would be required

to sell debt

securities classified

as available-for-sale. There

were

no

available-for-sale sold during

the six

months

ended June 30, 2025 and 2024.

The

tables

present

the

fair

value

and

gross

losses

of

debt

available-for-sale,

aggregated by investment category and length of

time that individual securities have been in a continuous

unrealized loss position at

Less than 12 months

12 months or more

Total

Gross

Gross

Gross

Fair

Fair

Fair

value

losses

value

losses

value

losses

$

8,477,646

$

11,934

$

2,097,347

$

36,698

$

10,574,993

$

48,632

6,592

92,871

7,997

99,463

8,018

Mortgage-backed securities -federal agencies

50,680

2,594

4,863,122

1,001,988

4,913,802

1,004,582

available-for-sale in an unrealized loss position

$

8,534,918

$

14,549

$

7,053,340

$

1,046,683

$

15,588,258

$

1,061,232

Less than 12 months

12 months or more

Total

Gross

Gross

Gross

Fair

Fair

Fair

value

losses

value

losses

value

losses

$

2,309,894

$

24,646

$

3,638,092

$

85,010

$

5,947,986

$

109,656

4,878

102,160

9,861

107,038

9,888

70,777

3,175

5,031,414

1,151,265

5,102,191

1,154,440

available-for-sale in an unrealized loss position

$

2,385,549

$

27,848

$

8,771,666

$

1,246,136

$

11,157,215

$

1,273,984

As of June 30,

2025, the portfolio of

available-for-sale debt securities reflects gross unrealized losses

of $

1.1

billion (December 31,

2024 -

$

1.3

billion), driven mainly

by mortgage-backed securities,

which have

been impacted by

the-interest rate environment

and

the

portfolio’s

longer

duration.

The

of

debt

is

comprised

mainly

of

U.S

Treasuries

and

from

the

U.S.

its

or

entities,

Federal

National

Association

(“FNMA”),

Federal

Home

Loan

(“FHLMC”)

and

National

Association

(“GNMA”).

These

carry

an

explicit

or

implicit

from

the

U.S.

are

highly

rated

by

major

rating

agencies, and have a long history of no credit

losses. Accordingly, the Corporation applies a zero-credit loss assumption.

Note 6 –Debt securities held-to-maturity

tables present

the amortized

cost, allowance

for credit

losses, gross

unrealized gains

and losses,

approximate fair

value,

weighted average

yield

and contractual

maturities of

held-to-maturity at

and

Value

Gross

Gross

Book

[1]

for Credit

Net of

Fair

average

cost

Value

Losses

gains

losses

value

yield

$

1,504,543

$

1,481,291

$

$

1,481,291

$

$

2,667

$

1,478,624

1.86

%

6,362,489

5,998,366

5,998,366

22,074

6,020,440

1.22

7,867,032

22,074

2,667

1.34

Obligations of Puerto Rico, States and

2,540

2,540

2,533

2,539

6.41

14,777

14,777

14,717

14,650

3.40

5.81

36,625

36,625

5,911

30,714

2,740

2,117

31,337

1.42

Total obligations of

Puerto Rico, States and

54,597

54,597

5,999

48,598

2,798

2,215

49,181

2.24

1,510

1,510

1,510

1,312

2.87

mortgage obligations -

federal agencies

1,510

1,510

1,510

1,312

2.87

Securities in wholly owned statutory business

trusts

5,960

5,960

5,960

5,960

6.33

Total securities

in wholly owned statutory

business trusts

5,960

5,960

5,960

5,960

6.33

held-to-maturity [2]

$

7,929,099

$

7,541,724

$

5,999

$

$

24,872

$

5,080

$

1.35

%

[1]

Book value includes $

million of unrealized loss which remains in Accumulated

other comprehensive (loss) income (AOCI) related

to certain

securities previously transferred from available-for-sale securities

portfolio to the held-to-maturity securities portfolio.

[2]

7.4

billion pledged to secure public and trust deposits that

the secured parties are not permitted to sell or repledge

the collateral.

The

Corporation had unpledged held-to-maturities securities with

a fair value of $

138.6

million that could be used to increase its borrowing

facilities.

Value

Gross

Gross

Book

[1]

for Credit

Net of

Fair

average

cost

Value

Losses

gains

losses

value

yield

$

599,910

$

599,910

$

$

599,910

$

$

4,498

$

595,412

2.76

%

7,572,435

7,093,508

7,093,508

65,096

7,028,412

1.28

8,172,345

69,594

1.39

Obligations of Puerto Rico, States and

`

2,440

2,440

2,435

2,438

6.39

16,454

16,454

16,374

16,341

3.69

5.81

37,633

37,633

5,210

32,423

2,318

2,596

32,145

1.42

Total obligations of

Puerto Rico, States and

57,182

57,182

5,317

51,865

2,388

2,676

51,577

2.34

1,518

1,518

1,518

1,304

2.87

mortgage obligations -

federal agencies

1,518

1,518

1,518

1,304

2.87

Securities in wholly owned statutory business

trusts

5,959

5,959

5,959

5,959

6.33

Total securities

in wholly owned statutory

business trusts

5,959

5,959

5,959

5,959

6.33

held-to-maturity [2]

$

8,237,004

$

7,758,077

$

5,317

$

$

2,388

$

72,484

$

1.40

%

[1]

Book value includes $

million of unrealized loss which remains in Accumulated

other comprehensive (loss) income (AOCI) related

to certain

securities transferred from available-for-sale securities

portfolio to the held-to-maturity securities portfolio.

[2]

7.6

billion pledged to secure public and trust deposits that

the secured parties are not permitted to sell or repledge

the collateral. The

Corporation had unpledged held-to-maturities securities with

a fair value of $

139.9

million that could be used to increase its borrowing

facilities.

Debt securities not due on a single contractual maturity date,

such as collateralized mortgage obligations, are classified in the period

of final

contractual maturity.

The expected

maturities of

collateralized mortgage

obligations and

certain other

securities may

differ

from their contractual maturities because they may be

subject to prepayments or may be called

by the issuer.

Credit Quality Indicators

The following describes the credit quality indicators by major security

type that the Corporation considers to develop the

estimate of

the allowance for credit losses for investment securities

held-to-maturity.

As discussed in

Note 2 of

the 2024 Form

10-K, U.S. Treasury

securities carry an explicit

guarantee from the U.S.

Government are

highly rated by major rating

agencies and have a long

history of no credit losses. Accordingly,

the Corporation applies a zero-credit

loss assumption and no allowance for credit losses

(“ACL”) for these securities has been established.

At June

2024, the “Obligations

of Puerto

Rico, States and

political subdivisions” classified

as held-to-

maturity,

issued

by

of

Puerto

Rico

that

are

generally

not

rated

by

a

credit

rating

agency.

The

Corporation performs periodic credit quality

reviews of these securities and internally

assigns standardized credit risk ratings based

on

its

evaluation. For

the

definitions

of

the

obligor

risk

ratings, refer

to

the

Credit

Quality section

of

Note

to

the

This

$

million

of

general and

special

obligation bonds

issued

by three

municipalities of

Puerto

Rico,

of

which

$

9.5

million

have

a

“Pass”

rating,

that

are

payable

from

certain

taxes

imposed

by

the

issuing

municipality (compared to $

11.1

million, respectively, at December 31, 2024).

At June 30, 2025, the portfolio of “Obligations of Puerto Rico, States

and political subdivisions” also includes $

million in securities

issued

by

the

Puerto

Rico

Housing Finance

Authority

a

instrumentality,

for

which the

source

of

payment

is

second

loans

in

Puerto

Rico

properties

(not

the

government),

but

for

which

HFA,

a

guarantee in

of default

and upon

the satisfaction

of certain

other conditions

2024 -

$

million). These

securities are not rated by a credit rating agency.

The

assesses

the

credit

risk

with

these

by

the

refreshed

FICO

scores

of

a

representative

sample

of

the

borrowers.

As

of

June

30,

2025,

the

average

refreshed

FICO

score

for

the

sample,

comprised

of

%

of

the

nominal

value

of

the

used

for

the

loss

was

of

(compared

to

%

and

,

respectively, at

The loss estimates

for this portfolio

was based on

the methodology established

under CECL

for

similar

loan

obligations.

The

does

not

the

when

the

credit

losses

associated with this portfolio.

A

deterioration of

the Puerto

Rico economy

or

of

the fiscal

health of

the

Government of

and/or

its

(including if

any of

the issuing

municipalities become

subject to

a debt

restructuring proceeding

Management and Economic Stability Act (“PROMESA”) could

adversely affect the value of these securities, resulting in losses

to the

Note 20

to the

for additional

the Puerto

Rico Government.

Delinquency status

At June 30, 2025 and December 31, 2024, there were

no

securities held-to-maturity in past due or non-performing

status.

Allowance for credit losses on debt securities held-to-maturity

The allowance for credit losses related to

the Obligations of Puerto Rico and the States

and Political subdivisions securities at June

30, 2025 was $

6.0

5.3

Note 7 – Loans

For

a summary

of

the accounting

policies related

to

loans, interest

recognition and

allowance for

credit

losses

refer to

Note

–

Summary of Significant Accounting Policies of the 2024

Form 10-K.

the Corporation's loan

purchases for

the quarters

and six

months ended June

and 2024

by

class of loans:

$

67,726

$

159,258

$

74,886

$

215,422

125,690

84,849

246,597

170,653

$

193,416

$

244,107

$

321,483

$

386,075

The following table presents

the Corporation’s loan sales for the quarters and six months ended June 30, 2025 and 2024 by class of

loans:

$

1,000

$

$

27,349

$

9,338

11,656

8,450

12,752

15,387

23,756

$

9,450

$

12,752

$

52,074

$

35,412

June

30,

2025,

the

Corporation securitized

$

million

of

loans

into

FNMA

securities, compared to $

million during the quarter ended June 30, 2024. The Corporation securitized $

million of mortgage loans

into GNMA

mortgage-backed securities

  1. There

were

no

GNMA securitizations

quarter ended June 30, 2024.

During the six months

ended June 30, 2025,

the Corporation securitized $

million of mortgage loans into

FNMA mortgage-backed

securities, compared to

$

million during the

six months ended

June 30, 2024.

The Corporation securitized

$

million of mortgage

loans into

GNMA mortgage-backed

securities during

the six

to $

million during

the six

months ended June 30, 2024.

Delinquency status

The following tables present the

amortized cost basis of loans

held-in-portfolio (“HIP”), net of unearned

income, by past due status,

and by loan class including those that are in non-performing status or that are accruing

interest but are past due 90 days or more at

BPPR

30-59

60-89

90 days

Total

days

days

or more

Current

loans

loans

$

6,337

$

$

$

6,511

$

299,852

$

306,363

$

$

1,679

6,084

7,876

3,322,108

3,329,984

6,084

1,087

2,098

27,320

30,505

1,171,601

1,202,106

27,320

4,657

2,449

12,652

19,758

5,574,966

5,594,724

8,588

4,064

3,720

3,720

249,579

253,299

262,525

109,530

324,140

696,195

6,407,811

7,104,006

147,464

176,676

Leasing

23,109

5,629

7,976

36,714

1,946,354

7,976

14,184

9,360

25,201

48,745

1,166,545

25,201

1,809

1,809

19,022

11,917

17,499

48,438

1,743,772

1,792,210

17,499

Auto

102,643

22,404

40,595

165,642

3,696,060

40,595

Other

2,500

2,212

4,872

155,550

160,422

1,948

Total

$

439,897

$

165,226

$

463,853

$

1,068,976

$

25,736,007

$

26,804,983

$

257,648

$

206,205

30-59

60-89

90 days

Total

days

days

or more

Current

loans

loans

$

$

4,675

$

10,751

$

15,426

$

2,199,000

$

2,214,426

$

10,751

$

1,503

7,893

9,396

2,181,994

2,191,390

7,893

10,677

10,908

1,790,841

1,801,749

9,235

5,195

3,025

17,455

2,431,573

2,449,028

2,836

3,329

28,052

32,058

1,308,363

1,340,421

28,052

Home equity lines of

credit

3,120

4,682

70,988

75,670

3,120

1,045

1,094

2,671

81,582

84,253

1,094

Other

7,658

8,353

Total

$

24,676

$

14,449

$

54,166

$

93,291

$

11,286,904

$

11,380,195

$

53,977

$

30-59

60-89

90 days

Total

days

days

or more

Current

[2] [3]

loans

loans

$

6,337

$

4,675

$

10,925

$

21,937

$

2,498,852

$

$

10,925

$

1,616

1,679

13,977

17,272

5,504,102

13,977

11,764

2,098

27,551

41,413

2,962,442

27,551

13,892

7,644

15,677

37,213

8,006,539

11,424

4,253

3,720

3,720

1,464,481

[1]

263,202

112,859

352,192

728,253

7,716,174

175,516

176,676

Leasing

23,109

5,629

7,976

36,714

1,946,354

7,976

14,184

9,360

25,201

48,745

1,166,548

25,201

3,120

4,682

72,797

77,479

3,120

20,067

12,449

18,593

51,109

1,825,354

18,593

Auto

102,643

22,404

40,595

165,642

3,696,060

40,595

Other

3,194

2,212

5,567

163,208

168,775

1,948

Total

$

464,573

$

179,675

$

518,019

$

1,162,267

$

37,022,911

$

$

311,625

$

206,394

[1]

At June 30, 2025, mortgage loans held-in-portfolio include

$

2.9

billion of loans that carry certain guarantees from

the FHA or the VA, for which

the

Corporation’s policy is to exclude them from non-performing

status, of which $

million are 90 days or more past due. The portfolio of

guaranteed loans includes $

million of residential mortgage loans in Puerto Rico that

are no longer accruing interest as of June 30, 2025. The

Corporation has $

million in reverse mortgage loans in Puerto Rico which

are guaranteed by FHA, but which are currently

not accruing interest

at June 30, 2025.

[2]

Loans held-in-portfolio are net of $

million in unearned income and exclude $

million in loans held-for-sale.

[3]

21.4

billion pledged to secure credit facilities and public funds

that the secured parties are not permitted to sell or repledge

the collateral,

7.5

billion were pledged at the Federal Home Loan Bank

("FHLB") as collateral for borrowings and $

13.9

billion at the Federal Reserve

Bank ("FRB") for discount window borrowings. As of June

30, 2025, the Corporation had an available borrowing

facility with the FHLB and the

discount window of FRB of $

.0 billion and $

10.8

billion, respectively.

BPPR

30-59

60-89

90 days

Total

days

days

or more

Current

loans

loans

$

1,491

$

$

$

1,683

$

306,318

$

308,001

$

$

3,103

6,429

10,118

3,236,385

3,246,503

6,429

11,054

25,258

37,120

1,338,791

1,375,911

25,258

5,738

2,712

23,895

32,345

5,314,549

5,346,894

19,335

4,560

1,039

1,039

211,251

212,290

262,222

116,694

365,759

744,675

6,065,206

6,809,881

158,442

207,317

Leasing

23,991

6,062

9,588

39,641

1,885,764

9,588

17,399

11,719

29,960

59,078

1,158,975

29,960

1,895

2,040

19,503

13,005

20,269

52,777

1,697,600

1,750,377

20,269

Auto

111,358

27,858

51,792

191,008

3,632,429

51,792

Other

1,816

1,312

3,405

156,824

160,229

Total

$

458,730

$

179,963

$

534,341

$

1,173,034

$

25,005,987

$

26,179,021

$

292,091

$

242,250

30-59

60-89

90 days

Total

days

days

or more

Current

loans

loans

$

$

5,443

$

8,700

$

14,143

$

2,077,476

$

2,091,619

$

8,700

$

6,792

8,015

14,807

2,101,925

2,116,732

8,015

5,191

5,191

1,776,644

1,781,835

5,191

10,336

5,323

1,938

17,597

2,377,071

2,394,668

1,748

18,148

5,417

29,890

53,455

1,250,847

1,304,302

29,890

3,393

4,909

66,622

71,531

3,393

1,808

1,509

1,741

5,058

99,809

104,867

1,741

Other

11,024

11,549

Total

$

38,128

$

18,678

$

58,879

$

115,685

$

10,812,946

$

10,928,631

$

58,689

$

30-59

60-89

90 days

Total

days

days

or more

Current

[2]

[3]

loans

loans

$

1,491

$

5,556

$

8,779

$

15,826

$

2,383,794

$

$

8,779

$

9,895

14,444

24,925

5,338,310

14,444

11,054

30,449

42,311

3,115,435

30,449

16,074

8,035

25,833

49,942

7,691,620

21,083

4,750

1,039

1,039

1,262,753

[1]

280,370

122,111

395,649

798,130

7,316,053

188,332

207,317

Leasing

23,991

6,062

9,588

39,641

1,885,764

9,588

17,399

11,719

29,960

59,078

1,159,001

29,960

1,115

3,393

5,054

68,517

73,571

3,393

21,311

14,514

22,010

57,835

1,797,409

22,010

Auto

111,358

27,858

51,792

191,008

3,632,429

51,792

Other

2,330

1,323

3,930

167,848

171,778

Total

$

496,858

$

198,641

$

593,220

$

1,288,719

$

35,818,933

$

$

350,780

$

242,440

[1]

At December 31, 2024 mortgage loans held-in-portfolio include

$

2.6

billion of loans that carry certain guarantees from the FHA

or the VA, for

which the Corporation’s policy is to exclude them

from non-performing status, of which $

million are 90 days or more past due. The portfolio

of

guaranteed loans includes $

million of residential mortgage loans in Puerto Rico that

are no longer accruing interest as of December 31,

The Corporation has $

million in reverse mortgage loans in Puerto Rico which

are guaranteed by FHA, but which are currently not accruing

interest at December 31, 2024.

[2]

Loans held-in-portfolio are net of $

million in unearned income and exclude $

million in loans held-for-sale.

[3]

16.8

billion pledged to secure credit facilities and public funds

that the secured parties are not permitted to sell or repledge

the collateral,

7.3

billion were pledged at the FHLB as collateral for borrowings

and $

9.5

billion at the FRB for discount window borrowings. As

of

December 31, 2024, the Corporation had an available borrowing

facility with the FHLB and the discount window

of FRB of $

3.8

.0

billion, respectively.

Recognition of interest income on mortgage loans is generally discontinued when loans are 90 days or more in arrears on payments

of principal or interest. The Corporation discontinues the recognition of interest income on residential mortgage loans insured by the

FHA or guaranteed by the VA when 15 months

delinquent as to principal or interest, since the principal repayment on these loans is

insured.

Loans with a

delinquency status of 90

days past due

as of June

30, 2025 include

$

million in loans

previously pooled into

GNMA

securities (December 31, 2024 - $

million). Under the GNMA program, issuers such as BPPR have

the option but not the obligation

to repurchase loans that

are 90 days or

more past due. For

accounting purposes, these loans subject to

the repurchase option are

required to be reflected on the financial statements of BPPR with an offsetting liability.

Loans in our serviced GNMA portfolio benefit

from payment forbearance programs but continue to reflect the

contractual delinquency until the borrower repays deferred payments

or completes a payment deferral modification or other

borrower assistance alternative.

The following tables present the amortized cost basis

of non-accrual loans as of June 30, 2025 and

December 31, 2024 by class of

loans:

BPPR

with no

with

with no

with

with no

with

$

$

$

10,751

$

$

10,751

$

3,168

2,916

7,016

10,184

3,793

17,795

9,525

17,795

9,756

8,588

2,836

11,424

63,464

84,000

27,147

64,369

111,147

Leasing

7,497

7,497

HELOCs

3,120

3,120

3,460

14,039

1,094

3,460

15,133

Auto

1,973

38,622

1,973

38,622

Other

1,948

1,948

Total

$

90,339

$

167,309

$

18,672

$

35,305

$

109,011

$

202,614

BPPR

with no

with

with no

with

with no

with

$

$

$

8,700

$

$

8,700

$

3,450

2,979

7,115

10,565

3,879

17,767

7,491

4,957

22,724

7,725

9,020

10,315

1,748

9,020

12,063

66,176

92,266

1,069

28,821

67,245

121,087

Leasing

9,088

9,088

HELOCs

3,393

3,393

2,960

17,309

1,741

2,960

19,050

Auto

1,992

49,800

1,992

49,800

Other

Total

$

101,865

$

190,226

$

21,841

$

36,848

$

123,706

$

227,074

The Corporation has

designated loans classified as

collateral dependent for

which the ACL

is measured based

on the fair

the collateral less

cost to sell,

when foreclosure is

probable or when

the repayment is

expected to be

provided substantially by the

sale or

operation of

the collateral

and the

borrower is

experiencing financial

difficulty.

the collateral

is based

on

appraisals,

which

may

be

due

to

their

age,

type,

location,

and

of

the

or

area

or

general

market

conditions to reflect the expected change in value between the effective date

of the appraisal and the measurement date. Appraisals

are updated every one to two years depending on

the type of loan and the total exposure of

the borrower.

Loans in

non-accrual status with

no allowance

at June

30, 2025 include

$

collateral dependent loans

2024 -

$

million). The

Corporation recognized $

interest income

on non-accrual

loans during

the six

June 30, 2025 (June 30, 2024 - $

The following tables present the amortized cost basis

of collateral-dependent loans, for which the ACL was measured

based on the

fair value of the collateral less cost to sell, by

class of loans and type of collateral as of June

30, 2025 and December 31, 2024:

Real Estate

Auto

Equipment

Accounts

Receivables

Other

Total

BPPR

$

1,250

$

$

$

$

$

1,250

143,152

143,152

24,596

24,596

2,436

2,248

4,808

71,234

71,234

Leasing

1,393

1,393

3,572

3,572

Auto

16,545

16,545

Other

$

246,240

$

17,950

$

$

$

2,248

$

266,562

$

16,542

$

$

$

$

$

16,542

65,668

65,668

1,408

1,408

$

83,618

$

$

$

$

$

83,631

$

17,792

$

$

$

$

$

17,792

208,820

208,820

24,596

24,596

2,436

2,248

4,821

72,642

72,642

Leasing

1,393

1,393

3,572

3,572

Auto

16,545

16,545

Other

Inc.

$

329,858

$

17,950

$

$

$

2,248

$

350,193

Real Estate

Auto

Equipment

Other

Total

BPPR

$

1,278

$

$

$

$

1,278

145,974

145,974

23,361

23,361

2,754

11,593

14,347

77,910

77,910

Leasing

1,437

1,438

3,347

3,347

Auto

15,782

15,782

Other

$

255,200

$

17,219

$

$

11,609

$

284,029

$

14,517

$

$

$

$

14,517

7,116

7,116

4,956

4,956

1,154

1,172

1,430

1,430

$

28,019

$

$

$

1,154

$

29,191

$

15,795

$

$

$

$

15,795

153,090

153,090

28,317

28,317

2,754

12,747

15,519

79,340

79,340

Leasing

1,437

1,438

3,347

3,347

Auto

15,782

15,782

Other

Inc.

$

283,219

$

17,219

$

$

12,763

$

313,220

Note 8 – Allowance for credit losses – loans

The

Corporation follows

the current

expected credit

loss

(“CECL”) model

to

establish and

evaluate the

adequacy of

the ACL

to

provide for

expected losses

in the

loan portfolio.

This model

establishes a forward-looking

methodology that

reflects the

credit losses over the lives

of financial assets starting when such

assets are first acquired or originated.

In addition, CECL provides

that

the

initial ACL

on PCD

assets be

recorded as

an

increase to

the

purchase price,

with subsequent

changes to

the

as

a

credit

loss

expense.

The

for

credit

losses

in

current

is

based

on

this

methodology.

Loan losses

are charged

and

recoveries are

credited to

the ACL.

The

Corporation’s modeling

framework includes

competing risk

models that

generate lifetime

default and

prepayment estimates as

well as

other loan

level techniques

to estimate

loss

severity.

These

models

combine

credit

risk

factors

which

include

the

impact

of

loan

modifications,

with

macroeconomic

expectations to derive the lifetime expected loss.

At June

estimated the

ACL by

weighting the

outputs of

optimistic, baseline,

and pessimistic

The

weightings applied

are subject

to

evaluation on

a

quarterly basis

as

part

of

the ACL’s

governance process.

first

quarter

of

2025,

the

equal

weights

to

the

baseline

and

scenarios

in

to

economic uncertainty,

the optimistic scenario

being the lowest

of probabilities. During

quarter of 2025,

moderately

reduced

the

weight

for

the

based

on

changes

in

the

outlook

and

a

reassessment of uncertainty compared to the previous quarter. The net impact of these two changes in the

assigned weights on the

ACL

levels

for

the

six

months

ended

June

30,

was

$

13.7

million

in

reserves.

The

weight

for

the

pessimistic scenario remains above the levels observed

in 2024, given the ongoing economic uncertainty.

The following tables

present the changes

in the ACL

of loans

held-in-portfolio and unfunded

commitments for the

quarters and six

months ended June 30, 2025 and 2024.

BPPR

Ending

Balance

Balance

$

3,420

$

$

$

$

3,696

42,848

(160)

(21)

43,139

36,019

(1,176)

(14)

1,019

35,848

131,407

(6,769)

(2,466)

1,030

123,202

213,694

(7,835)

(2,501)

2,527

205,885

2,719

3,075

74,289

(1,752)

(550)

2,979

74,966

Leasing

20,206

2,570

(3,982)

1,246

20,040

96,523

13,094

(20,011)

2,700

92,306

(313)

89,786

18,881

(19,553)

3,777

92,891

Auto

171,979

16,852

(13,418)

6,861

182,274

Other

7,007

1,297

(700)

7,758

365,355

49,811

(53,682)

13,799

375,283

$

676,263

$

43,150

$

(60,715)

$

20,551

$

679,249

$

7,445

$

(1,569)

$

$

$

5,876

1,560

1,869

$

9,005

$

(1,260)

$

$

$

7,745

[1] Allowance for credit losses of unfunded commitments

is presented as part of Other Liabilities in the Consolidated

Ending

Balance

Balance

$

10,081

$

3,567

$

(563)

$

$

13,085

15,453

15,978

14,193

(1,016)

(14)

13,203

16,422

1,533

(49)

18,160

56,149

4,609

(626)

60,426

6,793

7,504

9,740

10,209

1,550

(799)

(16)

1,330

11,651

1,417

(2,920)

10,763

Other

(13)

13,203

(2,949)

1,211

12,097

$

85,885

$

6,389

$

(3,575)

$

1,537

$

90,236

$

1,630

$

$

$

$

1,935

3,492

(203)

3,289

$

5,164

$

$

$

$

5,308

[1]

Ending

Balance

Balance

$

13,501

$

3,837

$

(563)

$

$

16,781

58,301

(21)

59,117

50,212

(2,192)

(28)

1,059

49,051

147,829

(5,236)

(2,515)

1,284

141,362

269,843

(3,226)

(3,127)

2,821

266,311

9,512

1,067

10,579

84,029

(1,315)

(550)

3,011

85,175

Leasing

20,206

2,570

(3,982)

1,246

20,040

96,523

13,094

(20,011)

2,700

92,306

1,610

(1,112)

(16)

1,384

101,437

20,298

(22,473)

4,392

103,654

Auto

171,979

16,852

(13,418)

6,861

182,274

Other

7,009

1,311

(713)

7,762

378,558

50,443

(56,631)

15,010

387,380

$

762,148

$

49,539

$

(64,290)

$

22,088

$

769,485

$

9,075

$

(1,264)

$

$

$

7,811

5,052

5,158

$

14,169

$

(1,116)

$

$

$

13,053

[1]

BPPR

Ending

Balance

Balance

$

2,783

$

$

$

$

$

3,696

44,852

(2,759)

(86)

1,132

43,139

37,355

(2,918)

(103)

1,514

35,848

130,136

(7,026)

(5,778)

5,870

123,202

215,126

(11,798)

(5,967)

8,524

205,885

2,743

3,075

72,901

(2,870)

(985)

5,911

74,966

Leasing

16,419

9,629

(8,526)

2,518

20,040

99,130

26,916

(38,876)

5,136

92,306

(421)

(25)

91,296

35,709

(41,506)

7,392

92,891

Auto

165,995

36,323

(34,474)

14,430

182,274

Other

7,002

2,020

(1,580)

7,758

363,477

100,547

(116,461)

27,720

375,283

$

670,666

$

95,840

$

$

(131,939)

$

44,673

$

679,249

$

6,725

$

(849)

$

$

$

$

5,876

1,663

1,869

$

8,388

$

(643)

$

$

$

$

7,745

[1]

Ending

Balance

Balance

$

6,453

$

7,194

$

(563)

$

$

13,085

9,642

6,336

15,978

12,473

(26)

13,203

15,870

3,010

(1,196)

18,160

44,438

16,733

(1,785)

1,040

60,426

8,521

(1,017)

7,504

9,508

10,209

1,449

(935)

(46)

1,330

11,440

3,617

(5,546)

1,252

10,763

Other

(42)

12,891

2,717

(5,634)

2,123

12,097

$

75,358

$

18,917

$

(7,419)

$

3,380

$

90,236

$

1,662

$

$

$

$

1,935

5,409

(2,120)

3,289

$

7,082

$

(1,774)

$

$

$

5,308

[1]

Ending

Balance

Balance

$

9,236

$

8,099

$

$

(563)

$

$

16,781

54,494

3,577

(86)

1,132

59,117

49,828

(2,725)

(129)

2,077

49,051

146,006

(4,016)

(6,974)

6,346

141,362

259,564

4,935

(7,752)

9,564

266,311

11,264

(685)

10,579

82,409

(2,386)

(985)

6,128

85,175

Leasing

16,419

9,629

(8,526)

2,518

20,040

99,130

26,916

(38,876)

5,136

92,306

1,503

(1,356)

(71)

1,308

1,384

102,736

39,326

(47,052)

8,644

103,654

Auto

165,995

36,323

(34,474)

14,430

182,274

Other

7,004

2,055

(1,622)

7,762

376,368

103,264

(122,095)

29,843

387,380

$

746,024

$

114,757

$

$

(139,358)

$

48,053

$

769,485

$

8,387

$

(576)

$

$

$

$

7,811

7,072

(1,914)

5,158

$

15,470

$

(2,417)

$

$

$

$

13,053

[1]

BPPR

Ending

Balance

Balance

$

3,567

$

(264)

$

$

$

$

3,303

53,666

(324)

53,386

43,537

(5,296)

1,134

39,375

102,844

14,440

(8,072)

2,051

111,263

203,614

8,556

(8,072)

3,229

207,327

3,114

3,638

76,564

(6,419)

(26)

3,775

73,900

Leasing

8,991

8,094

(3,841)

1,141

14,385

88,169

11,856

(16,419)

2,707

86,313

(94)

99,504

15,492

(23,293)

2,318

94,021

Auto

157,456

10,250

(16,609)

6,352

157,449

Other

6,808

(680)

6,489

352,039

37,830

(57,095)

11,581

344,355

$

644,322

$

48,585

$

$

(69,034)

$

19,726

$

643,605

$

4,942

$

$

$

$

$

5,540

1,441

2,095

$

6,383

$

1,252

$

$

$

$

7,635

[1]

Ending

Balance

Balance

$

9,176

$

(1,303)

$

$

$

7,877

11,958

(1,151)

10,849

20,270

(1,514)

18,815

17,574

(1,367)

(1,195)

15,219

58,978

(5,335)

(1,195)

52,760

8,025

1,126

9,251

9,874

(502)

(18)

9,389

1,770

(510)

(14)

1,643

16,573

(4,596)

13,427

Other

(2)

(18)

18,345

(4,628)

1,072

15,072

$

95,222

$

(4,428)

$

(5,841)

$

1,519

$

86,472

$

2,542

$

$

$

$

2,850

7,837

8,399

(5)

$

10,384

$

$

$

$

11,249

[1]

Ending

Balance

Balance

$

12,743

$

(1,567)

$

$

$

$

11,180

65,624

(1,475)

64,235

63,807

(6,810)

1,193

58,190

120,418

13,073

(9,267)

2,258

126,482

262,592

3,221

(9,267)

3,541

260,087

11,139

1,650

12,889

86,438

(6,921)

(44)

3,810

83,289

Leasing

8,991

8,094

(3,841)

1,141

14,385

88,169

11,856

(16,419)

2,707

86,313

1,872

(488)

(108)

1,726

116,077

16,287

(27,889)

2,973

107,448

Auto

157,456

10,250

(16,609)

6,352

157,449

Other

6,810

(698)

6,491

370,384

38,113

(61,723)

12,653

359,427

$

739,544

$

44,157

$

$

(74,875)

$

21,245

$

730,077

$

7,484

$

$

$

$

$

8,390

9,278

1,216

10,494

(5)

$

16,767

$

2,117

$

$

$

$

18,884

[1]

BPPR

Ending

Balance

Balance

$

3,614

$

(312)

$

$

$

$

3,303

53,754

(737)

53,386

40,637

(149)

(2,785)

1,672

39,375

107,577

14,816

(14,741)

3,611

111,263

205,582

13,618

(17,526)

5,653

207,327

5,294

(1,656)

3,638

72,440

(6,738)

(791)

8,966

73,900

Leasing

9,708

11,062

(8,691)

2,306

14,385

80,487

33,496

(32,815)

5,145

86,313

(291)

101,181

35,755

(47,642)

4,727

94,021

Auto

157,931

23,621

(36,776)

12,673

157,449

Other

7,132

(1,344)

6,489

346,834

93,307

(118,868)

23,082

344,355

$

639,858

$

109,593

$

$

(145,876)

$

40,007

$

643,605

$

5,062

$

$

$

$

$

5,540

1,618

2,095

$

6,680

$

$

$

$

$

7,635

[1]

Ending

Balance

Balance

$

10,126

$

(1,813)

$

(441)

$

$

7,877

11,699

(956)

10,849

16,227

2,505

18,815

14,779

1,836

(1,759)

15,219

52,831

1,572

(2,200)

52,760

7,392

1,759

9,251

10,774

(1,427)

(18)

9,389

1,875

(763)

(21)

1,643

16,609

5,786

(10,308)

1,340

13,427

Other

(49)

18,486

5,046

(10,378)

1,918

15,072

$

89,483

$

6,950

$

(12,596)

$

2,635

$

86,472

$

1,851

$

$

$

$

2,850

8,446

(47)

8,399

(29)

$

10,326

$

$

$

$

11,249

[1]

Ending

Balance

Balance

$

13,740

$

(2,125)

$

$

(441)

$

$

11,180

65,453

(1,693)

64,235

56,864

2,356

(2,785)

1,755

58,190

122,356

16,652

(16,500)

3,974

126,482

258,413

15,190

(19,726)

6,210

260,087

12,686

12,889

83,214

(8,165)

(809)

9,026

83,289

Leasing

9,708

11,062

(8,691)

2,306

14,385

80,487

33,496

(32,815)

5,145

86,313

1,978

(638)

(312)

1,726

117,790

41,541

(57,950)

6,067

107,448

Auto

157,931

23,621

(36,776)

12,673

157,449

Other

7,134

(1,393)

6,491

365,320

98,353

(129,246)

25,000

359,427

$

729,341

$

116,543

$

$

(158,472)

$

42,642

$

730,077

$

6,913

$

1,477

$

$

$

$

8,390

10,064

10,494

(29)

$

17,006

$

1,878

$

$

$

$

18,884

[1]

Statements of Financial

Condition.

Modifications

A

modification

constitutes

a

change

in

loan

terms

in

the

form

of

forgiveness,

an

rate

reduction,

other

than-

insignificant payment delay, term extension or combination of the above made

to a borrower experiencing financial difficulty.

The amount of outstanding commitments to lend additional funds to debtors with financial difficulties owing receivables whose terms

modified during

the six

2025 amounted

to $

million (During

the year

ended December

31,

million), related to the commercial loan portfolios.

The following tables show the amortized cost basis of the loans modified to borrowers experiencing financial difficulties at the end of

the reporting period disaggregated by

class of financing receivable and

type of concession granted

for the quarters and

ended June 30, 2025 and 2024. Loans modified

to borrowers experiencing financial difficulties that were fully paid down,

charged-off

or foreclosed upon by period end are not reported.

Difficulty for the quarter ended June 30, 2025

BPPR

$

0.01

%

$

%

$

0.01

%

%

%

%

0.03

%

%

0.03

%

1,159

0.06

%

%

1,159

0.06

%

Total

$

2,460

0.01

%

$

%

$

2,460

0.01

%

BPPR

$

%

$

58,652

2.68

%

$

58,760

1.06

%

5,308

0.44

%

%

5,308

0.18

%

5,693

0.10

%

%

5,693

0.07

%

12,983

0.18

%

0.05

%

13,648

0.16

%

0.01

%

0.02

%

0.01

%

Auto

%

%

%

Total

$

24,401

0.09

%

$

59,338

0.52

%

$

83,739

0.22

%

BPPR

$

4,436

0.13

%

$

%

$

4,436

0.08

%

8,827

0.73

%

%

8,827

0.29

%

166,870

2.98

%

%

166,870

2.07

%

0.01

%

%

%

Total

$

180,553

0.67

%

$

%

$

180,553

0.47

%

BPPR

$

%

$

%

$

%

3,936

0.06

%

%

3,936

0.05

%

3,429

0.19

%

0.09

%

3,502

0.19

%

Auto

%

%

%

Total

$

7,481

0.03

%

$

%

$

7,554

0.02

%

Combination -

Other-Than-Insignificant Payment Delays and Interest Rate

$

0.01

%

$

%

$

%

2,293

0.19

%

%

2,293

0.19

%

Total

$

2,603

0.01

%

$

%

$

2,603

0.01

%

Difficulty for the six months ended June 30,

BPPR

$

2,048

0.04

%

$

%

$

2,048

0.03

%

%

%

%

0.04

%

%

0.04

%

2,280

0.13

%

%

2,280

0.12

%

Other

%

%

%

Total

$

4,944

0.02

%

$

%

$

4,944

0.01

%

BPPR

$

%

$

58,652

2.68

%

$

58,760

1.06

%

5,308

0.44

%

%

5,308

0.18

%

11,271

0.20

%

%

11,271

0.14

%

22,922

0.32

%

0.05

%

23,587

0.28

%

0.03

%

0.02

%

0.03

%

Auto

%

%

%

Total

$

40,191

0.15

%

$

59,338

0.52

%

$

99,529

0.26

%

BPPR

$

4,436

0.13

%

$

%

$

4,436

0.08

%

20,980

1.75

%

%

20,980

0.70

%

177,506

3.17

%

%

177,506

2.21

%

0.01

%

%

%

Total

$

203,342

0.76

%

$

%

$

203,342

0.53

%

BPPR

$

%

$

%

$

%

7,061

0.10

%

%

7,061

0.08

%

6,534

0.36

%

0.14

%

6,648

0.35

%

Auto

%

%

%

Total

$

13,711

0.05

%

$

%

$

13,825

0.04

%

Combination - Other-Than-Insignificant Payment Delays

$

0.02

%

$

%

$

0.01

%

4,867

0.40

%

%

4,867

0.40

%

Total

$

5,728

0.02

%

$

%

$

5,728

0.02

%

Difficulty for the quarter ended June 30, 2024

BPPR

$

%

$

%

$

%

1,747

0.03

%

%

1,747

0.02

%

%

%

%

0.04

%

%

0.04

%

0.05

%

%

0.05

%

Other

0.02

%

%

0.02

%

Total

$

3,117

0.01

%

$

%

$

3,117

0.01

%

BPPR

$

3,084

0.10

%

$

%

$

3,084

0.06

%

1,134

0.08

%

6,071

0.35

%

7,205

0.23

%

23,059

0.46

%

%

23,059

0.32

%

16,933

0.26

%

0.05

%

17,575

0.22

%

0.01

%

0.10

%

0.02

%

Auto

%

%

%

Total

$

44,504

0.18

%

$

6,849

0.07

%

$

51,353

0.14

%

BPPR

$

57,071

1.92

%

$

%

$

57,071

1.14

%

6,230

0.44

%

%

6,230

0.20

%

52,124

1.04

%

%

52,124

0.72

%

%

%

%

Total

$

115,552

0.46

%

$

%

$

115,552

0.32

%

BPPR

$

0.01

%

$

%

$

0.01

%

5,246

0.08

%

%

5,277

0.07

%

2,190

0.13

%

%

2,190

0.12

%

Total

$

7,926

0.03

%

$

%

$

7,957

0.02

%

Combination -

Other-Than-Insignificant Payment Delays and Interest Rate

$

%

$

%

$

%

0.02

%

%

0.02

%

Total

$

%

$

%

$

%

Difficulty for the six months ended June 30,

BPPR

$

%

$

%

$

%

2,122

0.04

%

%

2,122

0.03

%

%

%

%

0.05

%

%

0.05

%

1,085

0.06

%

%

1,085

0.06

%

Other

0.02

%

%

0.02

%

Total

$

3,856

0.02

%

$

%

$

3,856

0.01

%

BPPR

$

39,484

1.33

%

$

%

$

39,484

0.79

%

11,718

0.83

%

6,071

0.35

%

17,789

0.57

%

23,767

0.48

%

%

23,767

0.33

%

29,868

0.45

%

0.05

%

30,510

0.39

%

0.02

%

0.10

%

0.03

%

Auto

%

%

%

Total

$

105,329

0.42

%

$

6,854

0.07

%

$

112,183

0.32

%

BPPR

$

57,071

1.92

%

$

%

$

57,071

1.14

%

16,207

1.14

%

%

16,207

0.52

%

56,477

1.13

%

%

56,477

0.78

%

%

%

%

Total

$

129,882

0.52

%

$

%

$

129,882

0.36

%

BPPR

$

0.03

%

$

%

$

0.02

%

0.01

%

%

0.01

%

8,655

0.13

%

0.01

%

8,723

0.11

%

3,234

0.19

%

0.11

%

3,378

0.18

%

Total

$

13,365

0.05

%

$

%

$

13,577

0.04

%

Combination - Other-Than-Insignificant Payment Delays

$

%

%

0.05

%

0.05

%

Total

$

%

$

$

%

The following tables describe the financial effect of the

modifications made to borrowers experiencing

financial difficulties:

22.7

% to

9.9

%.

.0% to

5.4

%.

20.8

% to

7.9

%.

20.9

% to

11.1

%.

Auto

18.3

0% to

18.29

%.

Auto

Other than insignificant payment delays

24.3

% to

9.7

%.

6.8

% to

5.5

%.

.0% to

8.2

%.

21.3

% to

11.5

%.

Auto

18.3

0% to

18.29

%.

Other

.0% to

.0%.

Auto

.0% to

.0%.

.0% to

9.3

%.

6.4

% to

4.4

%.

19.7

% to

4.2

%.

19.2

% to

10.1

%.

Other

.0% to

.0%.

Auto

10.1

% to

8.3

%.

.0% to

.0%.

19.2

% to

9.4

%.

6.2

% to

4.5

%.

20.2

% to

.0%.

18.8

% to

.0%.

Other

.0% to

.0%.

Auto

The following tables present, by

class, the performance of loans

that have been modified

during the twelve months

preceding June

30,

The

past

due

days

or

more

all

loans

as

non-accruing

at

the

time

of

the

modification. These

loans will

continue in

non-accrual status,

and presented

as past

due 90

days or

more, until

the borrower

has

demonstrated a willingness and

ability to make

the restructured loan payments

(at least six

months of sustained

performance after

the modification

or one

year for

loans providing

for quarterly

or semi-annual

payments) and

management has

concluded that

it is

probable that the borrower would not be in payment

default in the foreseeable future.

BPPR

due

Current

Total

Default

Without

$

$

$

$

$

4,536

$

5,092

$

$

2,583

2,969

43,635

46,604

2,154

2,325

2,708

215,888

218,596

1,938

5,765

2,431

18,854

27,050

31,215

58,265

4,876

13,978

1,153

2,421

5,851

8,272

2,365

3,296

13,243

16,539

2,084

Auto

Other

Total

$

7,802

$

3,362

$

27,836

$

39,000

$

314,508

$

353,508

$

7,303

$

20,533

due

Current

Total

Default

Without

$

$

$

$

$

5,791

5,791

$

$

58,652

58,652

1,481

1,481

Total

$

$

$

$

$

66,741

$

66,758

$

$

due

Current

Total

Default

Without

$

$

$

$

$

5,791

$

5,791

$

$

63,188

63,744

2,583

2,969

43,635

46,604

2,154

2,325

2,708

216,497

219,205

1,938

5,765

2,431

18,854

27,050

32,696

59,746

4,876

13,978

1,153

2,421

5,851

8,272

2,365

3,313

13,451

16,764

2,084

Auto

Other

Total

$

7,819

$

3,362

$

27,836

$

39,017

$

381,249

$

420,266

$

7,303

$

20,533

to make the restructured loan payments.

Payment default is defined as a restructured loan becoming

90 days past due after being modified, foreclosed

or

The following tables present, by

class, the performance of loans

that have been modified

during the twelve months

preceding June

BPPR

due

Current

Total

Default

Without

$

$

$

$

$

$

$

$

2,847

3,023

123,280

126,303

2,847

1,976

2,311

187,369

189,680

1,976

16,325

16,731

81,051

97,782

11,994

4,331

8,969

3,596

23,535

36,100

46,337

82,437

4,833

18,702

1,269

1,637

1,461

1,711

5,085

6,796

1,229

Auto

Other

Total

$

10,018

$

3,969

$

46,394

$

60,381

$

444,454

$

504,835

$

17,138

$

29,256

due

Current

Total

Default

Without

$

$

$

$

$

48,948

$

48,948

$

$

1,691

Total

$

$

$

$

$

50,031

$

50,956

$

$

due

Current

Total

Default

Without

$

$

$

$

$

$

$

$

2,847

3,023

123,280

126,303

2,847

1,976

2,311

236,317

238,628

1,976

16,325

16,731

81,051

97,782

11,994

4,331

8,969

3,596

24,307

36,872

47,256

84,128

4,833

19,474

1,269

1,637

1,571

1,864

5,249

7,113

1,336

Auto

Other

Total

$

10,037

$

3,993

$

47,276

$

61,306

$

494,485

$

555,791

$

17,141

$

30,135

to make the restructured loan payments.

Payment default is defined as a restructured loan becoming

90 days past due after being modified, foreclosed

or

Payment

default

is

defined

as

a

restructured

loan

becoming

days

past

due

after

being

modified,

foreclosed

or

charged-off,

whichever

occurs

first.

The

tables

provide

the

balance

of

loans

for

under

difficulties that were subject to payment default and that

had been modified during the twelve months prior

to default.

Subsequently Defaulted During the Quarter Ended June

Total

$

$

$

$

$

$

4,478

1,256

5,734

Total

$

$

4,583

$

$

1,395

$

1,089

$

8,138

Subsequently Defaulted During the Six Months Ended

Total

$

$

$

$

$

$

8,129

1,411

9,540

1,273

Total

$

$

8,322

$

$

1,558

$

1,378

$

12,697

Subsequently Defaulted During the Quarter Ended June

Total

$

$

$

$

$

$

5,012

1,246

6,258

Total

$

$

5,069

$

$

1,312

$

$

6,860

Subsequently Defaulted During the Six Months Ended

Total

$

$

$

$

$

$

11,936

12,044

6,707

1,548

8,255

Total

$

$

19,186

$

$

1,692

$

$

21,527

Credit Quality

The risk

rating system

provides for

the assignment

of ratings

at the

obligor level

condition of

the borrower.

The

risk rating

analysis process

is

performed at

least

once a

year

or more

frequently if

events or

conditions change

which may

deteriorate the credit quality.

In the case of

consumer and mortgage loans, these

loans are classified considering their

delinquency

status at the end of the reporting period.

The following tables present the amortized cost basis, net of unearned income, of

loans held-in-portfolio based on the Corporation’s

assignment of obligor risk ratings as defined at June 30,

2025 and December 31, 2024 and the gross write-offs recorded by

vintage

year.

For

the

definitions

of

the

obligor

risk

ratings,

refer

to

the

Credit

Quality

section

of

Note

to

the

Statements included in the 2024 Form 10-K:

Loans

Loans

Prior

Years

Total

BPPR

Pass

$

5,807

$

49,680

$

36,848

$

134,824

$

20,776

$

49,916

$

$

$

297,958

Watch

1,506

3,052

3,052

3,847

3,847

$

5,807

$

49,680

$

36,848

$

135,356

$

20,776

$

57,789

$

$

$

306,363

Pass

$

170,876

$

435,905

$

277,255

$

800,396

$

539,661

$

851,734

$

6,502

$

$

3,082,329

Watch

8,463

9,012

2,133

4,929

55,975

81,320

40,950

21,642

62,742

14,255

8,650

30,652

26,150

23,886

103,593

$

179,339

$

459,172

$

328,988

$

831,934

$

570,740

$

953,237

$

6,574

$

$

3,329,984

$

$

$

$

$

$

$

$

$

Pass

$

37,062

$

137,720

$

79,163

$

103,152

$

183,384

$

334,315

$

6,647

$

$

881,443

Watch

1,871

14,458

5,509

26,227

21,246

80,797

150,108

1,671

16,158

11,605

1,461

31,638

1,581

45,868

2,600

76,599

11,823

138,832

$

38,933

$

152,539

$

87,924

$

191,405

$

207,973

$

503,401

$

19,931

$

$

1,202,106

$

$

$

$

$

$

$

$

$

Pass

$

610,403

$

726,378

$

802,741

$

507,669

$

213,257

$

406,259

$

1,375,443

$

$

4,642,150

Watch

24,809

98,741

24,041

69,784

52,631

24,827

114,548

409,381

20,707

15,190

155,494

3,748

15,670

211,027

4,506

14,137

39,212

77,310

4,268

27,254

165,473

332,160

$

639,743

$

859,963

$

881,184

$

654,956

$

425,650

$

462,094

$

1,671,134

$

$

5,594,724

$

$

$

$

$

$

$

4,332

$

$

5,778

Pass

$

12,476

$

93,063

$

71,433

$

13,614

$

2,392

$

10,344

$

28,788

$

$

232,110

Watch

15,355

15,437

5,752

5,752

$

12,476

$

93,063

$

86,788

$

13,614

$

8,226

$

10,344

$

28,788

$

$

253,299

Pass

$

500,848

$

896,365

$

701,587

$

393,941

$

390,381

$

4,147,454

$

$

$

7,030,576

2,349

2,923

67,245

73,430

$

500,848

$

896,441

$

703,936

$

396,864

$

391,218

$

4,214,699

$

$

$

7,104,006

$

$

$

$

$

$

$

$

$

Loans

Loans

Prior

Years

Total

BPPR

Leasing

Pass

$

401,501

$

606,339

$

415,561

$

304,802

$

174,810

$

72,079

$

$

$

1,975,092

2,339

2,527

1,318

7,976

$

401,603

$

607,286

$

417,900

$

307,329

$

176,128

$

72,822

$

$

$

$

$

2,005

$

2,801

$

2,692

$

$

$

$

$

8,526

Pass

$

$

$

$

$

$

$

1,190,089

$

$

1,190,089

25,179

25,179

Loss

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

38,876

$

$

38,876

HELOCs

Pass

$

$

$

$

$

$

$

1,809

$

$

1,809

$

$

$

$

$

$

$

1,809

$

$

1,809

$

$

$

$

$

$

$

$

$

Pass

$

463,420

$

565,928

$

361,675

$

187,632

$

73,097

$

94,447

$

$

28,023

$

1,774,222

1,776

3,660

1,823

7,307

2,295

17,559

Loss

$

463,443

$

567,832

$

365,508

$

189,514

$

73,833

$

101,762

$

$

30,318

$

1,792,210

$

$

7,261

$

19,056

$

10,308

$

2,754

$

1,137

$

$

$

41,506

Auto

Pass

$

631,487

$

1,141,753

$

823,831

$

563,712

$

402,200

$

249,272

$

$

$

3,812,255

10,807

13,078

10,413

7,488

7,015

49,360

Loss

$

632,046

$

1,152,577

$

836,966

$

574,133

$

409,688

$

256,292

$

$

$

$

$

14,215

$

9,433

$

6,088

$

2,823

$

1,008

$

$

$

34,474

Pass

$

11,209

$

26,344

$

27,484

$

17,591

$

8,930

$

4,052

$

62,591

$

$

158,201

Loss

1,026

1,576

$

11,209

$

26,344

$

27,705

$

18,722

$

9,480

$

4,107

$

62,855

$

$

160,422

$

$

$

$

$

$

$

$

$

1,580

$

2,885,447

$

4,864,897

$

3,773,747

$

3,313,827

$

2,293,712

$

6,636,547

$

3,006,488

$

30,318

$

26,804,983

Loans

Loans

Prior

Years

Total

Pass

$

220,110

$

141,968

$

158,579

$

463,959

$

304,759

$

713,040

$

7,845

$

$

2,010,260

Watch

19,739

24,169

124,218

168,126

7,922

7,922

2,742

25,376

28,118

$

220,110

$

141,968

$

158,579

$

494,362

$

328,928

$

862,634

$

7,845

$

$

2,214,426

$

$

$

$

$

$

$

$

$

Pass

$

134,448

$

184,579

$

311,357

$

474,945

$

168,109

$

650,531

$

9,897

$

$

1,933,866

Watch

10,300

8,875

10,900

11,365

9,221

85,023

135,684

1,937

13,105

5,830

100,718

121,840

$

144,748

$

193,454

$

324,194

$

499,415

$

183,160

$

836,272

$

10,147

$

$

2,191,390

Pass

$

182,187

$

256,245

$

256,523

$

265,347

$

267,836

$

283,143

$

8,454

$

$

1,519,735

Watch

13,500

25,370

7,838

55,575

103,142

18,056

38,063

22,984

79,103

16,310

2,557

80,902

99,769

$

182,187

$

287,801

$

281,893

$

327,558

$

271,252

$

442,604

$

8,454

$

$

1,801,749

$

$

$

$

$

$

$

$

$

Pass

$

128,135

$

324,089

$

288,628

$

319,633

$

290,456

$

714,577

$

245,021

$

$

2,310,539

Watch

5,203

38,038

24,093

38,311

5,940

111,585

3,909

4,822

1,906

11,279

2,623

1,509

11,023

15,625

$

128,135

$

326,712

$

298,014

$

362,493

$

315,172

$

754,612

$

263,890

$

$

2,449,028

$

$

$

$

$

$

$

$

$

1,196

Pass

$

153,767

$

373,195

$

503,352

$

62,476

$

$

6,030

$

11,641

$

$

1,110,461

Watch

3,945

4,615

67,330

7,057

83,271

12,568

12,568

8,602

8,602

$

154,091

$

377,140

$

520,535

$

138,408

$

$

13,087

$

11,641

$

$

Pass

$

82,666

$

89,746

$

86,297

$

209,953

$

267,057

$

576,649

$

$

$

1,312,368

27,409

28,053

$

82,666

$

89,746

$

86,941

$

209,953

$

267,057

$

604,058

$

$

$

1,340,421

Loans

Loans

Prior

Years

Total

Pass

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

HELOCs

Pass

$

$

$

$

$

$

5,408

$

56,341

$

10,802

$

72,551

1,478

2,049

Loss

1,070

$

$

$

$

$

$

7,050

$

56,354

$

12,266

$

75,670

$

$

$

$

$

$

$

$

$

Pass

$

11,637

$

22,435

$

16,958

$

25,006

$

5,594

$

1,530

$

$

$

83,160

1,038

Loss

$

11,637

$

22,666

$

17,193

$

25,257

$

5,643

$

1,857

$

$

$

84,253

$

$

1,158

$

1,379

$

2,535

$

$

$

$

$

5,546

Pass

$

$

$

$

$

$

$

8,353

$

$

8,353

$

$

$

$

$

$

$

8,353

$

$

8,353

$

$

$

$

$

$

$

$

$

$

923,574

$

1,439,487

$

1,687,349

$

2,057,446

$

1,371,212

$

3,522,174

$

366,687

$

12,266

$

11,380,195

Loans

Loans

Prior

Years

Total

Pass

$

225,917

$

191,648

$

195,427

$

598,783

$

325,535

$

762,956

$

7,952

$

$

2,308,218

Watch

20,271

24,169

125,192

169,632

7,922

3,052

10,974

2,742

29,223

31,965

$

225,917

$

191,648

$

195,427

$

629,718

$

349,704

$

920,423

$

7,952

$

$

$

$

$

$

$

$

$

$

$

Pass

$

305,324

$

620,484

$

588,612

$

1,275,341

$

707,770

$

1,502,265

$

16,399

$

$

5,016,195

Watch

18,763

17,887

13,033

12,101

14,150

140,998

217,004

40,950

21,642

62,742

14,255

10,587

43,757

31,980

124,604

225,433

$

324,087

$

652,626

$

653,182

$

1,331,349

$

753,900

$

1,789,509

$

16,721

$

$

$

$

$

$

$

$

$

$

$

Pass

$

219,249

$

393,965

$

335,686

$

368,499

$

451,220

$

617,458

$

15,101

$

$

2,401,178

Watch

1,871

27,958

30,879

34,065

22,105

136,372

253,250

18,056

1,671

54,221

34,589

1,461

110,741

1,581

62,178

5,157

157,501

11,823

238,601

$

221,120

$

440,340

$

369,817

$

518,963

$

479,225

$

946,005

$

28,385

$

$

$

$

$

$

$

$

$

$

$

Pass

$

738,538

$

1,050,467

$

1,091,369

$

827,302

$

503,713

$

1,120,836

$

1,620,464

$

$

6,952,689

Watch

24,809

98,741

29,244

107,822

76,724

63,138

120,488

520,966

20,707

19,099

5,015

155,921

3,963

17,576

222,306

4,506

16,760

39,486

77,310

4,464

28,763

176,496

347,785

$

767,878

$

1,186,675

$

1,179,198

$

1,017,449

$

740,822

$

1,216,706

$

1,935,024

$

$

$

$

$

$

$

$

$

4,370

$

$

6,974

Loans

Loans

Prior

Years

Total

Pass

$

166,243

$

466,258

$

574,785

$

76,090

$

2,392

$

16,374

$

40,429

$

$

1,342,571

Watch

3,945

19,970

67,330

7,057

98,708

12,568

12,568

8,602

5,752

14,354

$

166,567

$

470,203

$

607,323

$

152,022

$

8,226

$

23,431

$

40,429

$

$

Pass

$

583,514

$

986,111

$

787,884

$

603,894

$

657,438

$

4,724,103

$

$

$

8,342,944

2,993

2,923

94,654

101,483

$

583,514

$

986,187

$

790,877

$

606,817

$

658,275

$

4,818,757

$

$

$

$

$

$

$

$

$

$

$

$

Leasing

Pass

$

401,501

$

606,339

$

415,561

$

304,802

$

174,810

$

72,079

$

$

$

1,975,092

2,339

2,527

1,318

7,976

$

401,603

$

607,286

$

417,900

$

307,329

$

176,128

$

72,822

$

$

$

$

$

2,005

$

2,801

$

2,692

$

$

$

$

$

8,526

Loans

Loans

Prior

Years

Total

Pass

$

$

$

$

$

$

$

1,190,092

$

$

1,190,092

25,179

25,179

Loss

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

38,876

$

$

38,876

HELOCs

Pass

$

$

$

$

$

$

5,408

$

58,150

$

10,802

$

74,360

1,478

2,049

Loss

1,070

$

$

$

$

$

$

7,050

$

58,163

$

12,266

$

77,479

$

$

$

$

$

$

$

$

$

Pass

$

475,057

$

588,363

$

378,633

$

212,638

$

78,691

$

95,977

$

$

28,023

$

1,857,382

2,007

3,888

2,074

7,586

2,295

18,597

Loss

$

475,080

$

590,498

$

382,701

$

214,771

$

79,476

$

103,619

$

$

30,318

$

$

$

8,419

$

20,435

$

12,843

$

3,191

$

1,174

$

$

$

47,052

Auto

Pass

$

631,487

$

1,141,753

$

823,831

$

563,712

$

402,200

$

249,272

$

$

$

3,812,255

10,807

13,078

10,413

7,488

7,015

49,360

Loss

$

632,046

$

1,152,577

$

836,966

$

574,133

$

409,688

$

256,292

$

$

$

$

$

14,215

$

9,433

$

6,088

$

2,823

$

1,008

$

$

$

34,474

Pass

$

11,209

$

26,344

$

27,484

$

17,591

$

8,930

$

4,052

$

70,944

$

$

166,554

Loss

1,026

1,576

$

11,209

$

26,344

$

27,705

$

18,722

$

9,480

$

4,107

$

71,208

$

$

168,775

$

$

$

$

$

$

$

$

$

1,622

Total Popular Inc.

$

3,809,021

$

6,304,384

$

5,461,096

$

5,371,273

$

3,664,924

$

10,158,721

$

3,373,175

$

42,584

$

Loans

Loans

Prior

Years

Total

BPPR

Pass

$

50,384

$

37,211

$

136,093

$

20,939

$

20,134

$

34,009

$

$

$

298,875

Watch

1,601

2,142

3,161

3,161

3,823

3,823

$

50,384

$

37,211

$

136,634

$

20,939

$

20,134

$

42,594

$

$

$

308,001

Pass

$

419,200

$

322,998

$

828,404

$

547,674

$

335,060

$

525,088

$

6,159

$

$

2,984,583

Watch

26,097

2,296

5,349

28,832

50,924

114,224

7,018

41,274

46,390

95,244

1,002

26,430

1,954

22,956

52,452

$

452,315

$

367,570

$

829,324

$

579,859

$

365,846

$

645,358

$

6,231

$

$

3,246,503

$

$

$

$

$

$

$

$

$

Pass

$

131,449

$

79,109

$

94,008

$

214,520

$

46,206

$

309,791

$

7,214

$

$

882,297

Watch

14,002

2,637

64,735

7,225

4,890

85,580

179,072

1,209

19,436

19,288

15,872

1,499

57,304

1,651

20,528

3,872

140,579

77,098

13,021

257,204

$

145,906

$

84,606

$

198,707

$

244,905

$

191,675

$

488,375

$

21,737

$

$

1,375,911

$

$

$

$

$

$

2,793

$

$

$

2,793

Pass

$

790,273

$

910,355

$

602,454

$

304,227

$

66,395

$

331,493

$

1,495,490

$

$

4,500,687

Watch

124,987

24,935

49,497

6,394

3,465

31,609

135,811

376,698

5,519

7,316

1,895

157,627

30,360

28,171

230,941

6,063

30,496

37,558

4,203

14,776

23,135

122,275

238,506

Loss

$

926,842

$

973,102

$

691,404

$

472,451

$

84,689

$

416,608

$

1,781,798

$

$

5,346,894

$

1,099

$

$

$

$

2,838

$

11,841

$

7,617

$

$

24,555

Pass

$

63,107

$

53,070

$

33,423

$

14,908

$

9,483

$

1,011

$

16,782

$

$

191,784

Watch

13,872

13,872

6,058

6,058

$

63,107

$

66,942

$

33,423

$

21,542

$

9,483

$

1,011

$

16,782

$

$

212,290

Pass

$

879,075

$

724,383

$

409,133

$

401,113

$

234,486

$

4,085,088

$

$

$

6,733,278

1,961

1,331

1,675

71,289

76,603

$

879,075

$

726,344

$

410,464

$

402,788

$

234,833

$

4,156,377

$

$

$

6,809,881

$

$

$

$

$

$

1,067

$

$

$

1,084

Loans

Loans

Prior

Years

Total

BPPR

Leasing

Pass

$

731,053

$

477,226

$

362,426

$

217,537

$

104,812

$

22,762

$

$

$

1,915,816

1,195

2,280

2,834

1,885

9,516

Loss

$

732,248

$

479,506

$

365,260

$

219,422

$

105,732

$

23,237

$

$

$

$

1,733

$

4,842

$

5,373

$

3,281

$

$

1,052

$

$

$

16,975

Pass

$

$

$

$

$

$

$

1,188,093

$

$

1,188,093

29,960

29,960

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

69,731

$

$

69,731

HELOCs

Pass

$

$

$

$

$

$

$

2,040

$

$

2,040

$

$

$

$

$

$

$

2,040

$

$

2,040

$

$

$

$

$

$

$

$

$

Pass

$

722,949

$

499,604

$

262,011

$

101,155

$

29,078

$

91,004

$

$

23,802

$

1,729,603

4,965

3,561

1,221

8,205

1,626

20,773

Loss

$

723,873

$

504,569

$

265,572

$

102,377

$

29,349

$

99,209

$

$

25,428

$

1,750,377

$

2,362

$

39,193

$

38,077

$

10,822

$

2,708

$

3,525

$

$

1,982

$

98,669

Auto

Pass

$

1,277,016

$

938,769

$

665,431

$

494,529

$

254,621

$

133,054

$

$

$

3,763,420

7,239

16,876

13,579

10,775

6,377

5,131

59,977

Loss

$

1,284,269

$

955,660

$

679,010

$

505,306

$

260,998

$

138,194

$

$

$

$

11,229

$

36,992

$

20,486

$

9,997

$

4,965

$

1,731

$

$

$

85,400

Pass

$

28,543

$

29,585

$

20,021

$

10,129

$

4,588

$

3,364

$

62,678

$

$

158,908

Loss

$

28,543

$

29,813

$

20,065

$

10,679

$

4,617

$

3,421

$

63,091

$

$

160,229

$

$

$

$

$

$

2,205

$

$

$

2,801

$

5,286,562

$

4,225,323

$

3,629,863

$

2,580,268

$

1,307,356

$

6,014,384

$

3,109,837

$

25,428

$

26,179,021

Loans

Loans

Prior

Years

Total

Pass

$

139,370

$

148,423

$

491,750

$

313,610

$

207,327

$

560,891

$

5,700

$

$

1,867,071

Watch

10,974

27,441

26,679

10,668

114,419

190,181

8,004

8,004

2,761

23,602

26,363

$

139,370

$

159,397

$

529,956

$

340,289

$

217,995

$

698,912

$

5,700

$

$

2,091,619

$

$

$

$

$

$

$

$

$

Pass

$

178,355

$

368,597

$

480,055

$

167,839

$

193,309

$

456,689

$

8,588

$

$

1,853,432

Watch

12,932

17,125

13,138

45,864

64,390

153,749

2,657

2,741

5,758

97,801

108,957

$

178,355

$

381,529

$

499,837

$

183,718

$

244,931

$

619,474

$

8,888

$

$

2,116,732

$

$

$

$

$

$

$

$

$

Pass

$

304,778

$

257,586

$

244,811

$

279,419

$

35,459

$

246,158

$

7,669

$

$

1,375,880

Watch

25,614

13,531

32,132

16,301

54,877

142,455

69,505

34,428

27,406

10,825

142,652

17,101

2,596

3,678

97,473

120,848

$

304,778

$

283,688

$

344,948

$

348,575

$

82,844

$

409,333

$

7,669

$

$

1,781,835

$

$

$

$

$

$

$

$

$

Loans

Loans

Prior

Years

Total

Pass

$

260,479

$

275,971

$

318,564

$

322,697

$

268,591

$

506,973

$

273,222

$

$

2,226,497

Watch

11,420

48,953

28,138

9,521

35,498

15,050

148,580

5,270

3,835

9,986

2,276

1,610

5,479

9,605

$

262,813

$

287,391

$

372,787

$

351,598

$

278,157

$

544,336

$

297,586

$

$

2,394,668

$

1,103

$

1,571

$

$

$

$

$

$

$

3,978

Pass

$

259,194

$

512,428

$

155,268

$

$

$

$

$

$

927,655

Watch

1,541

36,264

7,172

24,691

69,668

4,897

6,367

11,264

8,104

25,473

9,338

42,915

$

259,194

$

518,866

$

206,003

$

$

$

33,410

$

34,029

$

$

Pass

$

98,345

$

88,788

$

215,600

$

272,908

$

216,025

$

382,746

$

$

$

1,274,412

28,280

29,890

$

98,345

$

89,432

$

215,706

$

273,768

$

216,025

$

411,026

$

$

$

1,304,302

$

$

$

$

$

$

$

$

$

Loans

Loans

Prior

Years

Total

Pass

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

HELOCs

Pass

$

$

$

$

$

$

5,914

$

50,533

$

11,691

$

68,138

1,657

2,372

Loss

1,021

$

$

$

$

$

$

7,693

$

50,548

$

13,290

$

71,531

$

$

$

$

$

$

$

$

$

Pass

$

28,083

$

23,084

$

41,182

$

8,618

$

$

1,507

$

$

$

103,125

1,626

Loss

$

28,293

$

23,493

$

41,809

$

8,757

$

$

1,857

$

$

$

104,867

$

$

4,536

$

10,869

$

2,458

$

$

$

$

$

19,203

Pass

$

$

$

$

$

$

$

11,537

$

$

11,537

$

$

$

$

$

$

$

11,549

$

$

11,549

$

$

$

$

$

$

$

$

$

$

1,271,148

$

1,743,796

$

2,211,046

$

1,506,705

$

1,040,610

$

2,726,041

$

415,995

$

13,290

$

10,928,631

Loans

Loans

Prior

Years

Total

Pass

$

189,754

$

185,634

$

627,843

$

334,549

$

227,461

$

594,900

$

5,805

$

$

2,165,946

Watch

10,974

27,982

26,679

10,668

116,020

192,323

8,004

3,161

11,165

2,761

27,425

30,186

$

189,754

$

196,608

$

666,590

$

361,228

$

238,129

$

741,506

$

5,805

$

$

$

$

$

$

$

$

$

$

$

Pass

$

597,555

$

691,595

$

1,308,459

$

715,513

$

528,369

$

981,777

$

14,747

$

$

4,838,015

Watch

26,097

15,228

17,779

18,487

74,696

115,314

267,973

7,018

41,274

46,984

95,838

1,002

2,767

29,171

7,712

120,757

161,409

$

630,670

$

749,099

$

1,329,161

$

763,577

$

610,777

$

1,264,832

$

15,119

$

$

$

$

$

$

$

$

$

$

$

Pass

$

436,227

$

336,695

$

338,819

$

493,939

$

81,665

$

555,949

$

14,883

$

$

2,258,177

Watch

14,002

28,251

78,266

39,357

21,191

140,457

321,527

1,697

88,941

53,716

27,406

26,697

1,499

199,956

1,651

37,629

6,468

144,257

174,571

13,021

378,052

$

450,684

$

368,294

$

543,655

$

593,480

$

274,519

$

897,708

$

29,406

$

$

$

$

$

$

$

$

2,947

$

$

$

2,947

Pass

$

1,050,752

$

1,186,326

$

921,018

$

626,924

$

334,986

$

838,466

$

1,768,712

$

$

6,727,184

Watch

124,987

36,355

98,450

34,532

12,986

67,107

150,861

525,278

5,577

7,316

7,165

158,195

30,615

32,006

240,927

8,339

30,496

37,558

4,398

14,821

24,745

127,754

248,111

Loss

$

1,189,655

$

1,260,493

$

1,064,191

$

824,049

$

362,846

$

960,944

$

2,079,384

$

$

$

2,202

$

2,278

$

$

$

3,049

$

12,321

$

7,740

$

$

28,533

Loans

Loans

Prior

Years

Total

Pass

$

322,301

$

565,498

$

188,691

$

14,908

$

9,483

$

1,776

$

16,782

$

$

1,119,439

Watch

15,413

36,264

7,172

24,691

83,540

4,897

6,367

6,058

17,322

8,104

25,473

9,338

43,491

$

322,301

$

585,808

$

239,426

$

21,542

$

9,483

$

34,421

$

50,811

$

$

Pass

$

977,420

$

813,171

$

624,733

$

674,021

$

450,511

$

4,467,834

$

$

$

8,007,690

2,605

1,437

2,535

99,569

106,493

$

977,420

$

815,776

$

626,170

$

676,556

$

450,858

$

4,567,403

$

$

$

$

$

$

$

$

$

1,085

$

$

$

1,102

Leasing

Pass

$

731,053

$

477,226

$

362,426

$

217,537

$

104,812

$

22,762

$

$

$

1,915,816

1,195

2,280

2,834

1,885

9,516

Loss

$

732,248

$

479,506

$

365,260

$

219,422

$

105,732

$

23,237

$

$

$

$

1,733

$

4,842

$

5,373

$

3,281

$

$

1,052

$

$

$

16,975

Loans

Loans

Prior

Years

Total

Pass

$

$

$

$

$

$

$

1,188,119

$

$

1,188,119

29,960

29,960

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

69,731

$

$

69,731

HELOCs

Pass

$

$

$

$

$

$

5,914

$

52,573

$

11,691

$

70,178

1,657

2,372

Loss

1,021

$

$

$

$

$

$

7,693

$

52,588

$

13,290

$

73,571

$

$

$

$

$

$

$

$

$

Pass

$

751,032

$

522,688

$

303,193

$

109,773

$

29,729

$

92,511

$

$

23,802

$

1,832,728

1,081

5,364

4,188

1,355

8,507

1,626

22,399

Loss

$

752,166

$

528,062

$

307,381

$

111,134

$

30,007

$

101,066

$

$

25,428

$

$

3,164

$

43,729

$

48,946

$

13,280

$

2,939

$

3,832

$

$

1,982

$

117,872

Auto

Pass

$

1,277,016

$

938,769

$

665,431

$

494,529

$

254,621

$

133,054

$

$

$

3,763,420

7,239

16,876

13,579

10,775

6,377

5,131

59,977

Loss

$

1,284,269

$

955,660

$

679,010

$

505,306

$

260,998

$

138,194

$

$

$

$

11,229

$

36,992

$

20,486

$

9,997

$

4,965

$

1,731

$

$

$

85,400

Pass

$

28,543

$

29,585

$

20,021

$

10,129

$

4,588

$

3,364

$

74,215

$

$

170,445

Loss

$

28,543

$

29,813

$

20,065

$

10,679

$

4,617

$

3,421

$

74,640

$

$

171,778

$

$

$

$

$

$

2,205

$

$

$

2,902

Total Popular Inc.

$

6,557,710

$

5,969,119

$

5,840,909

$

4,086,973

$

2,347,966

$

8,740,425

$

3,525,832

$

38,718

$

Note 9 – Mortgage banking activities

Income

from

banking

fees

earned

in

connection

with

administering

loans

and

adjustments

on

rights.

It

also

gain

on

sales

and

securitizations

of

loans, losses

on repurchased

loans, including

interest advances,

and trading

gains and

losses on

derivative

used

to

hedge

the

securitization

activities.

In

fair

value

adjustments

to

mortgage loans held for sale, if any, are recorded as part of the mortgage

banking activities.

The following table presents the components of mortgage

banking activities:

Mortgage servicing fees, net of fair value adjustments:

Mortgage servicing fees

$

6,912

$

7,602

$

14,080

$

15,353

Mortgage servicing rights fair value adjustments

(1,954)

(1,945)

(5,524)

(5,384)

servicing fees, net of fair value adjustments

4,958

5,657

8,556

9,969

Net (loss) gain on sale of loans, including valuation on

loans held-for-sale

(37)

Trading account (loss) profit:

Unrealized (losses) gains on outstanding derivative positions

(8)

(95)

Realized (losses) gains on closed derivative positions

(10)

(9)

(loss) profit

(18)

(104)

Losses on repurchased loans, including interest advances

(31)

(1)

(47)

(131)

banking activities

$

4,872

$

5,723

$

8,561

$

10,083

Note 10 – Transfers of financial assets and mortgage servicing assets

The

typically

transfers

conforming

loans

in

conjunction

with

GNMA,

FNMA

and

FHLMC

securitization transactions

whereby the

loans are

exchanged for

cash or

servicing rights.

As seller,

has made

certain representations

and warranties

to the

originally transferred

loans and,

in the

past,

has sold

certain

loans

with

credit

to

a

government-sponsored

entity,

namely

FNMA.

Refer

to

Note

to

the

Statements for a description of such arrangements.

No

liabilities were

incurred as

a result

of these

securitizations during the

quarters and

because they did not contain any credit recourse

arrangements.

The

following tables

present the

initial fair

the

assets obtained

as

proceeds from

loans securitized

during the quarters and six months ended June 30,

2025 and 2024:

Proceeds Obtained During the Quarter Ended June 30, 2025

Level 1

Level 2

Level 3

Assets

$

$

2,581

$

$

2,581

2,553

2,553

$

$

5,134

$

$

5,134

$

$

$

$

Total

$

$

5,134

$

$

5,226

Proceeds Obtained During the Six months Ended June

Level 1

Level 2

Level 3

Assets

$

$

2,581

$

$

2,581

4,271

4,271

$

$

6,852

$

$

6,852

$

$

$

$

Total

$

$

6,852

$

$

6,987

Proceeds Obtained During the Quarter Ended June 30, 2024

Level 1

Level 2

Level 3

Assets

$

$

2,601

$

$

2,601

$

$

2,601

$

$

2,601

$

$

$

$

Total

$

$

2,601

$

$

2,673

Proceeds Obtained During the Six months Ended June

Level 1

Level 2

Level 3

Assets

$

$

1,100

$

$

1,100

3,706

3,706

$

$

4,806

$

$

4,806

$

$

$

$

Total

$

$

4,806

$

$

4,923

Corporation retained servicing

rights on

whole loan sales

involving $

principal balance

outstanding (June

  • $

million), with

net realized

gains of

$

0.4

million (June

  • gains

of $

0.5

million). All loan sales performed during the six months

ended June 30, 2025 and 2024 were without

credit recourse agreements.

The Corporation recognizes as assets the rights to service loans for others,

whether these rights are purchased or result from asset

transfers such as sales and securitizations. These mortgage

servicing rights (“MSRs”) are measured at

fair value.

The

uses

a

discounted

cash

flow

model

to

the

fair

value

of

MSRs.

The

discounted

cash

flow

model

incorporates

assumptions

that

market

participants

would

use

in

future

net

income,

of

prepayment speeds, discount rate, cost to service, escrow account earnings, contractual servicing fee income, prepayment and late

fees, among other considerations. Prepayment speeds are

adjusted for the loans’ characteristics and portfolio behavior.

presents the changes

in MSRs measured

using the fair

value method for

the six months

Residential MSRs

Fair value at beginning of period

$

108,103

$

118,109

Changes due to payments on loans

[1]

(4,326)

(4,435)

Reduction due to loan repurchases

(221)

(247)

Changes in fair value due to changes in valuation model inputs

or assumptions

(977)

(702)

Fair value at end of period

[2]

$

103,077

$

113,386

[1] Represents changes due to collection / realization

of expected cash flows over time.

[2] At June 30, 2025, PB had MSRs amounting to $

1.8

1.9

Residential mortgage loans serviced for others were $

8.6

billion at June 30, 2025 (December 31, 2024

-$

9.0

Net mortgage servicing fees, a component of mortgage banking activities in the Consolidated Statements of Operations, include the

changes from period to period in the fair value of the MSRs, including changes due to collection / realization of expected cash flows.

The banking

subsidiaries receive servicing

fees based

on a

percentage of the

outstanding loan balance.

These servicing fees

are

credited to income

when they are collected.

2025, those weighted average

mortgage servicing fees were

0.32

% (June

30, 2024 -

0.32

%). Under these servicing agreements, the banking

subsidiaries do not generally earn significant prepayment

penalty

fees on the underlying loans serviced.

The section

below includes

assumptions used

in the

valuation model

of the

MSRs, originated

and purchased.

Key

economic assumptions used

in measuring the

servicing rights derived

from loans securitized

or sold by

the Corporation during

the

2024 were as follows:

BPPR

PB

BPPR

PB

BPPR

PB

BPPR

PB

5.9

%

5.8

%

6.9

%

6.3

%

6.8

%

6.0

%

6.4

%

6.2

%

Weighted average life (in years)

10.4

8.8

9.2

8.6

9.8

8.8

9.4

8.7

Discount rate (annual rate)

9.5

%

12.9

%

9.8

%

12.9

%

9.7

%

12.9

%

9.6

%

12.7

%

Key

assumptions

used

to

the

fair

value

of

MSRs

derived

from

sales

and

securitizations

of

loans

performed

by

the

banking

and

rights

purchased

from

other

institutions,

and

the

sensitivity

to

immediate changes in those assumptions, were as follows

as of the end of the periods reported:

Originated MSRs

Purchased MSRs

Fair value of servicing rights

$

33,734

$

34,019

$

69,343

$

74,084

Weighted average life (in years)

6.4

6.4

6.6

6.6

Weighted average prepayment speed (annual

rate)

5.6

%

5.8

%

6.9

%

6.9

%

Impact on fair value of 10% adverse change

$

(658)

$

(667)

$

(1,346)

$

(1,448)

Impact on fair value of 20% adverse change

$

(1,289)

$

(1,308)

$

(2,641)

$

(2,840)

Weighted average discount rate (annual rate)

11.3

%

11.4

%

10.9

%

10.8

%

Impact on fair value of 10% adverse change

$

(1,245)

$

(1,267)

$

(2,496)

$

(2,689)

Impact on fair value of 20% adverse change

$

(2,410)

$

(2,451)

$

(4,837)

$

(5,211)

The sensitivity analyses presented in the table above for servicing rights are hypothetical and should be used with caution. As the

figures indicate, changes in fair value based on a 10 and 20 percent variation in assumptions generally cannot be extrapolated

because the relationship of the change in assumption to the change in fair value may not be linear. Also, in the sensitivity tables

included herein the effect of a variation in a particular assumption on the fair value of the retained interest is calculated without

changing any other assumption. In reality, changes in one factor may result in changes in another (for example, increases in market

interest rates may result in lower prepayments and increased credit losses), which might magnify or counteract the sensitivity.

At

June

30,

2025,

the

serviced

$

million

in

loans

with

credit

to

the

(December 31, 2024

  • $

million). Also refer

to Note

19 to

the Consolidated Financial

Statements for information

on changes in

the Corporation’s liability of estimated losses related

to loans serviced with credit recourse.

repurchased $

million (June

  • $

million) of

loans from

its GNMA

servicing portfolio.

The determination

to repurchase

these loans

was based

on the

economic benefits

of the

transaction, which

results in

a reduction

of the

servicing costs

for these

severely delinquent

loans, mainly

principal and

interest advances. The

risk associated with

the loans is

reduced due to

their guaranteed nature.

The Corporation may place

these

loans under modification

programs offered by

FHA, VA

or United States

Department of Agriculture (USDA)

or other loss

mitigation

programs offered by the Corporation,

and once brought back to current status, these may be either

retained in portfolio or re-sold in

the secondary market.

Note 11 – Other real estate owned

The following tables present the activity related to Other

Real Estate Owned (“OREO”),

for the quarters

and six months ended June

30, 2025 and 2024.

OREO

OREO

Total

$

7,111

$

45,003

$

52,114

(835)

(516)

(1,351)

7,908

8,222

Sales

(693)

(12,145)

(12,838)

(21)

(21)

$

5,897

$

40,229

$

46,126

OREO

OREO

Total

$

15,962

$

64,580

$

80,542

(1,039)

(427)

(1,466)

12,146

12,662

Sales

(6,011)

(15,502)

(21,513)

$

9,428

$

60,797

$

70,225

OREO

OREO

Total

$

8,424

$

48,844

$

57,268

(864)

(1,715)

(2,579)

16,697

17,268

Sales

(2,234)

(23,374)

(25,608)

(223)

(223)

$

5,897

$

40,229

$

46,126

OREO

OREO

Total

$

11,189

$

69,227

$

80,416

(1,064)

(711)

(1,775)

5,860

24,782

30,642

Sales

(6,557)

(32,436)

(38,993)

(65)

(65)

$

9,428

$

60,797

$

70,225

Note 12 − Other assets

The caption of other assets in the Consolidated

Statements of Financial Condition consists of the

following major categories:

Net deferred tax assets (net of valuation allowance)

$

862,089

$

926,329

Investments under the equity method

244,510

251,537

Prepaid taxes

63,677

42,909

Other prepaid expenses

31,982

28,376

Capitalized software costs

169,583

136,442

Derivative assets

24,792

25,975

Trades receivable from brokers and counterparties

Receivables from investments maturities

14,600

Principal, interest and escrow servicing advances

35,818

43,793

Guaranteed mortgage loan claims receivable

13,084

17,226

Operating ROU assets (Note 27)

89,253

93,389

Finance ROU assets (Note 27)

17,685

19,174

Assets for pension benefit

34,503

33,233

Others

157,196

164,188

Total other assets

$

1,745,052

$

1,797,759

The Corporation regularly incurs in

capitalizable costs associated with software development or

licensing which are recorded within

the Other Assets line

item in the accompanying Consolidated Statements

of Financial Condition.

In addition, the Corporation incurs

costs

with

hosting

arrangements

that

are

service

that

are

also

within

Other

Assets.

The

hosting

arrangements can

include capitalizable

implementation costs

amortized during

the term

of the

hosting arrangement.

The

table

summarizes

the

composition

of

or

developed

costs

as

well

as

costs

related

to

hosting

arrangements:

Gross Carrying

Net Carrying

Amount

Amortization

Value

Software development costs

$

83,809

$

29,575

$

54,234

Software license costs

52,630

26,924

25,706

98,766

9,123

89,643

Total Capitalized

software costs [1] [2]

$

235,205

$

65,622

$

169,583

Software development costs

$

79,233

$

23,057

$

56,176

Software license costs

42,234

21,459

20,775

65,797

6,306

59,491

Total Capitalized

software costs [1] [2]

$

187,264

$

50,822

$

136,442

[1]

Software intangible assets are presented as part of Other

Assets in the Consolidated Statements of Financial Condition.

[2]

The tables above exclude assets that have been fully

amortized.

Total

amortization expense for

all capitalized software

and hosting arrangement

cost, reflected as

part of

technology and software

expenses in the consolidated statement of operations,

is as follows:

Six

Software development and license costs

$

22,254

$

18,612

$

43,982

$

36,313

1,462

2,828

1,538

Total amortization

expense

$

23,716

$

19,278

$

46,810

$

37,851

Note 13 – Goodwill and other intangible assets

There were

no

changes in the carrying amount of goodwill

for the quarters and six months ended June 30, 2025

The following tables present the gross amount

of goodwill and accumulated impairment losses

by reportable segment:

impairment

(gross amounts)

losses

(net amounts)

$

438,710

$

3,801

$

434,909

564,456

196,411

368,045

Inc.

$

1,003,166

$

200,212

$

802,954

impairment

(gross amounts)

losses

(net amounts)

$

438,710

$

3,801

$

434,909

564,456

196,411

368,045

Inc.

$

1,003,166

$

200,212

$

802,954

Other Intangible Assets

The following table reflects the components of

other intangible assets subject to amortization:

Gross Carrying

Net Carrying

Amount

Amortization

Value

$

12,810

$

12,810

$

Other customer relationships

14,286

9,202

5,084

Total other intangible

assets

$

27,096

$

22,012

$

5,084

$

12,810

$

12,595

$

Other customer relationships

14,286

8,435

5,851

Total other intangible

assets

$

27,096

$

21,030

$

6,066

During the quarter ended June 30, 2025, the Corporation recognized

$

0.4

million in amortization expense related to other intangible

assets

with

definite

useful

lives

(June

30,

$

0.7

During

the

six

months

ended

June

30,

2025,

the

recognized $

1.0

million in amortization related to other intangible

assets with definite useful lives (June

30, 2024 - $

1.5

the estimated

amortization of

the intangible

assets with

definite useful

lives for

each of

the following

periods:

Remaining 2025

$

Year 2026

1,440

Year 2027

Year 2028

Year 2029

Note 14 – Deposits

Total deposits as of the end of the periods presented consisted of:

Savings accounts

$

14,337,808

$

14,224,271

NOW, money market and other interest

-bearing demand deposits

28,166,283

26,507,637

Total savings, NOW,

money market and other interest-bearing demand deposits

42,504,091

40,731,908

Certificates of deposit:

Under $250,000

5,580,334

5,383,331

$250,000 and over

4,018,452

3,629,551

Total certificates

of deposit

9,012,882

Total interest-bearing

$

52,102,877

$

49,744,790

Non- interest-bearing deposits

$

$

$

$

A summary of certificates of deposits by maturity at

June 30, 2025 follows:

$

4,645,684

2,633,316

823,872

666,327

446,123

2030 and thereafter

383,464

Total certificates of

deposit

$

At June 30, 2025, the Corporation had brokered

deposits amounting to $

1.7

billion (December 31, 2024 - $

1.6

The aggregate amount

of overdrafts in

demand deposit accounts that

were reclassified to

loans was $

6.4

million at June

(December 31, 2024 - $

10.4

At

June

30,

2025,

Puerto

Rico

to

$

20.9

billion.

Puerto

Rico

are

bearing accounts, which are indexed to short-term market

rates and fluctuate in cost with changes in those rates, in accordance

with

contractual terms.

Note 15 – Borrowings

Assets sold under agreements to repurchase amounted

to $

million at June 30, 2025 and $

million at December 31, 2024.

repurchase transactions are

overcollateralized with the

securities detailed in

the table

below.

have

a

right

of

set-off

with

the

respective

counterparty

under

the

supplemental

terms

of

the

master

repurchase agreements.

In an

event of

default,

each party

has a

right of

set-off

against the

other party

for amounts

owed in

the

related

agreement

and

any

other

amount

or

obligation

owed

in

respect

of

any

other

agreement

or

transaction

between

them.

Pursuant to the

Corporation’s accounting policy,

the repurchase agreements

are not offset

with other repurchase

agreements held

with the same counterparty.

presents information related to

the Corporation’s repurchase

transactions accounted for as

secured borrowings

that

are

with

debt

available-for-sale,

debt

held-to-maturity,

and

other

assets

held-for-trading

purposes or

which have

been obtained

under agreements

to resell.

It is

policy to

maintain effective

control over

assets sold under agreements to repurchase; accordingly, such

securities continue to be carried on the Consolidated Statements of

Financial Condition.

Repurchase agreements accounted for as secured borrowings

liability

liability

Within 30 days

$

27,789

$

22,591

After 30 to 90 days

23,781

13,813

51,570

36,404

Within 30 days

4,473

4,924

After 30 to 90 days

13,505

4,473

18,429

Total

$

56,043

$

54,833

Repurchase agreements in this portfolio

are generally short-term, often overnight.

As such our risk

is very limited.

We manage the

liquidity risks arising from secured

funding by sourcing funding globally from

a diverse group of counterparties, providing

a range of

securities collateral and pursuing longer durations,

when appropriate.

2025 and December 31,

2024, other short-term

borrowings consisted of

$

million, respectively,

in

FHLB Advances.

Notes Payable

The following table presents the composition of notes

payable at June 30, 2025 and December

Advances with the FHLB with maturities ranging from

through

paying interest at

monthly

fixed rates ranging from

0.57

% to

4.17

%

$

214,200

$

302,722

Unsecured senior debt securities maturing on

paying interest

semi-annually

at a fixed rate of

7.25

%, net of debt issuance costs of $

4,135

395,865

395,198

Junior subordinated deferrable interest debentures (related to

trust preferred securities) maturing on

with fixed interest rates ranging from

6.125

% to

6.564

%, net of debt issuance costs of $

198,386

198,373

$

808,451

$

896,293

Note: Refer to the 2024 Form 10-K for rates information

at December 31, 2024.

A breakdown of borrowings by contractual maturities

at June 30, 2025 is included in the

table below.

Assets sold under

Short-term

agreements to

Total

$

56,043

$

550,000

$

55,692

$

661,735

74,500

74,500

440,215

440,215

39,658

39,658

Later years

198,386

198,386

Total borrowings

$

56,043

$

550,000

$

808,451

$

1,414,494

At June 30, 2025 and

December 31, 2024, the Corporation had FHLB borrowing facilities whereby

the Corporation could borrow up

to $

4.8

4.7

billion, respectively,

0.8

0.5

billion, respectively,

were used. In addition,

at December

31, 2024,

had placed

$

0.3

billion of

the available

FHLB credit

facility as

collateral for

municipal letters

of credit

to

secure

deposits.

The

FHLB

are

with

and

loans

held-in-portfolio,

and

do

not

have

restrictive covenants or callable features.

Also, at

had borrowing facilities

at the

discount window of

the Federal

Reserve Bank of

amounting to

$

10.8

billion (December 31,

2024 -

$

7.0

billion), which remained

unused at June

and December

The facilities are a collateralized source of credit

that is highly dependable even under difficult market conditions.

Note 16 − Other liabilities

The caption of other liabilities in the Consolidated

Statements of Financial Condition consists of the

following major categories:

Accrued expenses

$

333,826

$

334,145

Accrued interest payable

63,307

60,723

Accounts payable

100,842

91,218

Dividends payable

47,826

49,546

Trades payable

593,949

495,139

Liability for GNMA loans sold with an option to repurchase

8,097

9,108

Reserves for loan indemnifications

2,331

2,779

Reserve for operational losses

28,699

29,465

Operating lease liabilities (Note 27)

98,575

103,198

Finance lease liabilities (Note 27)

21,316

23,141

Pension benefit obligation

5,684

5,816

Postretirement benefit obligation

98,219

99,172

Others

76,416

68,396

Total other liabilities

$

1,479,087

$

1,371,846

Note 17 – Stockholders’ equity

As of June 30, 2025, stockholders’ equity totaled $

6.0

billion. During the six months ended June 30, 2025, the Corporation declared

cash dividends of $

1.40

(2024 - $

1.24

) per common share amounting to

$

96.2

million (2024 - $

89.7

million). The quarterly dividend

of $

0.70

per share declared to stockholders of record as

of the close of business on

May 29, 2025

was paid on

July 1, 2025

.

During

the

quarter

ended

June

30,

2025,

the

completed

the

of

shares

of

common

stock

for

$

112.0

million at an

average price of $

98.54

per share. As

of June 30, 2025,

a total of

$

451.5

million has been repurchased

under

the common stock repurchase program of up

to $

million announced by the Corporation on July

24, 2024.

On July 16, 2025, the Corporation announced the following actions as part of its capital plan: (i) an increase in

its quarterly common

stock dividend from $

0.70

per share to $

0.75

per share, beginning with the dividend payable in the fourth quarter of 2025, subject to

approval by its Board of Directors, and (ii) a new

common stock repurchase program of up to $

Note 18 – Other comprehensive income

table presents changes

in accumulated other

comprehensive income by

component for the

quarters and six

months

ended June 30, 2025 and 2024.

Changes in Accumulated Other Comprehensive Loss

by Component [1]

Six

Foreign currency translation

$

(78,011)

$

(68,548)

$

(71,365)

$

(64,528)

Other comprehensive income (loss)

7,499

(3,855)

7,499

(3,855)

$

(70,512)

$

(68,383)

$

(70,511)

$

(68,383)

Adjustment of pension and

$

(93,271)

$

(115,632)

$

(94,692)

$

(117,894)

Amounts reclassified from accumulated other

comprehensive loss for amortization of net losses

1,420

2,261

2,841

4,522

1,420

2,261

2,841

4,522

$

(91,851)

$

(113,371)

$

(91,851)

$

(113,372)

Unrealized net holding losses

on debt securities

$

(1,318,705)

$

(1,749,006)

$

(1,495,183)

$

(1,713,109)

Other comprehensive income (loss)

48,417

16,941

188,646

(54,163)

Amounts reclassified from accumulated other

comprehensive loss for amortization of net unrealized

losses of debt securities transferred from available-for-

36,994

35,537

73,242

70,745

85,411

52,478

261,888

16,582

$

(1,233,294)

$

(1,696,528)

$

(1,233,295)

$

(1,696,527)

Total

$

$

$

$

[1]

All amounts presented are net of tax.

the amounts

reclassified out

of each

component of

accumulated other comprehensive

income during

the quarters and six months ended June 30, 2025

Reclassifications Out of Accumulated Other Comprehensive

Loss

Six

Affected Line Item in the

Consolidated Statements of Operations

Adjustment of pension and postretirement benefit plans

Amortization of net losses

$

(2,272)

$

(3,618)

$

(4,545)

$

(7,236)

Total before tax

(2,272)

(3,618)

(4,545)

(7,236)

Income tax benefit

1,357

1,704

2,714

Total net of tax

$

(1,420)

$

(2,261)

$

(2,841)

$

(4,522)

Unrealized net holding losses on debt securities

Amortization of unrealized net losses of debt

securities transferred to held-to-maturity

Interest income from investment securities

$

(46,242)

$

(44,421)

$

(91,552)

$

(88,430)

Total before tax

(46,242)

(44,421)

(91,552)

(88,430)

9,248

8,884

18,310

17,685

Total net of tax

$

(36,994)

$

(35,537)

$

(73,242)

$

(70,745)

Total reclassification

adjustments, net of tax

$

(38,414)

$

(37,798)

$

(76,083)

$

(75,267)

Note 19 – Guarantees

has obligations

occurrence of

certain events

under financial

guarantees provided

in certain

Also,

from

time

to

time,

the

securitized

loans

into

subject in certain instances, to

lifetime credit recourse on the

loans that serve as collateral

for the mortgage-backed securities. The

not sold

any mortgage

loans subject

to credit

recourse since

  1. Also,

from time

to time,

may

sell, in

bulk sale

transactions, residential

and Small

Business Administration

(“SBA”) commercial

loans subject

to

credit

or

to

certain

representations

and

warranties

from

the

to

the

purchaser.

These

representations

and

warranties may

relate, for

example, to

borrower creditworthiness,

loan documentation,

collateral,

prepayment and

early payment

defaults. The

Corporation may

be required

to

repurchase the

loans under

the credit

recourse agreements

or

representation and

warranties

At June 30, 2025, the Corporation serviced $

million) in residential mortgage loans subject to

credit recourse provisions, principally loans associated

with FNMA and FHLMC residential mortgage loan

securitization programs. In

of any

customer default,

pursuant to

the credit

recourse provided,

is required

to repurchase

the loan

or

reimburse

the

third-party investor

for

the

loss

incurred. The

maximum

potential amount

of

future payments

that

the

would be required

to make under

the recourse arrangements in

the event of

nonperformance by the

borrowers is equivalent to

the

total outstanding balance of the residential mortgage loans serviced with recourse and

interest, if applicable. During the quarter and

six

months

ended

June

30,

2025,

the

repurchased

$

0.5

million

and

$

0.8

of

unpaid

balance in mortgage loans subject

to the credit recourse provisions

(June 30, 2024

$

0.5

1.1

million, respectively).

In

of nonperformance

by the

borrower,

has rights

to the

underlying collateral

securing the

mortgage loan.

The

Corporation suffers

ultimate losses

on

these

loans

when the

proceeds

from

a foreclosure

sale

of

the

underlying a

defaulted mortgage loan are less

than the outstanding principal balance of

the loan plus any uncollected interest

advanced and the

costs of holding

and disposing the related

property. At

June 30, 2025,

the Corporation’s liability

established to cover

the estimated

credit loss exposure related to loans sold or serviced

with credit recourse amounted to $

The following table shows the changes in the Corporation’s liability of estimated losses related to loans serviced with credit recourse

provisions during the quarters and six months ended

June 30, 2025 and 2024.

Balance as of beginning of period

$

2,397

$

4,353

$

2,611

$

4,211

Provision (benefit) for recourse liability

(205)

(204)

(375)

Net charge-offs

(21)

(91)

(65)

(193)

Balance as of end of period

$

2,171

$

4,058

$

2,171

$

4,058

From time

to

time, the

Corporation sells

agrees to

indemnify the

purchaser for

credit

losses or

any

breach of

certain

representations and warranties made in connection

with the sale.

Servicing agreements

relating to

the mortgage-backed

securities programs

of FNMA,

FHLMC and

GNMA, and

to mortgage

loans

sold or serviced to certain other investors, including FHLMC,

require the Corporation to advance funds to

make scheduled payments

of

principal, interest,

taxes

and

insurance, if

such

payments have

not

been

the

borrowers. At

June

30,

Corporation serviced $

8.6

billion in mortgage loans for third-parties, including the loans serviced with credit recourse (December 31,

9.0

billion). The Corporation generally recovers funds advanced pursuant to these arrangements from

the mortgage owner,

from liquidation proceeds when the mortgage

loan is foreclosed or,

in the case of FHA/VA

loans, under the applicable FHA

and

VA

and guarantees

programs. However,

in the

meantime, the

Corporation must

absorb the

cost

of the

funds

it

time the

advance is

outstanding. The

Corporation must

also bear

the costs

of attempting

to collect

on delinquent

and

defaulted

loans.

In

if

a

defaulted

loan

is

not

cured,

the

loan

would

be

canceled

as

part

of

the

foreclosure proceedings

and the

Corporation would

not receive

any future

servicing income

to that

loan. At

2025,

the

outstanding balance

of

funds

advanced

by

the

Corporation under

such

loan servicing

agreements was

$

million

31,

$

To

the

extent

the

loans

the

experience

increased delinquencies,

the

Corporation would

be

required to

dedicate

additional cash

resources to

comply

with its

obligation to advance funds as well as incur additional

administrative costs related to increases in collection

efforts.

Inc. Holding

Company (“PIHC”) fully

and unconditionally guarantees

certain borrowing

obligations issued by

certain of

its

% owned consolidated subsidiaries amounting to $

million at June 30, 2025 and December 31, 2024, respectively. In addition,

at both June

30, 2025 and December

31, 2024, PIHC fully

and unconditionally guaranteed on a

subordinated basis $

million of

capital securities

(trust preferred

securities) issued

by wholly-owned

issuing trust

entities to

the extent

set forth

in the

guarantee agreement. Refer to

Note 17 to

the Consolidated Financial Statements

in the 2024

Form 10-K for

further information on

the trust preferred securities.

Note 20 – Commitments and contingencies

Off-balance sheet risk

is a

party to

financial instruments

with off-balance

sheet credit

risk in

the normal

course of

business to

meet the

financial needs of its customers. These financial instruments

include loan commitments, letters of credit and standby

letters of credit.

These instruments involve,

to varying

degrees, elements of

credit and

interest rate

risk in

excess of

the amount

recognized in

the

Consolidated Statements of Financial Condition.

The

to

credit

loss

in

the

event

of

nonperformance

by

the

other

party

to

the

instrument

for

commitments to extend credit, standby

letters of credit and financial

guarantees is represented by the

contractual notional amounts

of those instruments. The

Corporation uses the same

credit policies in

making these commitments and conditional

obligations as it

does for those reflected on the Consolidated Statements

of Financial Condition.

Financial instruments with

off-balance sheet credit

risk, whose contract

amounts represent potential credit

risk as of

the end of

the

periods presented were as follows:

Commitments to extend credit:

Credit card lines

$

6,201,145

$

5,599,823

Commercial lines of credit

4,271,702

3,971,331

Construction lines of credit

1,114,750

1,131,824

Other consumer unused credit commitments

271,638

260,121

Commercial letters of credit

10,284

5,002

Standby letters of credit

124,831

144,845

Commitments to originate or fund mortgage loans

17,556

29,604

At June

and December

31, 2024,

maintained a

reserve of

$

million and

$

million, respectively,

for

potential losses associated with unfunded loan commitments

related to commercial and construction lines of

credit.

Other commitments

At June

2024, the

Corporation also maintained

other non-credit

commitments for $

million, primarily

for the acquisition of other investments.

Business concentration

Since the Corporation’s business activities are concentrated primarily in Puerto Rico, its results of operations and financial condition

are dependent

general trends

of the

economy and,

in particular,

the residential

and commercial

real estate

markets. The concentration

of the Corporation’s

operations in Puerto Rico

exposes it to

greater risk than other

banking companies

with a wider geographic base. Its

asset and revenue composition by geographical area

is presented in Note 32

to the Consolidated

Puerto

Rico

has

faced

fiscal

and

challenges

for

over

a

decade.

In

to

such

challenges,

the

U.S.

Congress

enacted

PROMESA

in

2016,

which,

among

other

things,

the

Board

and

a

framework

for

the

of

the

debts

of

the

Commonwealth,

its

and

municipalities.

The

Commonwealth

and

several

of

its

instrumentalities have

availed themselves

of debt

restructuring proceedings

under PROMESA.

As of

the date

of this

report, while

municipalities have been designated as covered entities under PROMESA, no municipality has commenced or has been authorized

by the Oversight Board to commence, any such debt

restructuring proceeding under PROMESA.

At

June

30,

2025,

the

direct

to

the

Puerto

Rico

and

its

instrumentalities and

totaled

$

of

which

$

million

were

($

million

and

$

million

at

31,

2024).

The

Corporation’s exposure at

included up to

$

47.4

million in Automated Clearing

House (“ACH”) transaction settlement

exposure, none of

which was outstanding. Of

the amount outstanding,

$

million consists of

loans and $

million are securities

($

million at

Substantially all of

the amount outstanding

at June 30,

2025 and December

31, 2024 were obligations from various Puerto Rico municipalities. In most cases, these were “general obligations” of a municipality,

to

which

the

has

pledged

its

good

faith,

credit

and

unlimited

taxing

power,

or

“special

obligations”

of

a

municipality,

to

which

the

has

pledged

other

revenues.

At

June

30,

2025,

%

of

the

Corporation’s exposure

to municipal loans

and securities was

concentrated in the

municipalities of San

Juan, Guaynabo,

Carolina

and Caguas.

The following table details the loans and investments representing the Corporation’s direct exposure to

the Puerto Rico government

according to their maturities as of June 30, 2025

:

Investment

Portfolio

Loans

Total Outstanding

Total Exposure

Central Government

$

$

$

$

47,403

Total Central

47,443

Municipalities

2,540

12,764

15,304

17,304

7,885

147,033

154,918

154,918

146,732

147,387

147,387

44,582

44,582

44,582

Total Municipalities

11,080

351,111

362,191

364,191

Total Direct Government

Exposure

$

11,123

$

351,111

$

362,234

$

411,634

at June

the Corporation had

$

loans insured

or securities issued

by Puerto

Rico governmental

entities but for

which the principal

repayment is non-governmental

($

million at December

31, 2024). These

$

million

in

loans

insured

by

the

Puerto

Rico

Housing

Finance

Authority

a

governmental

instrumentality

that

has

been

designated

as

a

covered

entity

under

PROMESA

31,

$

These

are secured

by first

mortgages on

residential properties

and the

HFA

insurance covers

losses in

the

event of

a borrower default

and upon

the satisfaction

of certain

other conditions. The

Corporation also had

at June

$

bonds issued by

HFA which

are secured by

second mortgage loans

on Puerto Rico

residential properties, and

HFA also provides

insurance to cover losses in the

event of a borrower default and

upon the satisfaction of certain other

2024 -

$

million). In

that the

insured by

HFA

and held

by the

Corporation directly

or

those serving

as collateral

for the

HFA

bonds default

and the

collateral is

insufficient to

satisfy the

outstanding balance

of these

loans,

HFA’s

ability

to

honor

its

will

depend, among

other factors,

on

the

of

HFA

at

the

time

such

become

due

and

payable. The

Corporation does

not consider

the

government guarantee

when

estimating the

credit

losses

with

this

portfolio.

Although

the

Governor

is

authorized

by

local

legislation

to

impose

a

temporary

moratorium on the financial obligations of the HFA, a moratorium on

such obligations has not been imposed as of

the date hereof.

commercial loan

portfolio also

includes loans

to

private borrowers

who

are service

providers, lessors,

suppliers or

have

other relationships with the government. These

borrowers could be negatively affected by

the Commonwealth’s fiscal crisis and

the

ongoing

Title

III

under

PROMESA.

Similarly,

and

loan

include

loans

to

and

retirees,

which

could

also

be

by

fiscal

such

as

employee

layoffs

or

furloughs or reductions in pension benefits.

In

$

2.3

billion

of

mortgages

and

$

83.1

million

loans

were

insured

or

by

the

U.S.

Government or its agencies at June 30,

2025 (compared to $

2.1

87.4

million, respectively, at December 31,

2024). The

Corporation also had U.S. Treasury and obligations from the U.S.

Government, its agencies or government sponsored

entities within

the

of

and

as

described

in

Note

and

to

the

Statements.

At

June

30,

Corporation had

in

the

Virgin

Islands

(the

“USVI”) and

had

$

million

in

direct

exposure to USVI government

entities (December 31, 2024

  • $

million). The USVI has

been experiencing a number of

fiscal and

economic challenges that could adversely affect the ability

of its public corporations and instrumentalities

to service their outstanding

debt obligations.

2025, the Corporation had

operations in the British

Virgin Islands (“BVI”)

and it had

a loan portfolio

amounting to $

million comprised

of various

retail and

commercial clients,

a loan

portfolio of

$

million at

  1. At

June 30, 2025, the Corporation had

no

significant exposure to a single borrower

in the BVI.

FDIC Special Assessment

On

November 16,

2023, the

Federal Deposit

Insurance Corporation

(“FDIC”)

imposed a

special

assessment (the

“FDIC Special

Assessment”) amount to

recover the losses

to the

deposit insurance fund

resulting from the

FDIC’s funds

used, in March

2023, in

connection with the systemic risk exception, to the least-cost resolution

test, under the Federal Deposit Insurance Act to manage the

receiverships of several failed banks. In connection with this assessment, the Corporation accrued $

71.4

million, $

45.3

million net of

tax, in the fourth quarter of 2023, representing

the full amount of the assessment.

During the first quarter of 2024, the Corporation recorded an additional expense of $

14.3

million, $

9.1

million net of tax, to reflect the

FDIC's higher loss estimate communicated

by the FDIC. The

special assessment amount and collection

period may change as

the

estimated loss is periodically adjusted or if the total amount

collected varies.

Legal Proceedings

The nature of Popular’s

business ordinarily generates claims, litigation, arbitration,

regulatory and governmental investigations, and

legal

and

administrative

cases

and

(collectively,

“Legal

Proceedings”).

Popular’s

Legal

may

involve

various lines

and include

claims relating

to contract,

torts, consumer

protection, securities,

antitrust, employment,

tax

and

other

laws.

The

recovery

sought

in

Legal

may

include

substantial

or

indeterminate

compensatory

damages,

punitive

damages,

injunctive

relief,

or

recovery

on

a

class-wide

basis.

When

the

determines

that

it

has

meritorious

defenses to the claims

asserted, it vigorously defends

itself. The Corporation will

consider the settlement of

cases (including cases

where it has meritorious defenses) when, in management’s judgment,

it is in the best interest of the Corporation and

its stockholders

to do so.

On at least

a quarterly basis,

Popular assesses its

liabilities and contingencies

relating to outstanding Legal

utilizing the most current information available. For

matters where it is probable that the Corporation will

incur a material loss and the

amount can be reasonably estimated, the Corporation establishes an accrual for

the loss. Once established, the accrual is

on at least a quarterly basis to reflect any relevant

developments, as appropriate. For matters where a material loss is not probable,

or the amount of the loss cannot be reasonably

estimated, no accrual is established.

In certain cases,

exposure to loss

exists in

excess of any

accrual to the

extent such loss

is reasonably possible,

but not

probable.

Management believes and

estimates that the

range of reasonably

possible losses (with

respect to those

matters where such

limits

may be determined in excess of amounts accrued) for current Legal Proceedings ranged from $

to approximately $

7.1

million as of

June

30,

In

certain

cases, management

cannot

reasonably estimate

the

possible

loss

at

this

time.

Any

estimate involves

judgment,

given

the

varying

stages

of

the

Legal

(including

the

fact

that

many

of

them

are

in

preliminary stages), the existence of multiple defendants in several of the current Legal Proceedings whose share of liability has yet

to be

determined, the

numerous unresolved issues

in many

of the

Legal Proceedings,

and the

inherent uncertainty

of the

various

potential

outcomes

of

such

Legal

Proceedings.

Accordingly,

will

change

from

time-to-time,

and

actual

losses may be more or less than the current estimate.

While the

outcome of

Legal Proceedings

is inherently

uncertain, based

on information

currently available,

advice of

counsel, and

coverage,

believes

that

the

amount

it

has

already

accrued

is

and

any

incremental

liability arising from

the Legal Proceedings

in matters in

which a loss

amount can be

reasonably estimated will not

have a material

adverse effect

on the Corporation’s

consolidated financial position.

However, in

of unexpected future

developments, it is

possible that

the ultimate

resolution of

these matters

in a

reporting period, if

unfavorable, could have

a material

adverse effect

on

the Corporation’s consolidated financial position for that period.

Note 21 – Non-consolidated variable interest

The Corporation is involved with

two

statutory trusts which it created to issue trust preferred securities to the public. These

trusts are

deemed to

be variable

interest entities

(“VIEs”) since

the equity

investors at

risk have

no substantial

decision-making rights.

The

Corporation does not

hold any variable

interest in the

trusts, and therefore,

cannot be the

trusts’ primary beneficiary.

Furthermore,

the

Corporation concluded

that

it did

not

hold

a

controlling financial

in

these

trusts

since the

decisions

of

the

trusts

are

predetermined through

the trust

documents and the

guarantee of

the trust

preferred securities is

irrelevant since

in substance

the

sponsor is guaranteeing its own debt.

Also, the

involved with

various special

purpose entities

mainly in

guaranteed mortgage

securitization transactions,

GNMA

and

FNMA.

The

has

also

engaged

in

securitization

with

FHLMC,

but

considers

its

exposure in the form of servicing fees and servicing advances not to be significant

at June 30, 2025

.

These special purpose entities

are deemed

to be

VIEs since

they lack

equity investments

at risk.

continuing involvement in

these guaranteed

loan securitizations includes owning certain beneficial interests

in the form of securities as

well as the servicing rights

retained. The

not required to

provide additional financial

support to

any of

the variable

interest entities

to which

it has

transferred

the

assets.

The

to

the

extent

retained,

are

in

the

of

Condition

as

or

trading

The

concluded

that,

essentially,

these

entities (FNMA

and GNMA)

control the

design of

their respective

VIEs, dictate

the quality

and nature

of the

collateral, require

the

underlying insurance, set

the servicing standards

via the servicing

guides and can

change them at

will, and can

remove a primary

servicer with cause,

and without cause

in the

case of

FNMA. Moreover,

through their guarantee

obligations, agencies (FNMA

and

GNMA) have the obligation to absorb losses that

could be potentially significant to the VIE.

The

holds

interests

in

these

VIEs

in

the

form

of

agency

and

mortgage obligations, including those securities originated by the Corporation and those acquired from

third parties. Additionally, the

Corporation holds agency mortgage-backed securities

and agency collateralized mortgage obligations

issued by third party

VIEs in

which

it

has

no

other

form

of

continuing

involvement. Refer

to

Note

to

the

for

debt securities outstanding at

2024, which are

classified as available-for-sale

and

trading

in

the

of

Condition.

In

the

holds

interests

in

the

form

of

fees,

since

it

retains

the

right

to

service

the

transferred

loans

in

those

government-

sponsored special purpose entities (“SPEs”) and may also purchase the right to service loans in other government-sponsored SPEs

that were transferred to those SPEs by a third-party.

the carrying

amount and

classification of

the assets

variable interests

in

non-consolidated VIEs

and the

maximum exposure

to loss

as a

result of

involvement as

servicer of

GNMA and

FNMA loans at June 30, 2025 and December 31,

Assets

Servicing assets:

$

79,881

$

84,356

Total servicing

assets

$

79,881

$

84,356

Other assets:

Servicing advances

$

5,598

$

6,112

Total other assets

$

5,598

$

6,112

$

85,479

$

90,468

Maximum exposure to loss

$

85,479

$

90,468

The size of

the non-consolidated VIEs,

in which the

Corporation has a

variable interest in

the form

of servicing fees,

measured as

the total unpaid principal balance of the loans,

amounted to $

6.3

billion at June 30, 2025 (December 31, 2024 -

$

6.6

determined that

the maximum

loss includes

the fair

the MSRs

and the

assumption that

the

servicing advances at June 30, 2025 and December 31, 2024, will not be recovered. The agency debt securities are not included as

part of the maximum exposure to loss since they

are guaranteed by the related agencies.

ASU 2009-17 requires that an ongoing primary beneficiary assessment should be made to determine whether the Corporation is the

primary beneficiary of any of the VIEs it is

involved with. The conclusion on the assessment of these non-consolidated VIEs has not

changed

since

their

initial

evaluation.

The

concluded

that

it

is

still

not

the

primary

beneficiary

of

these

VIEs,

and

therefore, these VIEs are not required to be consolidated

in the Corporation’s financial statements at June 30, 2025.

Note 22 – Related party transactions

Centro Financiero BHD, S.A.

At June 30, 2025, the Corporation had

a

15.63

% equity interest in Centro Financiero BHD,

S.A. (“BHD”), one of the largest banking

and financial

services groups

in the

Dominican Republic.

$

13.0

million in equity

pickup (June 30,

17.4

million), including the

net impact of

$

19.9

million from net

earnings (June 30,

22.0

million), offset by ($

6.9

) million recorded through Other Comprehensive Income (June 30, 2024 - ($

4.6

) million) related

to

foreign

currency

translation adjustments

and

changes

in

the

of

for

sale

At

June

30,

2025,

the

investment in BHD had a carrying amount of

$

232.5

239.5

million) and the Corporation received $

million in cash dividend distributions during the

six months ended June 30, 2025 (June 30, 2024 - $

19.4

Note 23 – Fair value measurement

ASC Subtopic

820-10 “Fair

Value

Measurements and

Disclosures” establishes

a fair

value hierarchy

that prioritizes

the inputs

to

valuation techniques

used to

measure fair

value into

three levels

in order

to increase

consistency and

comparability in

measurements and disclosures. The hierarchy is broken

down into three levels based on the reliability

of inputs as follows:

Level

  • Unadjusted

quoted prices

in

active markets

for identical

assets

or liabilities

that

the

the

ability to

access at the

measurement date. Valuation

on these instruments

does not necessitate a

significant degree of judgment

since

valuations are based on quoted prices that are

readily available in an active market.

Level 2

  • Quoted

prices other

than those

Level 1

observable either

directly or

indirectly.

Level 2

inputs

include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in

markets

that

are

not

active,

or

other inputs

that

are

observable

or that

can

be

corroborated by

observable market

data

for

substantially the full term of the financial instrument.

Level 3

  • Inputs are unobservable and significant

to the fair value measurement.

Unobservable inputs reflect the Corporation’s

own judgements about assumptions that market participants

would use in pricing the asset or liability.

The

maximizes

the

use

of

observable

inputs

and

minimizes

the

use

of

unobservable

inputs

by

that

the

observable inputs be used when

available. Fair value is

based upon quoted market prices

when available. If listed prices

or quotes

are

not

available,

the

employs

internally-developed

models

that

use

market-based

inputs

yield

curves, interest rates,

volatilities, and credit

curves, among others.

Valuation

adjustments are limited

to those necessary

to ensure

that the financial instrument’s

fair value is adequately representative of

the price that would

be received or paid

in the marketplace.

These adjustments include amounts that reflect counterparty credit quality,

the Corporation’s credit standing, constraints on liquidity

and unobservable parameters that are applied consistently.

There have been no changes in the

Corporation’s methodologies used

to estimate the fair value of assets and liabilities from

those disclosed in the 2024 Form 10-K.

The estimated fair

value may

be subjective in

nature and may

involve uncertainties and

matters of

significant judgment for

certain

financial instruments. Changes in the underlying assumptions

used in calculating fair value could significantly

affect the results.

Fair Value on a Recurring and Nonrecurring Basis

The following fair value hierarchy tables

present information about the Corporation’s assets

and liabilities measured at fair value

on

a recurring basis at June 30, 2025 and December

31, 2024:

Level 1

Level 2

Level 3

Measured at NAV

Total

RECURRING FAIR VALUE

Assets

Debt securities available-for-sale:

$

$

7,503,937

$

$

$

15,412,796

110,432

110,432

4,965,802

4,966,234

Other

$

$

12,580,171

$

1,182

$

$

derivatives:

$

5,813

$

$

$

$

5,823

Collateralized mortgage obligations

22,949

23,033

Other

debt securities, excluding

$

5,813

$

23,624

$

$

$

29,643

$

$

47,009

$

$

$

47,456

103,077

103,077

2,898

2,898

24,792

24,792

$

7,914,672

$

12,678,494

$

104,465

$

$

20,698,078

$

$

$

$

$

Total liabilities measured

$

$

$

$

$

Level 1

Level 2

Level 3

Measured at NAV

Total

RECURRING FAIR VALUE

Assets

Debt securities available-for-sale:

$

$

5,482,939

$

$

$

12,995,110

120,284

120,284

5,127,775

5,128,259

Other

2,250

2,250

$

$

10,730,998

$

2,734

$

$

derivatives:

$

2,814

$

$

$

$

2,824

Collateralized mortgage obligations

29,032

29,116

Other

debt securities, excluding

$

2,814

$

29,752

$

$

$

32,783

$

$

45,664

$

$

$

46,045

108,103

108,103

5,423

5,423

26,023

26,023

$

7,514,985

$

10,837,860

$

111,054

$

$

18,464,280

$

$

$

$

$

Total liabilities measured

$

$

$

$

$

Loans held-for-sale measured at fair value

Loans held-for-sale measured at fair value were priced

based on secondary market prices. These loans

are classified as Level 2.

The

tables summarize

the difference

between the

aggregate fair

value

and the

aggregate unpaid

balance

for

mortgage loans originated as held-for-sale measured

at fair value as of June 30, 2025 and December

Aggregate Unpaid

Fair Value

Principal Balance

Difference

Loans held for sale

$

2,898

$

2,832

$

Aggregate Unpaid

Fair Value

Principal Balance

Difference

Loans held for sale

$

5,423

$

5,436

$

(13)

No

loans held-for-sale were 90 or more days past

due or on nonaccrual status as of June 30,

2025 and December 31, 2024.

The fair value information included in the following tables is

not as of period end, but as of

the date that the fair value measurement

was recorded during the

six months ended June

30, 2025 and 2024

and excludes nonrecurring fair

value measurements of assets

no longer outstanding as of the reporting date.

Level 1

Level 2

Level 3

Total

NONRECURRING FAIR VALUE

Assets

Write-downs

Loans

[1]

$

$

$

4,361

$

4,361

$

(91)

[2]

3,919

3,919

(1,573)

Other foreclosed assets

[2]

(46)

at fair value on a nonrecurring basis

$

$

$

8,442

$

8,442

$

(1,710)

[1] Relates mainly to certain impaired collateral dependent loans.

The impairment was measured based on the fair value

of the collateral, which is

derived from appraisals that take into consideration prices

in observed transactions involving similar assets in similar

locations. Costs to sell are

[2] Represents the fair value of foreclosed real estate and

other collateral owned that were written down to their fair

value. Costs to sell are

Level 1

Level 2

Level 3

Total

NONRECURRING FAIR VALUE

Assets

Write-downs

Loans

[1]

$

$

$

2,039

$

2,039

$

(329)

[2]

3,028

3,028

(38)

[3]

4,426

4,426

(1,602)

Other foreclosed assets

[3]

(46)

at fair value on a nonrecurring basis

$

$

3,028

$

6,676

$

9,704

$

(2,015)

[1] Relates mainly to certain impaired collateral dependent loans.

The impairment was measured based on the fair value

of the collateral, which is

derived from appraisals that take into consideration prices

in observed transactions involving similar assets in similar

locations. Costs to sell are

[2] Relates to a quarterly valuation on loans held-for-sale.

Costs to sell are excluded from the reported fair value amount.

[3] Represents the fair value of foreclosed real estate and

other collateral owned that were written down to their fair

value. Costs to sell are

The following tables present the changes in Level 3 assets and liabilities measured at fair value on a recurring basis for the quarters

and six months ended June 30, 2025 and 2024.

Quarter ended June 30, 2025

MBS

Other

MBS

Other

as debt

account

debt

Total

rights

assets

Balance at March 31, 2025

$

$

$

$

$

104,743

$

106,161

(5)

(1,954)

(1,959)

(25)

(25)

$

$

$

$

$

103,077

$

104,465

$

$

$

$

$

$

MBS

Other

MBS

Other

as debt

account

debt

Total

rights

assets

Balance at January 1, 2025

$

$

2,250

$

$

$

108,103

$

111,054

(11)

(5,524)

(5,535)

Gains (losses) included in OCI

(2)

(2)

(50)

(50)

Transfers out of Level 3

(1,500)

(1,500)

$

$

$

$

$

103,077

$

104,465

$

$

$

$

$

(977)

$

(961)

Quarter ended June 30, 2024

MBS

Other

Other

MBS

as debt

Total

rights

assets

Balance at March 31, 2024

$

$

2,000

$

$

$

114,964

$

117,821

(8)

(1,945)

(1,953)

Gains (losses) included in OCI

(1)

(1)

(25)

(25)

$

$

2,000

$

$

$

113,386

$

116,209

$

$

$

$

$

$

MBS

Other

Other

CMOs

as debt

MBS

trading account

Total

rights

assets

Balance at January 1,

$

$

2,500

$

$

$

$

118,109

$

121,499

(500)

(9)

(5,384)

(5,893)

(25)

(5)

(28)

(58)

$

$

2,000

$

$

$

$

113,386

$

116,209

Changes in unrealized gains (losses)

included in earnings relating to assets

still held at June 30, 2024

$

$

(500)

$

$

$

$

(702)

$

(1,190)

Gains and losses (realized and

unrealized) included in earnings for the quarters

and six months ended June 30,

2025 and 2024 for

Level 3 assets and liabilities included in the

previous tables are reported in the Consolidated Statement

of Operations as follows:

Quarter ended June 30, 2025

$

(1,954)

$

$

(5,524)

$

(977)

Trading account profit (loss)

(5)

(11)

Total

$

(1,959)

$

$

(5,535)

$

(961)

Quarter ended June 30, 2024

$

(1,945)

$

$

(5,384)

$

(702)

Trading account profit (loss)

(8)

(9)

(500)

(500)

Total

$

(1,953)

$

$

(5,893)

$

(1,190)

tables include

quantitative information

about significant

unobservable inputs

used to

derive the

of Level

instruments, excluding those instruments

for which the

unobservable inputs were not

developed by the

Corporation such as

prices

of prior transactions and/or unadjusted third-party pricing

sources at June 30, 2025 and 2024.

Fair value at

Valuation technique

Unobservable inputs

Weighted average (range) [1]

Other - trading

$

Discounted cash flow model

Weighted average life

years

Yield

.0%

10.8

%

$

4,361

[2]

External appraisal

Haircut applied on

external appraisals

5.0

%

[1]

Weighted average of significant unobservable inputs

used to develop Level 3 fair value measurements

were calculated by relative fair value.

[2]

Loans held-in-portfolio in which haircuts were not applied

to external appraisals were excluded from this table.

Fair value at

Valuation technique

Unobservable inputs

Weighted average (range) [1]

Other - trading

$

Discounted cash flow model

Weighted average life

2.3

years

Yield

.0%

10.8

%

$

2,039

[2]

External appraisal

Haircut applied on

external appraisals

.0%

[1]

Weighted average of significant unobservable inputs

used to develop Level 3 fair value measurements

were calculated by relative fair value.

[2]

Loans held-in-portfolio in which haircuts were not applied

to external appraisals were excluded from this table.

Note 24 – Fair value of financial instruments

financial instruments

is the

amount at

which an

asset or

obligation could

be exchanged

in a

current transaction

between

willing

parties,

other

than

in

a

forced

or

liquidation

sale.

For

those

instruments

with

no

quoted

market

prices

available, fair values have been estimated using present

value calculations or other valuation techniques, as well

as management’s

best judgment with respect to current economic conditions, including discount rates, estimates of future cash flows, and prepayment

assumptions. Many of these

estimates involve various assumptions and

may vary significantly from

amounts that could be

realized

in actual transactions.

values reflected

herein have

been determined

the prevailing

rate environment at

31, 2024, as applicable. In different interest rate environments,

fair value estimates can differ significantly, especially for certain fixed

rate

instruments.

In

the

fair

values

presented

do

not

attempt

to

the

value

of

the

fee

generating businesses

and anticipated

future business

activities, that

is, they

do not

represent the

Corporation’s value

as a

going

concern. There have been

no changes in the

Corporation’s valuation methodologies and inputs

used to estimate the

fair values for

each class of financial assets and liabilities not measured

at fair value.

The following tables present the

carrying amount and estimated fair

values of financial instruments with their

corresponding level in

the fair

value hierarchy.

The aggregate

amounts of

instruments disclosed

do not

represent management’s

estimate of the underlying value of the Corporation.

amount

Level 1

Level 2

Level 3

at NAV

Financial Assets:

$

400,631

$

400,631

$

$

$

$

400,631

6,330,415

10,371

[1]

29,643

5,813

23,624

29,643

[1]

12,580,171

1,182

Debt securities held-to-maturity:

$

$

$

$

$

$

48,598

6,820

42,361

49,181

Collateralized mortgage obligation-federal agency

1,510

1,312

1,312

Securities in wholly owned statutory business trusts

5,960

5,960

5,960

$

$

$

7,513,156

$

42,361

$

$

Equity securities:

FHLB stock

$

66,152

$

$

66,152

$

$

$

66,152

FRB stock

101,252

101,252

101,252

Other investments

54,987

47,009

8,047

55,503

Total equity securities

$

222,391

$

$

214,413

$

8,047

$

$

222,907

$

2,898

$

$

2,898

$

$

$

2,898

37,415,693

36,611,781

36,611,781

103,077

103,077

103,077

24,792

24,792

24,792

amount

Level 1

Level 2

Level 3

at NAV

Financial Liabilities:

$

$

$

$

$

$

9,378,576

9,378,576

$

$

$

66,997,281

$

$

$

66,997,281

$

56,043

$

$

56,049

$

$

$

56,049

[2]

550,000

550,000

550,000

Notes payable:

FHLB advances

$

214,200

$

$

211,087

$

$

$

211,087

Unsecured senior debt securities

395,865

416,044

416,044

Junior subordinated deferrable interest debentures

(related to trust preferred securities)

198,386

187,515

187,515

$

808,451

$

$

814,646

$

$

$

814,646

$

23,349

$

$

23,349

$

$

$

23,349

[1]

Refer to Note 23 to the Consolidated Financial Statements

for the fair value by class of financial asset and its hierarchy

level.

[2]

Refer to Note 15 to the Consolidated Financial Statements

for the composition of other short-term borrowings.

amount

Level 1

Level 2

Level 3

at NAV

Financial Assets:

$

419,638

$

419,638

$

$

$

$

419,638

6,371,180

9,768

[1]

32,783

2,814

29,752

32,783

[1]

10,730,998

2,734

Debt securities held-to-maturity:

$

$

$

$

$

$

51,865

6,866

44,711

51,577

Collateralized mortgage obligation-federal agency

1,518

1,304

1,304

Securities in wholly owned statutory business trusts

5,959

5,959

5,959

$

$

$

7,637,953

$

44,711

$

$

Equity securities:

FHLB stock

$

55,786

$

$

55,786

$

$

$

55,786

FRB stock

100,304

100,304

100,304

Other investments

52,076

45,664

6,528

52,573

Total equity securities

$

208,166

$

$

201,754

$

6,528

$

$

208,663

$

5,423

$

$

5,423

$

$

$

5,423

36,361,628

35,652,539

35,652,539

108,103

108,103

108,103

26,023

26,023

26,023

amount

Level 1

Level 2

Level 3

at NAV

Financial Liabilities:

$

$

$

$

$

$

9,012,882

8,795,803

8,795,803

$

$

$

64,667,266

$

$

$

64,667,266

$

54,833

$

$

54,845

$

$

$

54,845

[2]

225,000

225,000

225,000

Notes payable:

FHLB advances

$

302,722

$

$

295,023

$

$

$

295,023

Unsecured senior debt securities

395,198

415,148

415,148

Junior subordinated deferrable interest debentures

(related to trust preferred securities)

198,373

189,758

189,758

$

896,293

$

$

899,929

$

$

$

899,929

$

22,832

$

$

22,832

$

$

$

22,832

[1]

Refer to Note 23 to the Consolidated Financial Statements

for the fair value by class of financial asset and its hierarchy

level.

[2]

Refer to Note 15 to the Consolidated Financial Statements

for the composition of other short-term borrowings.

Refer

to

Note

to

the

for

the

notional

amount

of

commitments

to

extend

credit,

which

represents the unused portion of

credit facilities granted to customers,

and letters of credit,

which represent the contractual amount

that is required to be paid in the event of nonperformance, at June

30, 2025 and December 31, 2024. The fair value of commitments

to

extend credit

and

letters

of

credit,

which

are

based

on

the

fees

charged

to

enter

into

those

agreements, are

not

material

to

Popular’s financial statements.

Note 25 – Net income per common share

The following table sets

forth the computation of

net income per common

share (“EPS”), basic and

diluted, for the quarters

and six

months ended June 30, 2025 and 2024:

Six

$

210,440

$

177,789

$

387,942

$

281,072

Preferred stock dividends

(353)

(353)

(706)

(706)

Net income applicable to common stock

$

210,087

$

177,436

$

387,236

$

280,366

Average common shares outstanding

68,050,361

71,970,773

68,661,851

71,920,254

Average potential dilutive common shares

29,288

21,138

25,808

17,180

Average common shares outstanding - assuming dilution

68,079,649

71,991,911

68,687,659

71,937,434

Basic EPS

$

3.09

$

2.47

$

5.64

$

3.90

Diluted EPS

$

3.09

$

2.46

$

5.64

$

3.90

For the quarters

and six months ended June 30, 2025 and 2024, the

Corporation calculated the impact of potential dilutive common

shares under the treasury stock method, consistent with the method used for the preparation of the financial statements for the year

ended December 31, 2024. For a discussion of the

calculation under the treasury stock method, refer

to Note 30 of the Consolidated

Financial Statements included in the 2024 Form 10-K.

Note 26 – Revenue from contracts with customers

The

table

the

revenue

streams

from

with

customers

by

segment

for

the

Six

BPPR

BPPR

$

36,194

$

2,632

$

72,650

$

5,230

Other service fees:

Debit card fees

27,707

53,941

Insurance fees, excluding reinsurance

8,719

2,223

16,400

3,910

Credit card fees, excluding late fees and membership

fees

28,145

53,530

Sale and administration of investment products

9,058

18,031

Trust fees

6,879

13,510

Total revenue from

contracts with customers [1]

$

116,702

$

5,400

$

228,062

$

10,288

[1]

The amounts include intersegment transactions of $

0.6

1.2

million, respectively, for the

quarter and six months ended June 30, 2025.

Six

BPPR

BPPR

$

35,055

$

2,471

$

70,071

$

4,897

Other service fees:

Debit card fees [2]

26,976

52,311

Insurance fees, excluding reinsurance

11,708

1,600

22,264

3,446

Credit card fees, excluding late fees and membership

fees [2]

26,125

50,639

Sale and administration of investment products

7,850

15,277

Trust fees

6,923

13,908

Total revenue from

contracts with customers [1]

$

114,637

$

4,639

$

224,470

$

9,568

[1]

The amounts include intersegment transactions of $

2.7

3.3

million, respectively, for the

quarter and six months ended June 30, 2024.

[2]

Effective in the third quarter of 2024, the Corporation

reclassified certain interchange fees, which were

previously included jointly with credit card fees

from common network activity,

as debit card fees. For the quarter and six month period

ended June 30, 2024, interchange fees of $

10.9

22.2

million were reclassified.

Revenue from contracts with

customers is recognized when,

or as, the performance

obligations are satisfied by

the Corporation by

transferring the promised services to the customers based on ASC 606 Revenue

from Contracts with Customers. Revenue streams

identified from contracts with customers, as

listed above, will have certain timing for

recognition based on the nature of

the contract

including when

the obligation is

satisfied and/or services

are rendered. Service

charges on

deposit accounts, debit

card fees,

and

credit card

fees are

recognized at

a point

in time,

occurrence of

an activity

or an

event. Interchange

fees on

debit and

credit

card

are

recognized upon

of

the

payment

transaction. For

more

details

over

nature

and

timing

of

revenue streams from contracts with customers refer to Note 31 on the

2024 Form 10-K for a complete description of the nature and

timing of revenue streams from contracts with customers.

Note 27 – Leases

The

Corporation enters

in

the

of

into

operating and

finance

leases

for

land,

buildings

and

equipment.

These contracts generally do not include purchase options or residual value guarantees.

The remaining lease terms of

0.11

to

29.5

years

considers options

to

extend the

leases for

up

to

years. The

Corporation identifies

leases when

it

has

both the

right to

obtain substantially all of the economic benefits from

the use of the asset and the right to direct

the use of the asset.

recognizes right-of-use

assets (“ROU

assets”) and

lease liabilities

operating and

finance leases

in its

Consolidated Statements of Financial Condition under the caption of other assets and other liabilities, respectively. Refer to Note 12

and

Note

to

the

Statements,

for

on

the

balances of

these

lease

assets

and

liabilities.

The Corporation uses the incremental

borrowing rate for purposes of

discounting lease payments for operating and

finance leases,

since it

does not have

enough information to

determine the rates

implicit in the

leases. The discount

rates are based

on fixed-rate

and

fully

amortizing

of

its

banking

that

are

collateralized.

For

leases

held

by

non-banking

subsidiaries, a credit spread is added to this rate

based on financing transactions with a

similar credit risk profile.

The following table presents the undiscounted

cash flows of operating and finance leases for

each of the following periods:

Remaining

Later

Years

Total Lease

Payments

Less: Imputed

Total

Operating Leases

$

14,190

$

21,975

$

16,790

$

14,278

$

12,184

$

35,255

$

114,672

$

(16,097)

$

98,575

Finance Leases

2,242

4,222

2,927

2,592

2,415

9,530

23,928

(2,612)

21,316

The following table presents the lease cost recognized

by the Corporation in the Consolidated

Statements of Operations as follows:

Six

Finance lease cost:

Amortization of ROU assets

$

$

$

1,493

$

1,497

Interest on lease liabilities

Operating lease cost

7,599

7,650

15,148

15,338

Short-term lease cost

Variable lease cost

Sublease income

(20)

(21)

(40)

(41)

Total lease cost

[1]

$

8,819

$

8,794

$

17,572

$

17,632

[1]

Total lease cost

is recognized as part of net occupancy expense.

The

table

supplemental

cash

flow

and

other

related

related

to

and

finance

leases.

Cash paid for amounts included in the measurement of

lease liabilities:

Operating cash flows from operating leases

$

15,610

$

15,689

Operating cash flows from finance leases

Financing cash flows from finance leases

1,829

1,774

ROU assets obtained in exchange for new lease obligations:

$

5,832

$

1,463

Weighted-average remaining lease term:

7.5

years

7.2

years

Finance leases

7.9

years

8.0

years

Weighted-average discount rate:

3.5

%

3.3

%

Finance leases

3.5

%

3.8

%

Note 28 – Pension and postretirement benefits

The

has

a

non-contributory

defined

benefit

pension

plan

and

supplementary

pension

benefit

restoration

plans

for

regular employees of

certain of its

subsidiaries (the “Pension

Plans”). The accrual

of benefits under

the Pension Plans

is frozen to

all

participants.

The

also

certain

postretirement

health

care

benefits

for

retired

of

certain

subsidiaries (the “OPEB Plan”).

The components of net periodic cost for the

Pension Plans and the OPEB Plan for the periods presented

were as follows:

Personnel Cost:

Service cost

$

$

$

$

Interest cost

7,411

7,558

1,291

1,421

Expected return on plan assets

(8,069)

(8,594)

Amortization of prior service cost/(credit)

Amortization of net loss (gain)

3,449

4,166

(1,177)

(548)

Total net periodic

pension cost

$

2,791

$

3,130

$

$

Personnel Cost:

Service cost

$

$

$

$

Interest cost

14,821

15,117

2,582

2,843

Expected return on plan assets

(16,138)

(17,188)

Amortization prior service cost/(credit)

Amortization of net loss

6,899

8,332

(2,354)

(1,096)

Total net periodic

pension cost

$

5,582

$

6,261

$

$

1,810

The

paid

the

contributions

to

the

plans

for

the

six

months

ended

June

30,

and

expects

to

pay

the

following contributions for the year ending December

31, 2025.

For the year ending

December 31, 2025

$

$

$

3,223

$

5,428

Note 29 - Stock-based compensation

Incentive Plan

On May 12,

2020, the stockholders of

the Corporation approved the

2020 Omnibus Incentive Plan,

which permits the

Corporation to

issue several

types of

stock-based compensation

to employees

and directors

of the

Corporation and/or

any of

its

subsidiaries (the

“2020 Incentive

Plan”). The

2020 Incentive

Plan replaced

the Popular,

Inc. 2004

Omnibus Incentive

Plan, which

was in effect

prior to the adoption of

the 2020 Incentive Plan (the

“2004 Incentive Plan” and, together

with the 2020 Incentive

Plan,

the “Incentive Plan”). Participants under the Incentive Plan are designated by the Talent and Compensation Committee of the Board

of Directors (or its delegate, as determined by the Board). Under the Incentive Plan, the Corporation has issued restricted stock and

performance shares to its employees and restricted

stock and restricted stock units (“RSUs”)

to its directors.

The restricted

stock granted

Incentive Plan

to employees

becomes vested

the employees’

continued service

with

Popular.

Unless otherwise stated in an agreement, the compensation cost associated with the shares of restricted stock

granted prior to 2021 was determined based on a two-prong vesting schedule. These grants include ratable vesting over five or four

years commencing at the date of grant (“the graduated vesting portion”) with a portion vested at termination of employment after

attainment of 55 years of age and 10 years of service or 60 years of age and 5 years of service (“the retirement vesting portion”).

The graduated vesting portion is accelerated at termination of employment after attaining the earlier of 55 years of age and 10 years

of service or 60 years of age and 5 years of service. Restricted stock granted on or after 2021 have ratable vesting in equal annual

installments over a period of 4 years or 3 years, depending on the classification of the employee. The vesting schedule is

accelerated at termination of employment after attaining the earlier of 55 years of age and 10 years of service or 60 years of age

and 5 years of service.

The

performance share

awards

granted

under

the

Incentive

Plan

consist

of

the

opportunity

to

receive

shares

of

Inc.’s

common stock provided that the Corporation achieves certain goals during a three-year performance cycle.

The goals will be based

on

two

metrics

equally:

the

Relative

Total

Shareholder

Return

(“TSR”)

and

the

Absolute

Return

on

Average

Common Equity

(“ROATCE”). The

TSR metric

is a

market condition

under ASC

For equity

settled awards

market

conditions, the

is determined

as of

the grant

date and

is not

subsequently revised

actual performance.

The

ROATCE metric

is a performance condition under

ASC 718.

The fair value is

determined based on the probability of

achieving the

ROATCE

goal as

of each

reporting period.

The TSR

and ROATCE

metrics are

equally weighted

and work

independently.

The

number of shares that will ultimately vest ranges from 50% to a 150% target based on both market (TSR) and performance

(ROATCE) conditions. The performance shares will vest at the end of the three-year performance cycle. If a participant terminates

employment after attaining the earlier of 55 years of age and 10 years of service or 60 years of age and 5 years of service, the

performance shares shall continue outstanding and vest at the end of the performance cycle.

The

table

summarizes

the

stock

and

shares

activity

under

the

Incentive

Plan

for

members

of

management.

(Not in thousands)

Shares

Weighted-Average

Grant Date Fair

Value

Non-vested at December 31, 2023

299,896

$

58.20

Granted

242,474

86.62

Performance Shares Quantity Adjustment

(18,650)

87.79

Vested

(267,873)

74.26

(7,939)

50.68

Non-vested at December 31, 2024

247,908

$

66.86

Granted

241,762

100.67

Performance Shares Quantity Adjustment

48,923

92.33

Vested

(277,721)

90.69

(5,515)

60.68

Non-vested at June 30, 2025

255,357

$

77.90

During

the

quarter

ended

June

30,

2025,

121,649

shares

of

stock

(June

30,

–

97,732

)

were

awarded

to

management under the Incentive

Plan. During the

quarters ended June 30,

2025 and 2024,

no

performance shares were awarded

to management under the Incentive Plan.

During the six months ended June 30, 2025,

194,268

shares of restricted stock (June 30,

2024 –

175,591

) and

47,494

performance shares (June 30, 2024 -

65,225

) were awarded to management under the

Incentive Plan.

During the quarter ended June 30, 2025, the Corporation recognized

$

6.9

million of restricted stock expense related to management

incentive awards, with a tax benefit of $

1.0

4.1

million, with a tax benefit of $

1.0

million). For the six months

ended

June

30,

2025,

the

$

14.4

million

of

stock

expense

related

to

incentive

awards, with a tax benefit of $

1.6

10.5

million, with a tax benefit of $

1.7

million). For the six months ended

June 30, 2025, the fair market value

of the restricted stock and performance shares vested

was $

20.0

million on the grant date and

$

27.4

million

at

vesting date.

This

differential

triggers

a

windfall of

$

2.7

million

that

was recorded

as

a

reduction on

income

tax

expense. During the

quarter ended June

30, 2025, the Corporation

recognized $

0.8

million of performance shares

expense, with a

tax benefit of $

thousand due to performance shares target

adjustment (June 30, 2024 -

$

(0.9)

million, with a tax benefit

of $

(55)

thousand).

For the six months ended June

30, 2025, the Corporation recognized $

4.2

million of performance shares expense, with

a tax benefit

of $

0.5

million (June 30,

4.1

million, with a

$

0.3

The total unrecognized compensation

cost related to non-vested restricted stock awards

and performance shares to members of management

at June 30, 2025 was $

17.6

million and is expected to be recognized over a

weighted-average period of

1.65

years.

The following table summarizes the restricted stock

activity under the Incentive Plan for members of

the Board of Directors:

(Not in thousands)

RSUs / Restricted stock

Weighted-Average Grant

Date Fair Value per Unit

Non-vested at December 31, 2023

$

Granted

25,462

89.51

Vested

(25,462)

89.51

Non-vested at December 31, 2024

$

Granted

22,050

99.42

Vested

(2,937)

92.45

Non-vested at June 30, 2025

19,113

$

99.42

The

equity

awards

granted to

members of

the Board

of

Directors of

Inc.

(the

“Directors”) after

May

will

vest

and

become non-forfeitable on the first anniversary of the grant date of

such award. Equity awards granted to the Directors may be

paid

in either common stock or RSUs, at each Director’s

election. If RSUs are elected, the Directors may defer the delivery of the shares

of common stock underlying

the RSUs award until

their retirement. To

the extent that cash

dividends are paid on

outstanding common stock, the Directors

will receive an additional number of RSUs

that reflect a reinvested dividend equivalent.

During the quarter ended June 30, 2025,

17,816

RSUs and

2,688

shares of restricted stock were granted to the Directors (June 30,

20,411

RSUs

and

1,392

shares

of

unrestricted stock)

and the

Corporation recognized

$

0.4

million

of

expense related

to

these shares with

a tax benefit

of $

thousand (June 30,

1.9

million with a

$

0.4

million). For the

granted

19,362

RSUs and

2,688

shares of restricted stock

to the Directors (June

30, 2024 -

21,606

RSUs

and

1,392

shares

of

unrestricted

stock)

and

the

$

0.7

million

of

expense

related

to

these

shares, with

a tax

benefit of $

0.1

million, (June

  • $

2.1

million, with a

$

0.4

million). The fair

value at vesting

date of the RSUs vested during the six months

ended June 30, 2025 for the Directors was

$

2.2

Note 30 – Income taxes

The table below presents a reconciliation of

the statutory income tax rate to the effective income tax

rate:

Amount

income

Amount

income

Computed income tax expense at statutory rates

$

96,871

37.5

%

$

81,843

37.5

%

Net benefit of tax exempt income

(45,374)

(17.6)

(33,220)

(15.2)

Effect of income subject to preferential tax rate

(606)

(0.2)

1,272

0.6

Deferred tax asset valuation allowance

4,050

1.6

(235)

(0.1)

Difference in tax rates due to multiple jurisdictions

(2,282)

(0.9)

(4,456)

(2.1)

Other tax benefits

(4,500)

(2.1)

State and local taxes

0.1

2,204

1.0

Others

(5,189)

(2.0)

(2,449)

(1.1)

$

47,884

18.5

%

$

40,459

18.5

%

Amount

income

Amount

income

Computed income tax expense at statutory rates

$

180,333

37.5

%

$

141,412

37.5

%

Net benefit of tax exempt income

(85,329)

(17.7)

(61,979)

(16.4)

Effect of income subject to preferential tax rate

(1,519)

(0.3)

(148)

Deferred tax asset valuation allowance

7,932

1.6

2,328

0.6

Difference in tax rates due to multiple jurisdictions

(5,257)

(1.1)

(5,129)

(1.4)

Other tax benefits

(4,500)

(1.2)

Tax on intercompany

[1]

24,325

6.4

U.S., States, and local taxes

4,450

0.9

3,240

0.9

Others

(7,663)

(1.6)

(3,522)

(0.9)

$

92,947

19.3

%

$

96,027

25.5

%

[1]

16.5

million of out-of-period adjustment recorded during the

first quarter of 2024.

Deferred income taxes reflect the

net tax effects

of temporary differences between the

carrying amounts of assets and

liabilities for

financial reporting

purposes and

their tax

bases. Significant

components of

liabilities at

June 30, 2025, and December 31, 2024, were

as follows:

PR

US

Total

Deferred tax assets:

Tax credits available

for carryforward

$

4,861

$

32,925

$

37,786

Net operating loss and other carryforward available

59,441

594,642

654,083

Postretirement and pension benefits

28,197

28,197

245,070

28,339

273,409

Deferred loan origination fees/cost

3,005

(2,702)

Depreciation

7,700

7,551

15,251

FDIC-assisted transaction

152,665

152,665

Lease liability

27,417

13,953

41,370

Unrealized net loss on investment securities

202,822

15,914

218,736

Difference in outside basis from pass-through entities

53,043

53,043

Mortgage Servicing Rights

14,561

14,561

36,015

8,743

44,758

tax assets

834,797

699,365

1,534,162

Deferred tax liabilities:

Intangibles

90,392

57,493

147,885

Right of use assets

24,908

12,280

37,188

Loans acquired

17,471

17,471

7,138

7,567

tax liabilities

139,909

70,202

210,111

Valuation allowance

76,804

386,914

463,718

Net deferred tax asset

$

618,084

$

242,249

$

860,333

PR

US

Total

Deferred tax assets:

Tax credits available

for carryforward

$

4,861

$

24,728

$

29,589

Net operating loss and other carryforward available

52,211

610,279

662,490

Postretirement and pension benefits

27,786

27,786

247,153

24,415

271,568

Depreciation

7,700

7,229

14,929

FDIC-assisted transaction

152,665

152,665

Lease liability

25,167

16,451

41,618

Unrealized net loss on investment securities

252,411

20,996

273,407

Difference in outside basis from pass-through entities

50,144

50,144

Mortgage Servicing Rights

14,475

14,475

41,127

9,072

50,199

tax assets

875,700

713,170

1,588,870

Deferred tax liabilities:

Intangibles

88,351

55,926

144,277

Right of use assets

22,784

14,454

37,238

Deferred loan origination fees/cost

(1,880)

2,085

Loans acquired

18,415

18,415

6,799

7,228

tax liabilities

134,469

72,894

207,363

Valuation allowance

69,837

386,914

456,751

Net deferred tax asset

$

671,394

$

253,362

$

924,756

The net

assets

shown in

the table

above at

2025, is

reflected in

Condition as $

862.1

million in net

deferred tax assets

in the “Other assets”

caption (December 31,

926.3

million) and $

1.8

million in deferred tax liabilities in the “Other liabilities” caption

(December 31, 2024 - $

1.6

million), reflecting the aggregate deferred

tax assets or

liabilities of individual

tax-paying subsidiaries of the

Corporation in their

respective tax jurisdiction, Puerto

Rico or the

United States.

At

June

30,

2025,

the

net

tax

assets

of

the

U.S.

to

$

629.1

million

with

a

of

$

386.9

million, for

net

assets

after valuation

allowance of

$

242.2

million. The

Corporation evaluates

on

a

quarterly

basis the

realization of

the deferred

tax asset

by taxing

jurisdiction.

The U.

S. operations

sustained profitability

for the

last three

years

and

better

results

than

projected

for

the

period

ended

June

30,

These

historical

results

are

objectively

verifiable positive evidence, evaluated together

with the positive evidence

of stable credit metrics,

in combination with the

length of

the

expiration

of

the

NOLs.

On

the

other

hand,

the

evaluated

the

evidence

accumulated

over

the

years,

including financial results lower than expectations and challenges to the economy due to inflationary pressures that could stem from

U. S. tariff policies and global geopolitical challenges,

in addition to the economic effect of cuts in federal government spending that

could negatively impact U. S. operations’ achieving expected pre-tax

income levels.

As of June 30, 2025, after weighting all positive

and negative evidence,

the Corporation concluded

that it is

more likely than

not that $

242.2

million of the

deferred tax assets

from

the

U.S.

operations, comprised

mainly

of

net

operating losses,

will

be

realized. The

Corporation based

this

determination on

its

estimated earnings

available to

realize the

assets for

the remaining

carryforward period,

together with

the historical

level

of

book

income

by

permanent

differences.

will

continue

to

monitor

and

review

the

U.S.

operation’s

results, including recent earnings trends, the pre-tax earnings

forecast, any new tax initiative, and other factors,

including net income

versus forecast, targeted loan growth, net interest income margin, changes in deposit costs, allowance

for credit losses, charge offs,

non-performing loans

held-in-portfolio (“NPLs”)

inflows

and

non-performing asset

(“NPA”)

balances. Significant

changes

in these

factors or sustainable continuance of financial improvement

could impact the future realization of the deferred

tax assets.

2025, the Corporation’s

net deferred tax

assets related to

its Puerto Rico

operations amounted to

$

618.1

The

Corporation’s Puerto Rico

Banking operation has

a historical record

of profitability.

This is considered

a strong piece

of objectively

verifiable positive evidence that outweighs any

negative evidence considered by Management in

the evaluation of the realization

of

the

tax

assets.

Based

on

this

evidence

and

of

future

taxable

income,

the

has

concluded that it is more likely than not that such net

deferred tax assets of the Puerto Rico Banking

operations will be realized.

The Holding Company operation has been in a cumulative

loss position in recent years.

Management expects these losses will be a

trend

in

future

years.

This

objectively

verifiable

evidence is

considered

by

Management strong

evidence that

suggests that

income in

future years

will be

insufficient to

support the

realization of

all deferred

tax assets.

After weighting

of all

positive

and

negative evidence

Management concluded,

as

of

the reporting

date,

that

it

is

more

likely

than

not that

the

Holding

Company will not be

able to realize any

portion of the deferred tax

assets. Accordingly, the

Corporation has maintained a valuation

allowance on the deferred tax assets of $

76.8

million as of June 30, 2025.

The reconciliation of unrecognized tax benefits, excluding

interest, was as follows:

Balance at January 1

$

1.5

$

1.5

Balance at March 31

$

1.5

$

1.5

Balance at June 30

$

1.5

$

1.5

At June

accrued interest

recognized in the

statement of

financial condition

$

2.5

million

(December 31, 2024 -

$

2.4

million). Management determined that at

June 30, 2025 and December

31, 2024, there was

no

need to

accrue for the payment of

penalties. The Corporation’s policy is to

report interest related to unrecognized tax benefits

in income tax

expense, while the penalties, if any, are reported in other operating expenses

in the Consolidated Statements of Operations.

After consideration

of the

effect on

U.S. federal

tax of

unrecognized U.S.

state tax

benefits, the

total amount

of unrecognized

tax

benefits that if recognized, would affect the Corporation’s effective tax rate, was $

3.0

million at June 30, 2025 (December 31, 2024 -

$

3.0

The amount of

unrecognized tax benefits

may increase or

decrease in the

future for various

reasons including adding amounts

for

current

tax

year

positions,

expiration

of

open

income

tax

returns

due

to

the

statutes

of

limitation,

changes

in

Management’s

judgment about

the level

of uncertainty,

status of

examinations, litigation

and legislative

activity and

the addition

or elimination

of

uncertain tax positions.

The Corporation does not

anticipate a reduction

in the total

amount of unrecognized tax

benefits within the

next 12 months.

The

Corporation and

its subsidiaries

file

returns in

Puerto

U.S. federal

jurisdiction, various

U.S. states

and

political

subdivisions,

and

foreign

jurisdictions.

At

June

30,

2025,

the

years

remain

subject

to

examination

in

the

U.S.

Federal jurisdiction: 2021 and thereafter; and in

the Puerto Rico jurisdiction, 2018 and thereafter.

Note 31 – Supplemental disclosure on the consolidated

statements of cash flows

Additional disclosures on cash flow information and

non-cash activities for the six months ended June

30, 2025 and June 30, 2024

are listed in the following table:

Non-cash activities:

Loans transferred to other real estate

$

14,006

$

25,922

Loans transferred to other property

45,065

38,867

Total loans transferred

to foreclosed assets

59,071

64,789

Loans transferred to other assets

26,604

25,427

Financed sales of other real estate assets

2,580

6,220

Financed sales of other foreclosed assets

29,089

26,894

Total financed sales

of foreclosed assets

31,669

33,114

Financed sale of premises and equipment

29,727

38,715

Transfers from loans held-in-portfolio to

loans held-for-sale

2,662

7,505

Transfers from loans held-for-sale to loans

1,224

2,896

Loans securitized into investment securities

[1]

6,852

4,806

Trades receivable from brokers and counterparties

26,198

Trades payable to brokers and counterparties

593,949

24,603

Net change in receivables from investments maturities

14,377

124,000

Recognition of mortgage servicing rights on securitizations

or asset transfers

Loans booked under the GNMA buy-back option

3,339

3,437

Capitalization of lease right of use asset

9,143

1,946

[1]

Includes loans securitized into trading securities and subsequently

sold before quarter end.

The following table provides a reconciliation of

cash and due from banks, and restricted cash

reported within the Consolidated

Statement of Financial Condition that sum to the total of

the same such amounts shown in the Consolidated

Statement of Cash

Flows.

$

394,211

$

348,170

Restricted cash and due from banks

6,420

11,803

Restricted cash in money market investments

10,371

7,286

Total cash and due

from banks, and restricted cash

[2]

$

411,002

$

367,259

[2]

Refer to Note 4 - Restrictions on cash and due from banks

and certain securities for nature of restrictions.

Note 32 – Segment reporting

The

corporate

structure

consists

of

two

–

Banco Popular de Puerto Rico and Popular U.S.

Management determined the reportable segments based on the internal reporting used to evaluate performance and to assess

where to allocate resources.

The segments were

determined based on the

organizational structure, which focuses

primarily on the

markets the segments serve, as well as on the products

and services offered by the segments.

The chief operating

decision maker (“CODM”) of

the Corporation is

the Chief Executive

Officer (“CEO”) who

utilizes net income

as

one of

the segment

profitability measures,

to evaluate

the performance

of each

reportable segment and

assess where

to allocate

resources effectively.

The CEO

receives

profitability reports

that

include net

income

per segment,

net

interest income

and

other

income

and expense

categories. The

CODM uses

the segment’s

and components

of net

income, including

segment

revenues and

expenses to

assess performance

and to

manage important

aspects by

each reportable

such as

human

capital, investment in technology, making budget allocations,

as well as other strategic decisions.

Banco Popular de Puerto Rico:

The Banco

Popular de

reportable segment

includes commercial,

consumer and

retail banking

operations, as

well as

mortgage and auto lending operations conducted

at BPPR, including U.S. based activities conducted

through its New York

Branch.

Other financial

services within the

BPPR segment

include the trust

service units

of BPPR,

asset management services

of Popular

Asset Management and

the brokerage operations

of Popular Securities,

and the insurance

agency and reinsurance

businesses of

Popular Insurance, Popular Risk Services, Popular Life

Re, and Popular Re.

Popular U.S.:

Popular U.S. reportable segment

consists of the

banking operations of Popular

Bank (PB), Popular Insurance

Agency, U.S.A.,

and

PEF.

PB

operates through

a retail

branch network

in the

U.S. mainland

name of

and equipment

leasing and

financing services through PEF.

Popular Insurance Agency,

U.S.A. offers investment and insurance

services across the PB

branch

network.

The Corporate group

consists primarily of

the holding companies

Popular, Inc.,

Popular North America,

Popular International Bank

and certain of the Corporation’s investments accounted for under

the equity method, including BHD.

The

policies

of

the

individual

are

the

same

as

those

of

the

Transactions

between

reportable segments are primarily conducted at market rates, resulting

in profits that are eliminated for reporting consolidated results

of

operations. Assets

representing transactions

between reportable

or

the

group

are

also

eliminated in

the

tables presented below.

The tables that follow present the results of operations

and total assets by reportable segments:

BPPR

$

748,712

$

195,668

$

(1,041)

210,237

93,474

(1,041)

538,475

102,194

42,452

6,532

145,685

7,421

164,794

27,387

13,025

2,450

64,226

10,345

37,276

10,344

2,266

[1]

132,004

28,021

421,909

71,196

219,799

31,887

35,256

9,280

$

184,543

$

22,607

$

$

60,926,458

$

14,865,364

$

(120,633)

Inc.

$

943,339

$

1,578

$

(1,045)

$

943,872

302,670

10,698

(1,045)

312,323

640,669

(9,120)

631,549

48,984

(43)

48,941

153,106

16,107

(736)

168,477

192,181

37,174

229,355

15,475

12,887

(254)

28,108

74,571

10,125

84,696

37,858

37,861

12,610

13,039

[1]

160,025

(60,181)

(527)

99,317

493,105

(781)

492,761

251,686

6,593

258,324

44,536

3,277

47,884

$

207,150

$

3,316

$

(26)

$

210,440

$

75,671,189

$

5,786,893

$

(5,392,992)

$

[1]

equipment expense, excluding depreciation, other operating

taxes,

BPPR

$

1,480,600

$

382,060

$

(2,722)

420,233

186,924

(2,722)

1,060,367

195,136

95,964

17,142

283,190

13,564

316,078

52,829

26,084

5,189

128,377

20,433

74,455

1,179

20,038

4,463

[1]

260,758

53,640

826,372

138,133

421,221

53,425

70,699

16,002

$

350,522

$

37,423

$

$

60,926,458

$

14,865,364

$

(120,633)

Total

$

1,859,938

$

3,114

$

(2,182)

$

1,860,870

604,435

21,471

(2,182)

623,724

1,255,503

(18,357)

113,106

(84)

113,022

296,754

25,136

(1,352)

320,538

368,907

73,161

442,068

31,273

24,244

(584)

54,933

148,810

19,554

168,364

75,634

75,642

24,501

25,319

[1]

314,398

(116,583)

(1,350)

196,465

964,505

1,202

(1,934)

963,773

474,646

5,661

480,889

86,701

5,952

92,947

Net income (loss)

$

387,945

$

(291)

$

$

387,942

$

75,671,189

$

5,786,893

$

(5,392,992)

$

[1]

BPPR

$

737,342

$

186,595

$

(2,622)

248,597

100,744

(2,622)

488,745

85,851

50,382

(3,563)

152,354

6,000

145,764

26,062

14,568

3,154

60,256

9,784

38,537

13,317

2,204

[1]

127,106

27,608

399,972

69,677

190,745

25,737

33,540

7,989

$

157,205

$

17,748

$

$

58,464,408

$

14,287,739

$

(264,040)

Inc.

921,315

4,390

(3,798)

921,907

346,719

10,674

(3,798)

353,595

$

574,596

$

(6,284)

$

$

568,312

46,819

(25)

46,794

158,354

10,716

(2,764)

166,306

171,826

25,598

197,424

17,722

20,324

(302)

37,744

70,040

9,712

79,752

39,092

39,096

15,521

15,888

[1]

154,714

(54,854)

(922)

98,938

469,649

1,151

(1,224)

469,576

216,482

3,306

(1,540)

218,248

Income tax expense (benefit)

41,529

(476)

(594)

40,459

$

174,953

$

3,782

$

(946)

$

177,789

$

72,488,107

$

5,828,667

$

(5,471,702)

$

72,845,072

[1]

BPPR

$

1,451,330

$

369,478

$

(5,909)

489,744

198,774

(5,909)

961,586

170,704

111,062

7,872

298,023

13,120

(56)

298,690

53,206

26,936

6,633

(56)

123,440

18,684

72,091

1,188

26,326

4,147

[1]

258,879

55,240

807,270

139,719

(56)

341,277

36,233

62,746

11,445

$

278,531

$

24,788

$

$

58,464,408

$

14,287,739

$

(264,040)

Total

$

1,814,899

$

8,189

$

(7,040)

$

1,816,048

682,609

21,423

(7,040)

696,992

1,132,290

(13,234)

118,934

119,392

311,087

22,438

(3,401)

330,124

351,896

60,905

412,801

33,513

33,728

(579)

66,662

142,124

17,090

159,214

73,279

73,290

1,529

1,529

30,473

31,249

[1]

314,119

(104,339)

(1,836)

207,944

946,933

8,171

(2,415)

952,689

377,510

(986)

377,099

Income tax expense (benefit)

74,191

22,200

(364)

96,027

$

303,319

$

(21,625)

$

(622)

$

281,072

$

72,488,107

$

5,828,667

$

(5,471,702)

$

72,845,072

[1]

Geographic Information

The following information presents selected

financial information based on the

geographic location where the Corporation conducts

its business. The

banking operations of BPPR

are primarily based in

Puerto Rico, where it

has the largest retail

banking franchise.

BPPR

also

conducts

banking

in

the

U.S.

Virgin

Islands,

the

British

Virgin

Islands

and

New

York.

banking

operations in

the mainland

include commercial

lending activities

in addition

to

periodic loan

participations with

PB.

During

the

six

months

ended

June

30,

2025,

BPPR

participated

in

loans

originated

by

PB

totaling

$

million

(2024

did

no

t

participate). Total

assets for

the BPPR

segment related

to its

operations in the

$

1.4

billion (December

31, 2024

  • $

1.6

billion), including $

multifamily loans (December

31, 2024

  • $

million), $

million in commercial

real estate loans (December 31, 2024 - $

million), $

million in C&I loans (December 31, 2024 - $

million), and $

million

in unsecured personal loans

(December 31, 2024 -

$

million). During the six

2025, the BPPR segment

generated $

51.4

60.1

million) in revenues from its operations in the United States, mainly from net interest

income. In the

Virgin Islands, the BPPR

segment offers banking

products, including loans and

deposits. Total

assets for the BPPR

segment related to

its operations in

the U.S. and

British Virgin Islands

amounted to $

1.1

billion (December 31, 2024

  • $

1.0

The BPPR segment generated $

25.0

million in revenues during the six months ended June 30, 2025 (June 30, 2024 - $

21.3

million)

from its operations in the U.S. and British

Virgin Islands.

Geographic Information

Quarter ended

Revenues:

[1]

$

636,232

$

586,338

$

1,246,193

$

1,152,082

139,274

127,011

266,490

253,752

Other

24,520

21,269

45,001

43,346

Total consolidated

revenues

$

800,026

$

734,618

$

1,557,684

$

1,449,180

[1]

Total revenues include

net interest income, service charges on deposit accounts,

other service fees, mortgage banking activities, net

gain (loss),

including impairment, on equity securities, net gain on trading

account debt securities, adjustments to indemnity reserves

on loans sold, and

other operating income.

Selected Balance Sheet Information:

$

58,522,143

$

55,888,211

Loans

24,979,110

24,154,610

53,876,271

52,099,309

$

16,236,670

$

15,890,339

Loans

12,686,305

12,431,859

11,529,189

11,030,879

Other

$

1,306,277

$

1,266,833

Loans

522,661

526,606

[1]

1,812,031

1,754,157

[1]

Represents deposits from BPPR operations located in the

U.S. and British Virgin Islands.

AND RESULTS OF OPERATIONS

This

report

and

(“MD&A”)

of

the

consolidated

and

of

Inc.

(the

“Corporation”

or

“Popular”). All

accompanying

tables,

and

notes

elsewhere in this report should be considered an

integral part of this analysis.

The Corporation is a

diversified, publicly owned financial holding company subject

to the supervision and regulation

of the Board of

Governors of the Federal Reserve System. The Corporation has

operations in Puerto Rico, the United States (“U.S.”) mainland and

the U.S. and British Virgin Islands. In Puerto Rico, the

Corporation provides retail, mortgage,

commercial banking services and auto

and equipment

leasing and

financing through its

principal banking subsidiary,

Banco Popular de

(“BPPR”), as

well as

broker-dealer

and

services

through

specialized

In

the

U.S.

mainland,

the

retail,

mortgage, and commercial

banking services, as

well as

equipment leasing and

financing, through its

-chartered banking

subsidiary, Popular Bank (“PB” or “Popular U.S.”), which has branches located in New York,

New Jersey and Florida. Note 32 to the

Consolidated Financial Statements presents information

about the Corporation’s business segments.

As a financial services company,

the Corporation’s earnings are significantly affected

by general business and economic conditions

in the

markets which

we serve.

Lending and

deposit activities

and fee

income generation

are influenced

by the

level of

spending and

investment, consumer

income, spending

and savings,

capital market

activities, competition,

customer preferences,

interest rate conditions and prevailing market rates

on competing products.

operates in

a highly

regulated environment

and may

be adversely

affected by

federal and

local laws

and

regulations.

Also,

competition

with

other

institutions,

as

well

as

with

non-traditional financial

service

providers

and

companies

that

provide

electronic

and

internet-based

solutions

and

services,

could

adversely

affect

its

profitability.

The

continuously

monitors

general

and

conditions,

industry-related

indicators

and

trends,

competition, interest rate volatility, credit quality indicators, loan, and deposit demand, operational and systems efficiencies, revenue

enhancements and changes in the regulation of financial

services companies.

The description of the Corporation’s business contained in

discusses additional

information about the business of the Corporation. Readers should also refer to “Part I - Item 1A” of the 2024 Form 10-K and “Part II

  • Item 1A” of this Form 10-Q for a discussion of certain risks and uncertainties to which the Corporation is subject, many beyond the

Corporation’s control that, in addition to the other information in

this Form 10-Q, readers should consider.

The Corporation’s common stock is traded on the NASDAQ

Global Select Market under the symbol BPOP.

SIGNIFICANT EVENTS

Capital Actions

On July 16, 2025, the Corporation announced

the following capital actions:

in the

Corporation’s quarterly

common stock

dividend from

$0.70 to

$0.75 per

share, commencing

dividend payable in the fourth quarter of 2025,

subject to the approval by the Corporation’s Board of Directors;

and

a new common stock repurchase program of up

to $500 million.

This new common stock repurchase program is in addition

to the $500 million common stock repurchase program

announced by the

Corporation on July 24, 2024 (the “2024

Repurchase Program”).

The

planned

common

stock

may

be

executed

in

open

market

privately

negotiated

transactions, block trades

or any other

manner determined by

the Corporation. The

timing, quantity and

price of such

will

be

subject

to

various

factors,

market

conditions,

the

capital

and

performance,

the

capital impact of strategic initiatives and regulatory and tax considerations.

The common stock repurchase program does not require

the Corporation to acquire a specific dollar amount or

number of shares and may be modified, suspended or terminated

at any time

without prior notice.

During

the

quarter

and

six

months

ended

June

30,

2025,

the

repurchased

shares

of

common

stock

for

$112.0 million at an average price of $98.54 per share and 2,406,959 shares

of common stock for $234.2 million at an average price

of $97.32 per share, respectively.

As of June 30, 2025, the

Corporation had repurchased a total of approximately 4.7 million

shares

of common stock for $451.5

million as part of the 2024 Repurchase

Program.

OVERVIEW

Financial highlights for the quarter ended June 30,

net income for

2025 amounted to

$210.4 million, an

$32.6 million when

compared to a net income of $177.8 million for the quarter ended June 30, 2024. Higher net income was mainly driven by higher net

interest income, offset in part by an increase in operating

expense and income tax expense.

Financial highlights for the quarter ended June 30,

2025 include:

amounted to $631.5

million, an increase

of $63.2 million

when compared to

30, 2024, driven by

loan growth and higher

higher volume of U.S.

Treasuries with higher

yields, and lower cost

of

mainly

P.R.

public

and

re-pricing

at

PB,

offset

by

lower

income

from

money

market

securities. Net interest margin expanded by 27 bps to 3.49%. On a taxable

equivalent basis, net interest margin expanded

by 37 basis points to 3.85% driven by tax-exempt

investment securities at higher yields.

The provision for credit losses amounted to $48.9 million

for the quarter ended June 30, 2025,

an increase of $2.1 million

when

to

the

quarter

ended

June

30,

2024,

driven

by

in

the

loans

portfolio,

specifically in Commercial

Real Estate portfolio in

the PB segment

due to higher

qualitative reserves and changes

in the

macroeconomic

scenario,

offset

by

a

lower

in

the

BPPR

segment

due

to

lower

net

charge-offs

and

improvements of credit quality in the commercial

portfolio.

$168.5 million,

of $2.2

million when

30, 2024, mainly driven by higher

credit and debit card fee income,

higher investment management fees,

and a favorable

adjustment of

equity securities held

for deferred

benefit plans,

other operating

income

mainly related to the daily rental car business sold

during the fourth quarter of 2024.

Operating expenses amounted to $492.8 million for

the quarter, reflecting

an increase of $23.2 million when

The increase

was driven

mainly by

higher personnel

costs due

incentives,

partially offset by lower professional fees.

Income tax expense of

$47.9 million with an

effective tax rate

(“ETR”) of 18.5% during

the quarter ended June

compared to an income tax expense of $40.5

million with an ETR of 18.5% for the quarter ended

June 30, 2024.

At June

total assets

$76.1 billion,

$73.0 billion

at December

31,

$3.1 billion

is primarily

due to

higher balance

in the

available-for-sale (“AFS”)

securities portfolio

and an

increase across

most loan

portfolios,

mainly in

commercial, mortgage,

and construction,

balance in the held-to-maturity (“HTM”) investment

securities, money market investments, and a decrease in

other assets.

Deposits amounted to $67.2

billion at June 30, 2025,

an increase of $2.3

billion from December 31, 2024,

driven by P.R.

public deposits.

Stockholders’

equity

to

$6.0

billion

at

June

30,

2025,

to

$5.6

billion

at

The

Corporation and its

banking subsidiaries continue

to be

well capitalized. As

of June

Corporation’s tangible

book value

per common

share was

$75.41, an

$7.25 from

Common Equity

Tier

Capital ratio at June 30, 2025 was 15.91%,

compared to 16.03% at December 31, 2024.

Refer to Table 1 for selected financial data for the quarters ended June 30, 2025 and June

Table 1 - Financial Highlights

Financial Condition Highlights

Ending balances at

Average for the six months ended

$

$

$

(40,162)

$

6,314,487

$

6,477,180

$

(162,693)

28,283,970

26,244,977

2,038,993

28,642,361

28,034,347

608,014

Loans

[1]

1,075,001

37,310,383

35,226,488

2,083,895

Earning assets

72,812,832

69,739,000

3,073,832

72,267,231

69,738,015

2,529,216

3,019,707

75,391,749

72,800,664

2,591,085

2,333,146

66,112,327

64,529,716

1,582,611

1,414,494

1,176,126

238,368

1,120,666

1,045,181

75,485

Total liabilities

70,111,072

67,432,317

2,678,755

68,224,476

66,549,458

1,675,018

340,952

7,167,273

6,251,206

916,067

Note: Average balances exclude unrealized gains or losses on debt securities available-for-sale and the unrealized loss related to certain securities transferred from available-for-

sale to held-to-maturity.

Operating Highlights

$

631,549

$

568,312

$

63,237

$

$

$

118,090

48,941

46,794

2,147

113,022

119,392

(6,370)

168,477

166,306

2,171

320,538

330,124

(9,586)

Operating expenses

492,761

469,576

23,185

963,773

952,689

11,084

258,324

218,248

40,076

480,889

377,099

103,790

47,884

40,459

7,425

92,947

96,027

(3,080)

$

210,440

$

177,789

$

32,651

$

387,942

$

281,072

$

106,870

Net income applicable to common stock

$

210,087

$

177,436

$

32,651

$

387,236

$

280,366

$

106,870

Net income per common share – basic

$

3.09

$

2.47

$

0.62

$

5.64

$

3.90

$

1.74

Net income per common share – diluted

$

3.09

$

2.46

$

0.63

$

5.64

$

3.90

$

1.74

Dividends declared per common share

$

0.70

$

0.62

$

0.08

$

1.40

$

1.24

$

0.16

Selected Statistical Information

Common Stock Data

End market price

$

110.21

88.43

$

110.21

88.43

Book value per common share at period end

87.31

73.94

87.31

73.94

Profitability Ratios

Return on assets

1.11

%

0.97

%

1.04

%

0.77

%

Return on common equity

11.77

10.38

10.93

8.24

Net interest spread (non-taxable equivalent basis)

2.85

2.44

2.79

2.41

Net interest spread (taxable equivalent) - Non-GAAP

3.21

2.70

3.14

2.65

Net interest margin (non-taxable equivalent basis)

3.49

3.22

3.45

3.20

Net interest margin (taxable equivalent) - Non-GAAP

3.85

3.48

3.80

3.44

Capitalization Ratios

Average equity to average assets

9.48

%

8.60

%

9.51

%

8.59

%

Common equity Tier 1 capital

15.91

16.48

15.91

16.48

Tangible common

book value per common share (non-GAAP)

[2]

75.41

62.71

75.41

62.71

Return on average tangible common equity

[2]

13.26

11.77

12.32

9.35

Tier I capital

15.96

16.54

15.96

16.54

Total capital

17.70

18.30

17.70

18.30

Tier 1 leverage

8.51

8.53

8.51

8.53

[1]

Includes loans held-for-sale.

[2]

Refer to Table 10 for reconciliation to GAAP financial measures.

Non-GAAP Financial Measures

This Form 10-Q

contains financial information

prepared under accounting

principles generally accepted in

the United States

(“U.S.

GAAP”)

and

measures.

uses

when

it

is

determined

that

these

measures provide

meaningful information

about the

underlying performance

of the

Corporation’s ongoing

operations. Non-GAAP

financial measures used by the Corporation may not be comparable to similarly named non-GAAP financial measures used by

other

companies.

Adjusted net income - Non-GAAP Financial Measure

In

analyzing the

results on

a reported

basis, management

monitors whether

the

impact of

certain non-

recurring or

infrequent transactions

need to

be excluded

results of

operations to

present what

is then

considered to

be

net

of

the

believes

that

the

net

meaningful

about

the

of

the

ongoing

operations.

The

net

is

a

measure.

The

table

the

net

income

for

the

six

months

ended

June

30,

There

were

no

adjustments for the six months ended June 30, 2025.

Table 2 - Adjusted Net Income

for the Six Months Ended June 30, 2024 (Non-GAAP)

Income before

Income tax

expense

Total

U.S. GAAP Net income

$377,099

$96,027

$281,072

Non-GAAP Adjustments:

FDIC Special Assessment [1]

14,287

(5,234)

9,053

Adjustments related to intercompany distributions [2]

6,400

16,483

22,883

Adjusted net income (Non-GAAP)

$397,786

$84,778

$313,008

[1] Expense recorded during the first quarter of 2024 to

increase the estimate recognized during the fourth

quarter of 2023 related to the November 16,

2023 FDIC Special Assessment to recover the losses to the

deposit insurance fund used by the FDIC in connection

with the receiverships of several

failed banks. The special assessment amount and collection

period may change if the estimated loss is periodically

adjusted or if the total amount

collected varies.

[2] Income tax expense and other related expenses from

prior periods related to withholding taxes on certain

distributions from U.S. subsidiaries.

Net interest income on a taxable equivalent basis

– Non-GAAP Financial Measure

Net interest income, on

a taxable equivalent basis,

is presented with its

different components in Table

s

3 and 4 for

the quarter and

as compared

same period

in 2024,

segregated by

major categories

of interest

earning

assets and interest-bearing liabilities.

The

main

sources

of

tax-exempt

income

are

certain

loans

and

in

of

the

U.S.

its

agencies and sponsored entities, and

certain obligations of the

Commonwealth of Puerto Rico and

its agencies and assets

held by

the Corporation’s international

banking entities. On

tables 3 and

4, the interest

income has been

converted to a

taxable equivalent

basis, using the applicable statutory income tax rates for each period net of interest expense that the Puerto Rico tax law requires to

be disallowed, based on an equal proportion of tax-exempt assets to total assets, and by an allocation of general and administrative

expenses attributed to

exempt income, reducing

the benefit

of the

tax-exempt income. The

effective yield, on

a taxable

equivalent

basis, will vary depending on the

level of these expenses that are

attributed to the available exempt income.

Under Puerto Rico tax

law, the exempt interest can be

deducted up to the amount of taxable income. Management believes that this presentation provides

meaningful information since it facilitates the comparison

of revenues arising from taxable and exempt

sources.

Tangible Common Equity and Tangible Assets

tangible common equity ratio, tangible

assets and tangible book value

per common share are

financial measures.

common equity

ratio and

tangible book

value per

common share

should be

used in

conjunction with

more

traditional

bank

capital

ratios

commonly

used

by

banks

and

analysts

to

compare

the

capital

adequacy

of

banking

organizations

with

amounts

of

goodwill

or

other

intangible

assets,

typically

stemming

from

the

use

of

the

purchase

accounting method for

mergers and acquisitions.

tangible assets

and other related

measures should not

be

used

in

isolation

or

as

a substitute

for

stockholders' equity,

total

assets

or

any

other

measure calculated

in

accordance

with

GAAP.

Moreover, the

way the Corporation

calculates its tangible

tangible assets and

other related measures

may

differ from that of other companies reporting measures

with similar names.

Table

10 provides

a reconciliation of

total stockholders’ equity

to tangible common

equity and total

assets to tangible

assets

as of

CRITICAL ACCOUNTING POLICIES / ESTIMATES

The accounting and reporting policies followed by the Corporation

and its subsidiaries conform to U.S. GAAP and

general practices

within

the

services

industry.

Various

elements

of

the

policies,

by

their

nature,

are

inherently

subject to estimation techniques, valuation assumptions

and other subjective assessments.

has

the

development

and

selection

of

the

critical

with

the

Audit

Committee. The Corporation has identified as critical accounting estimates those related to: (i) Fair Value

Measurement of Financial

Instruments;

(ii)

Loans

and

for

Credit

Losses;

(iii)

Income

Taxes;

(iv)

and

Other

Intangible

Assets;

and

(v)

Pension and Postretirement

Benefit Obligations. For

a summary of

these critical accounting

estimates, refer to

the MD&A included

in

the

Form

10-K.

Also,

refer

to

Note

to

the

in

the

Form

10-K

for

a

summary of the Corporation’s significant accounting policies and to Note 3 to the Consolidated Financial Statements included in this

Form 10-Q for information on recently adopted accounting

standard updates.

STATEMENT

OF OPERATIONS ANALYSIS

NET INTEREST INCOME

The

net

income

for

the

quarter

ended

June

30,

was

$631.5

million

and

$63.2

compared to the same

quarter in 2024.

Higher net interest income

was supported by

an increase in average

deposit balances and

loan growth.

Net interest

income on

a taxable

for the

of 2025

was $697.2

million, an

$82.4 million.

Net interest margin (“NIM”) for the quarter was 3.49%, an increase

of 27 basis points when compared to the second quarter

On a

taxable equivalent

basis, net

interest margin

for the

of

2025 was

3.85% or

37 basis

points higher

than the

NIM expansion

was mainly

attributed to

lower deposit

costs driven

by the

high-cost deposits

market-linked, such

as P.R.

public deposits,

a higher

volume of

of U.S.

Treasuries.

Total cost of deposits decreased 32 basis points to 1.78%.

On a taxable equivalent basis, the main drivers of

the increase for the second quarter of 2025

were:

from

by

$21.5

due to

activity

at

supported

by

deposits growth.

The U.S.

Treasuries yield

increased 30

basis points

to the

of 2024

as

reinvestment of maturing debt securities along with

incremental balances are being reinvested

at higher current rates;

higher

income

from

loans

by

$40.4

million

from

higher

average

across

most

portfolios,

led

by

commercial, construction,

mortgage, auto

and lease

portfolios, resulting

from origination

activity.

Higher yields

auto, lease and

mortgage portfolios mitigated the

impact of lower

yields from the

commercial and construction portfolios,

due to

the impact of

short-term market rates

decline on adjustable-rate

loans. Overall, the

loan portfolio yield

by two basis points to 7.50%; and

lower interest expense on deposits

by $44.9 million or 32

basis points lower when compared to

the same period in 2024.

The cost

of interest-bearing

deposits decreased

by 45

basis points,

to the

P.R.

which decreased by 93 basis points to 3.22% and

a decrease in the cost of deposits in the

PB segment;

lower interest

income from

money market

investments by

$18.8 million

or

103 basis

points mainly

due

to

lower yields

resulting from lower short-term market rates.

Table 3 - Analysis of Levels & Yields

on a Taxable Equivalent Basis

(Non-GAAP)

Average Volume

Average Yields / Costs

Attributable to

Rate

Volume

$

6,251

$

6,471

$

(220)

4.46

%

5.49

%

(1.03)

%

Money market

$

69,532

$

88,316

$

(18,784)

$

(15,866)

$

(2,918)

28,809

28,943

(134)

3.29

3.01

0.28

Investment securities [1]

236,372

216,922

19,450

18,673

5.99

5.69

0.30

Trading securities

Total money market,

investment and

trading

35,087

35,440

(353)

3.50

3.47

0.03

306,311

305,605

2,828

(2,122)

Loans:

18,676

17,707

6.73

6.86

(0.13)

313,493

302,003

11,490

(4,831)

16,321

1,459

1,070

8.19

9.11

(0.92)

29,806

24,224

5,582

(2,558)

8,140

1,963

1,789

7.18

6.86

0.32

Leasing

35,249

30,697

4,552

1,467

3,085

8,339

7,817

5.89

5.66

0.23

122,873

110,673

12,200

4,632

7,568

3,211

3,192

14.00

13.97

0.03

112,083

110,906

1,177

3,937

3,819

9.14

8.88

0.26

Auto

89,706

84,268

5,438

2,780

2,658

37,585

35,394

2,191

7.50

7.52

(0.02)

703,210

662,771

40,439

1,864

38,575

$

72,672

$

70,834

$

1,838

5.57

%

5.49

%

0.08

%

Total earning assets

$

1,009,521

$

968,376

$

41,145

$

4,692

$

36,453

$

8,062

$

7,522

$

1.71

%

1.97

%

(0.26)

%

NOW and money

market

$

34,288

$

36,783

$

(2,495)

$

(4,611)

$

2,116

14,605

14,728

(123)

0.83

0.92

(0.09)

Savings

30,378

33,749

(3,371)

(2,862)

(509)

8,532

8,237

3.15

3.39

(0.24)

67,032

69,494

(2,462)

(4,857)

2,395

20,333

19,364

3.22

4.15

(0.93)

163,360

199,913

(36,553)

(45,918)

9,365

51,532

49,851

1,681

2.29

2.74

(0.45)

295,058

339,939

(44,881)

(58,248)

13,367

14,825

15,176

(351)

demand deposits

66,357

65,027

1,330

1.78

2.10

(0.32)

295,058

339,939

(44,881)

(58,248)

13,367

4.52

5.64

(1.12)

Short-term borrowings

5,300

1,126

4,174

(213)

4,387

Other medium and

(146)

5.79

5.16

0.63

long-term debt

11,965

12,530

(565)

(746)

52,834

50,909

1,925

2.36

2.79

(0.43)

liabilities (excluding

demand deposits)

312,323

353,595

(41,272)

(58,280)

17,008

Other sources of funds

5,013

4,749

$

72,672

$

70,834

$

1,838

1.72

%

2.01

%

(0.29)

%

Total source of funds

$

312,323

$

353,595

$

(41,272)

$

(58,280)

$

17,008

income on a taxable

equivalent basis (Non-

GAAP)

3.85

%

3.48

%

0.37

%

$

697,198

$

614,781

$

82,417

$

62,972

$

19,445

3.21

%

2.70

%

0.51

%

Net interest spread

Taxable equivalent

adjustment

65,649

46,469

19,180

income non-taxable

equivalent basis (GAAP)

3.49

%

3.22

%

0.27

%

$

631,549

$

568,312

$

63,237

Note: The changes that are not due solely to volume or

rate are allocated to volume and rate based on the

proportion of the change in each category.

[1] Average balances exclude unrealized gains or losses

on debt securities available-for-sale and the unrealized

loss related to certain securities transferred from

available-for-sale to held-to-maturity.

The Corporation’s net

interest income for the

six-month period ended June

30, 2025 was

$1.2 billion, or $118.1

million higher than

in 2024. Taxable

equivalent net interest

income was $1.4

billion, an increase

of $156.7 million

when compared to

  1. NIM

was 3.45%,

of

25 basis

points when

3.20% in

  1. NIM,

on a

taxable

equivalent basis, for the six months ended June

30, 2025, was 3.80%, an increase of

36 basis points compared to the same

period

The main drivers of the variances in net interest income on a taxable equivalent basis for the six-month period ended June 20, 2025

were:

higher income from U.S.

Treasury securities by

$53.9 million mainly driven

by higher yields, coupled with

higher average

volume by $640.0 million;

loans by $71.6

million driven by

higher average balances across

most portfolios, mainly commercial,

construction and

mortgage, and

in the

mortgage, auto

and leasing

portfolios due

to originations

at higher

rates, partially

lower yields

in commercial

and construction

portfolios due

to

adjustable-rate loans

which were

impacted by the decline in index rates; and

lower deposit

cost by

$76.5 million

to the

marked linked

P.R.

public deposits,

which reflected

a

lower cost by 90 basis points and deposit costs repricing

in both banks;

lower income from money markets investments by

$37.1 million driven by the decline in

short-term market rate and lower

average balances due to loan growth and investments,

mainly in U.S. Treasuries; and

higher

by

$4.4

million

mainly

due

to

higher

average

of

FHLB

at

Popular Bank.

Table 4 – Analysis of Levels & Yields

on a Taxable Equivalent Basis

from Continuing Operations (Non-GAAP)

Period ended June 30,

Average Volume

Average Yields / Costs

Attributable to

Rate

Volume

$

6,314

$

6,477

$

(163)

4.46

%

5.49

%

(1.03)

%

Money market

$

139,698

$

176,832

$

(37,134)

$

(32,791)

$

(4,343)

28,613

28,626

(13)

3.22

2.86

0.36

[1]

456,807

408,024

48,783

45,804

2,979

(1)

5.90

4.60

1.30

Trading securities

(17)

Total money market,

investment and

trading

34,956

35,133

(177)

3.45

3.35

0.10

597,352

585,534

11,818

13,199

(1,381)

Loans:

18,585

17,660

6.72

6.85

(0.13)

619,461

601,507

17,954

(13,059)

31,013

1,385

1,031

8.15

9.04

(0.89)

55,995

46,324

9,671

(4,994)

14,665

1,951

1,766

7.14

6.80

0.34

Leasing

69,693

60,051

9,642

3,129

6,513

8,254

7,770

5.86

5.64

0.22

241,789

219,216

22,573

8,609

13,964

3,207

3,208

(1)

14.02

13.94

0.08

222,989

222,396

3,929

3,791

9.11

8.82

0.29

Auto

177,511

166,322

11,189

5,010

6,179

37,311

35,226

2,085

7.49

7.50

(0.01)

1,387,438

1,315,816

71,622

(1,075)

72,697

$

72,267

$

70,359

$

1,908

5.54

%

5.43

%

0.11

%

Total earning assets

$

1,984,790

$

1,901,350

$

83,440

$

12,124

$

71,316

$

8,022

$

7,643

$

1.72

%

1.99

%

(0.27)

%

NOW and money

market

$

68,290

$

75,548

$

(7,258)

$

(9,978)

$

2,720

14,556

14,711

(155)

0.85

0.93

(0.08)

Savings

61,658

67,873

(6,215)

(5,274)

(941)

8,466

8,029

3.18

3.29

(0.11)

133,713

131,511

2,202

(5,555)

7,757

20,310

19,017

1,293

3.27

4.17

(0.90)

329,260

394,503

(65,243)

(90,446)

25,203

51,354

49,400

1,954

2.33

2.73

(0.40)

592,921

669,435

(76,514)

(111,253)

34,739

14,758

15,129

(371)

demand deposits

66,112

64,529

1,583

1.81

2.09

(0.28)

592,921

669,435

(76,514)

(111,253)

34,739

4.57

5.67

(1.10)

Short-term

6,726

2,318

4,408

(404)

4,812

Other medium and

(141)

5.72

5.13

0.59

long-term debt

24,077

25,239

(1,162)

(1,412)

52,498

50,470

2,028

2.40

2.78

(0.38)

liabilities (excluding

demand deposits)

623,724

696,992

(73,268)

(111,407)

38,139

5,011

4,760

Other sources of

funds

$

72,267

$

70,359

$

1,908

1.74

%

1.99

%

(0.25)

%

Total source of funds

$

623,724

$

696,992

$

(73,268)

$

(111,407)

$

38,139

3.80

%

3.44

%

0.36

%

income on a taxable

(Non-GAAP)

$

1,361,066

$

1,204,358

$

156,708

$

123,531

$

33,177

3.14

%

2.65

%

0.49

%

Net interest spread

Taxable equivalent

adjustment

123,920

85,302

38,618

3.45

%

3.20

%

0.25

%

income non-taxable

(GAAP)

$

$

$

118,090

Note: The changes that are not due solely to volume or

rate are allocated to volume and rate based on the

proportion of the change in each category.

[1] Average balances exclude unrealized gains or losses

on debt securities available-for-sale and the unrealized

loss related to certain securities transferred

from available-for-sale to held-to-maturity.

Provision for Credit Losses - Loans Held-in-Portfolio

and Unfunded Commitments

For the

2025,

recorded a

loans held-in-portfolio

and

unfunded commitments of

$48.4 million, an

increase of $2.1

million when compared to

the same quarter

of the previous

year.

The

for

the

loan

was

$49.5

an

of

$5.4

and

the

release

related

to

commitments was $1.1

million, a favorable

variance of $3.2

million, mainly driven

by lower unfunded

commitments reserves at

the

BPPR segment.

As discussed

in Note

8 to

Financial Statements,

estimates the

ACL by

weighting the

outputs of

optimistic,

baseline,

and

During

the

first

quarter

of

2025,

in

to

the

uncertainty,

the

Corporation increased the probability assigned to the pessimistic

scenario making it equal to the baseline scenario. Subsequently, in

the second quarter

of 2025, the

probability assigned to the

pessimistic scenario was moderately

reduced based on

the changes in

the economic outlook and

a reassessment of uncertainty

compared to the previous

quarter. The

net impact of these

two events on

the

ACL

levels

for

the

six

months

30,

was

$13.7

million

in

reserves. The

weight for

the

pessimistic scenario remains above the levels observed

in 2024, given the ongoing economic uncertainty.

The major

drivers of

the changes

in the

loan losses

quarter by

business segment

to the

same quarter in 2024, were as follows:

In the BPPR segment,

the provision for loans losses

was $43.2 million, a decrease

of $5.4 million when

compared to the

same quarter in

2024, mainly driven

by lower reserves

for the commercial

portfolio of $16.4 million

due to improvements

in credit quality and lower net

charge-offs,

which offset the increase in the

weight assigned to the pessimistic scenario for

the

year

2025,

as

above.

The

favorable

variance

was

offset

by

higher

in

the

portfolio due to changes in credit quality mainly within

the auto portfolio and changes in the macroeconomic

In

the Popular

U.S. segment,

for

loans losses

was

$6.4 million

for the

June

an

$10.8 million, mainly

higher qualitative reserves

for the

U.S. Commercial Real

Estate portfolio

and

changes in macroeconomic

scenarios, when compared to

the reserve release

recorded for the

same period in

2024 due

to improvement in credit ratings.

For the six

months ended June

provision for credit

loss related to

loans held-in-portfolio and

unfunded commitments

amounted to $112.3 million, a decrease of $6.1 million, compared to the six months ended June 30, 2024. The provision for the loan

was

$114.8

a

of

$1.8

and

the

release

related

to

commitments

was

$2.4

million, a

decrease of

$4.3 million,

mainly driven

by the

reduction in

unfunded commitment

reserves within

construction

portfolio. The major drivers of the decrease

in the provision for loan losses during

the six months ended June 30,

2025 by business

segment when compared to the same period in

2024, were as follows:

In the

BPPR segment,

losses was

$95.8 million,

a decrease

of $13.8

million, driven

net

charge-offs,

mainly

in

and

loans,

and

improvement

in

credit

quality,

mainly

in

the

portfolio, partially offset by the

increase in the probability weight assigned to

the pessimistic scenario which generated an

additional reserve of $8.8 million.

In the

segment, the

loan losses

was $18.9

million, an

$12.0 million,

an

increase of $7.1 million mainly

due to credit quality changes and

additional qualitative reserves established, mainly within

the

portfolio,

and

an

of

$4.9

million

related

to

the

in

weight

to

the

pessimistic scenario.

At June

allowance for

for loans

held-in-portfolio amounted

to $769.5

million, compared

to $746.0

million as of December 31, 2024.

The ratio of the allowance for

credit losses to loans held-in-portfolio was

2.02% at June 30, 2025,

compared to 2.01% at

December 31, 2024. Refer to

Note 8 to the

Consolidated Financial Statements, for additional

the

methodology to

its

ACL.

the

Credit Risk

section of

this MD&A

for a

detailed

of

net

charge-offs, non-performing assets, the allowance for credit losses

and selected loan losses statistics.

Non-Interest Income

Non-interest income amounted to $168.5 million for the second quarter of 2025, an increase of $2.2 million when compared with the

same quarter for the previous year. The variance was primarily due

to:

higher other

service fees

by

$3.7 million

to

higher credit

and debit

card fee

income by

$2.5 million,

due to

higher volume

of costumer

and higher

investment management

fees by

$1.2 million,

due to

higher assets

under management; and

a favorable fair value adjustment of equity securities held

for deferred compensation plans which have an offsetting effect

in personnel cost of $1.5 million;

lower other operating income

by $3.6 million mainly

due to lower daily

car rental revenue by

$4.9 million and lower

gains

from

the sale

of car

rental units

by

$2.9 million,

both due

to

the sale

of

the daily

car rental

business during

the fourth

quarter of 2024, partially

offset by $2.3 million

of income related to

the reimbursement of excess

interest paid to the

U.S.

Internal Revenue Service

(“the IRS”) for

late payment penalties

related to tax

withholdings on intercompany

for the years 2014-2024

previously disclosed in 2024, and

a $1.2 million cash

distribution from the exit of

a legacy equity

investment.

Non-interest income amounted to $320.5 million for the six

months ended June 30, 2025, a decrease of $9.6 million when

to the same period of the previous year. The main factors that

contributed to the variance were:

lower other operating income by $15.6 million mainly due to daily

car rental revenue by $9.8 million and the gains from the

sale of car rental units by

$6.3 million during the six months ended June

30, 2024 associated with the car rental business

sold in the fourth quarter of 2024, partially offset

by $3.9

million income related to the reimbursement of interest paid from

the IRS, as discussed above;

higher other

service fees

by $3.9

million due

to

higher credit

and debit

card fee

income by

$4.0 million,

due to

higher

volume

of

and

higher

fees

by

$2.8

due

to

higher

assets

under

management,

partially offset by lower insurance fees by $4.1 million;

and

higher

service

charges

on

deposit

accounts

by

$2.9

million

mainly

due

to

higher

non-balance

compensation

fees

in

commercial deposits.

Operating Expenses

Operating expenses amounted to $492.8 million for the

quarter ended June 30, 2025, an

increase of $23.2 million, when compared

with the same quarter of 2024. The variance

in operating expenses was mainly driven by:

higher personnel costs by $31.9 million mainly due to higher incentives, including $13.0 million related to the profit-sharing

plan

which

is

tied

to

the

and

$9.9

million

in

other

performance-based incentives

and

stock-

based compensation, and higher salaries expense by

$4.1 million due to a higher headcount and

annual salary revisions;

higher

and

by

$4.9

million

mainly

due

to

higher

expense

due

to

the

acquisition

and

renewal

of

multiple

licenses

reflective

of

the

continuous

in

and

transformation initiatives and an increase in network

management services expense; and

higher other taxes expense by $3.3 million

mainly due to higher regulatory fees and

an increase in municipal license tax;

lower

professional

fees

by

$9.6

million

mainly

due

to

a

in

advisory

related

to

corporate

initiatives,

a

decrease, due

to

expense-recognition timing

differences,

in the

cost of

restricted stock

granted to

directors, and

lower legal

fees;

lower operational losses by

$5.6 million due to

a buildup of reserves

for operational losses during the

second quarter of 2024;

and

lower equipment expenses

by $3.9 million, mainly due to the

elimination of the car rental fleet depreciation

expense, related to

the car rental business sold in 2024.

Operating

to

$963.8

million

for

the

six

months

ended

June

30,

2025,

an

of

$11.1

million

when

compared with the

same period of

  1. Excluding the

$6.4 million of

interest accrued related

to prior period

tax withholdings and

the

$14.3

million

impact

of

the

FDIC

Special

Assessment,

total

for

the

six

months

ended

June

30,

2025,

increased by $31.8 million, when compared with

the same period of 2024. The main drivers of the increase

were:

higher personnel costs by $29.3 million mainly due to higher incentives, including $13.0 million related to the profit-sharing plan

which

is

tied

to

the

and

$9.3

million

in

other

performance-based incentives

and

stock-

based compensation, and higher salaries expenses

by $5.7 million due to a higher headcount

and annual salary revisions;

higher

and

by

$9.2

million

mainly

due

to

higher

expense

due

to

the

acquisition

and

renewal

of

multiple

licenses

reflective

of

the

continuous

in

and

transformation initiatives and an increase in network

management services expense;

and

higher other taxes expense by $7.6 million

mainly due to higher regulatory fees and an

increase in municipal license tax;

lower professional fees by $11.7

million mainly due to a

decrease in advisory expenses related to corporate initiatives

focused

on compliance and cyber security efforts, a decrease in

IT professional services,

and lower legal fees;

lower equipment expenses

by $8.1 million, mainly due to the depreciation of car rental units associated with the daily car rental

transaction; and

lower operational losses by $3.1 million due to a

buildup of reserves for operational losses during

the second quarter of 2024.

Table 5 - Operating Expenses

Personnel costs:

Salaries

$

132,752

$

128,634

$

4,118

$

263,702

$

258,018

$

5,684

Commissions, incentives, and other bonuses

40,551

30,626

9,925

78,537

69,237

9,300

Profit sharing

13,000

13,000

13,000

13,000

Pension, postretirement, and medical insurance

18,458

16,619

1,839

33,024

34,004

(980)

Other personnel costs, including payroll taxes

24,594

21,545

3,049

53,805

51,542

2,263

Total personnel

costs

229,355

197,424

31,931

442,068

412,801

29,267

Net occupancy expenses

29,140

27,692

1,448

56,358

55,733

Equipment expenses

5,789

9,662

(3,873)

11,091

19,229

(8,138)

Other taxes

18,632

15,333

3,299

37,357

29,708

7,649

28,108

37,744

(9,636)

54,933

66,662

(11,729)

84,696

79,752

4,944

168,364

159,214

9,150

Processing and transactional services:

Credit and debit cards

13,044

13,739

(695)

25,970

25,883

Other processing and transactional services

24,817

25,357

(540)

49,672

47,407

2,265

Total processing

and transactional services

37,861

39,096

(1,235)

75,642

73,290

2,352

Communications

5,010

4,357

9,914

8,914

1,000

Business promotion:

Rewards and customer loyalty programs

18,047

16,406

1,641

34,412

30,462

3,950

Other business promotion

8,338

9,043

(705)

15,648

15,976

(328)

Total business

promotion

26,385

25,449

50,060

46,438

3,622

Deposit insurance

9,407

10,581

(1,174)

19,442

34,468

(15,026)

Other real estate owned (OREO) income

(4,124)

(5,750)

1,626

(7,454)

(11,071)

3,617

Operational losses

6,185

11,823

(5,638)

12,323

15,384

(3,061)

All other

15,932

15,679

32,693

40,390

(7,697)

Total other operating

22,117

27,502

(5,385)

45,016

55,774

(10,758)

(349)

1,529

(547)

$

492,761

$

469,576

$

23,185

$

963,773

$

952,689

$

11,084

Income Taxes

For the quarter

and six months

2025, the Corporation recorded

an income tax

expense of $47.9

million and $92.9

million with an effective tax rate (“ETR”) of 18.5% and 19.3%, respectively, compared to $40.5 million and $96.0 million with an ETR

of 18.5% and 25.5% for the respective periods

of year 2024.

Higher income tax expense of $7.4

million for the second quarter,

when compared to the same quarter of

2024, is mainly attributed

to higher income before tax, partially offset with higher net exempt income. For the

six-month period ended June 30, 2025, the lower

income

tax

expense

of

$3.1

million

reflects

the

impact

of

the

tax

withholding

expense

of

$22.9

million

during

the

first

quarter of year 2024, in connection with intercompany distributions

for years 2014-2024, as disclosed in Note 34 to the Consolidated

Financial Statements in the

2024 Form 10-K,

and the benefit

of $5.2 million

related to the FDIC

Special Assessment expense; this

was partially offset by the increase in

income before tax. Excluding the impact of the

withholding tax expense and the additional net

expense related to the FDIC Special Assessment in the first quarter

of 2024, the ETR for the six-month period ended June 30, 2024,

would have been 21.3%.

At

June

30,

2025,

the

had

a

net

tax

asset

amounting

to

$860.3

net

of

a

of

$463.7million. The net

deferred tax asset

related to the

U.S. operations was

$242.2 million, net

of a valuation

allowance of $386.9

Note 30

to the

a reconciliation

of the

statutory income

tax rate

to the

effective tax

rate and additional information on the income

tax expense and deferred tax asset balances.

REPORTABLE SEGMENT RESULTS

reportable segments

for managerial

reporting purposes

consist of

Banco Popular

de Puerto

Rico and

Popular

U.S. A Corporate group

has also been defined to support the reportable

segments.

For

a

description

of

the

and

the

management accounting process, refer to Note 32

The corporate group reported a net income of $3.3

million for the quarter ended June 30, 2025, compared with a net income of $3.8

million for the same quarter of

the previous year. For

the six months ended June 30,

2025, the corporate group reported net loss

of

$0.3 million, compared

to a

net loss of

$21.6 million for

of the

previous year.

The higher loss

in 2024 was

mainly

attributed to

the expense

the $22.9

million adjustment

recorded in

the first

2024 to

recognize the

tax impact

associated with

prior period

intercompany distributions and

the additional

$6.5 million

expense for

the tax

impact of

distributions paid

first quarter

A positive

adjustment of

$3.9 million

was recorded

ended

2025, resulting

from reimbursements

Internal Revenue

Service related

to interest

paid for

these

distributions.

There

were

no

between

the

U.S.

and

the

bank

holding

companies.

Highlights on the earnings results for the reportable

segments are discussed below:

The Banco

Popular de

reportable segment’s

$184.5 million

for the

with a

net income of

$157.2 million

for the

same quarter

of the

previous year.

The factors

that contributed

to the

variance in the financial results included the following:

of $538.5 million

was higher by

$49.7 million primarily

driven by lower

interest expense on

mainly from the

re-pricing of P.R.

public funds,

securities, mainly due

yields

and

from

the

loans portfolio

loan

growth, partially

offset

by

lower income

from

money market

investments reflecting the

decline in rates.

The net interest

margin for the

quarter ended June

30, 2025 was

3.68%, and

increase of 28 basis points, compared to 3.40% for the same quarter in the previous year. The increase in the margin was

mainly impacted

cost of

deposits and

higher yield

from investment

securities, as

well as

higher loan

which carry a higher yield, partially offset by lower rates

on money market investments;

$43.2 million

was lower

by $5.4

lower reserves

for commercial

loans,

due

to

improvements

in

credit

quality

and

lower

net

charge-offs

offset

by

a

higher

for

the

consumer loan portfolios due to changes in credit quality,

mainly within the auto portfolio, and changes in macroeconomic

scenarios;

lower non-interest income by $6.7 million mainly due to lower income from the daily car rental business, which was sold in

the fourth quarter of 2024;

higher operating expenses by $21.9 million mostly due to higher personnel costs by $19.0 million, mainly due to the profit-

sharing expense accrual and other performance-related

incentives, and higher technology expenses by

$4.0 million, offset

equipment expenses by

$4.2 million

mainly related to

the daily

car rental

business sold

in the

fourth quarter

of

2024; and

higher

income

tax

expense

by

$1.7

million

mainly

due

to

higher

income

before

tax;

offset

by

higher

exempt

income and other tax credits recorded during the

first quarter of 2025.

June 30, 2025, the BPPR segment

recorded a net income of $350.4

million compared to a net income

of

$278.5 million for the

same period of the

previous year. The factors

that contributed to the variance

in the financial results

the following:

Net

income

of

$1.1

billion was

higher by

$98.8 million

lower interest

expense on

mainly from

the re-pricing

of P.R.

public funds,

from investment

from loans

due to portfolio growth, partially offset by lower income from money market

investments reflecting the decline in rates and

lower balances. The net interest margin for the six months ended June

30, 2025 was 3.66% compared with the 3.36% for

of the previous

year. The

increase in the

margin was mainly

impacted by

lower cost of

deposits, higher

yield from investment securities and loan growth, partially

offset by lower rates from money market investments;

$95.9 million

was lower

by $13.7

the commercial

and consumer

portfolios due to lower net charge-offs and

improvements in credit quality,

partially offset by the increase in the

weight assigned to the pessimistic economic scenario;

lower non-interest income by $14.8 million mainly due to lower income from the daily car rental business sold in 2024 and

lower insurance fees, partially

offset by higher credit

and debit card income,

due to higher volume

of transactions, higher

investment management fees and an increase in non-balance

compensation fees in commercial deposits;

higher operating

expenses by

$19.2 million

mostly due

personnel costs

by $17.4

million, due

to incentives

as

above,

higher

examination

fees,

municipal

license

tax

and

higher

technology expenses,

lower equipment

expenses related

to the

daily rental

business sold

and lower

FDIC expense

due to

the FDIC

Special Assessment recorded in 2024;

and

Higher income tax expense by $8.0 million mainly

due to higher income before tax.

For the quarter ended June 30, 2025, the reportable segment of Popular U.S. reported a net income of $22.6 million, compared with

a net income

of $17.7 million for

the same quarter of

the previous year.

The factors that contributed

to the variance

in the financial

results included the following:

Net interest income of

$102.2 million, higher by

$16.3 million due to

higher income from loans,

mainly from growth in

the

commercial and

construction portfolios,

and lower

cost of

deposits due

to the

most interest-bearing

deposit

products,

offset

by

lower

income

from

money

market

due

to

average

and

lower

yields

reflecting

the

in

rates.

The

net

margin

for

the

quarter

ended

June

30,

was

2.93%

compared to 2.60% for the same quarter in the

previous year driven by lower cost of deposits;

the provision for loan losses was $6.4 million, reflecting higher reserves due to changes in economic scenarios, compared

to a benefit of $4.4 million in 2024, which was

mainly related to improvements in commercial

credit ratings;

higher operating expenses by $1.5 million, reflecting

higher personnel costs driven by incentives;

and

higher income tax expense by $1.3 million due

to higher net income before tax.

For the six months ended June 30, 2025, the reportable segment of Popular

U.S. recorded a net income of $37.4 million, compared

with

a

net

income

of

$24.8

million

for

the

same

period

of

the

year.

The

factors

that

contributed

to

the

variance

in

the

financial results included the following:

Higher net interest

income by $24.4

million due to

the loans

portfolio mainly related

to growth in

the

commercial and construction

portfolios and lower

interest expense from

deposits, due to

product repricing as

mentioned

above, partially offset by lower income from money market investments due to lower rates. The net interest margin for the

six months ended June 30, 2025 was 2.84% compared to 2.60% for the same

period of the previous year driven by lower

cost of deposits;

$18.9 million

was higher

by $12.0

million driven

by higher

for the

portfolio due to higher loan balances;

lower operating expenses by

$1.6 million reflecting lower

FDIC expense due to

FDIC Special Assessment of

$1.6 million

recorded in

2024 and

lower professional

fees, offset

by higher

allocation of

Corporate expenses

reflective of

personnel

costs and consulting fees; and

higher income tax expense by $4.6 million due

to higher net income before tax.

STATEMENT

OF FINANCIAL CONDITION ANALYSIS

Assets

The Corporation’s total assets were $76.1 billion at June 30, 2025, compared

to $73.0 billion at December 31, 2024. The variance in

total assets of $3.1 billion was driven by an increase in AFS securities and loan growth across most portfolios at both BPPR and PB

partially offset by a decrease in

HTM securities, other assets, and money market investments.

Refer to the Consolidated

Statements of Financial Condition included in

this report and to the following narrative for

additional information.

Money market investments and investment securities

Money market investments decreased by $40.2 million as of June 30,

2025, when compared to December 31, 2024, driven by funds

deployed to support loan growth.

AFS securities increased $2.2 billion, mainly due to investment in U.S. Treasury securities and the

decrease in

the unrealized

AFS securities

of $232.7

million, partially

offset

by maturities

and principal

paydowns.

HTM

by

$216.4 million

driven

by

and

paydowns,

offset

by

the

of

$91.6

million of the discount related to U.S. Treasury securities previously reclassified

from the AFS to HTM.

Refer to Note 5 and to Note 6

to the

additional information

to the

Corporation’s debt

securities available-for-

sale and held-to-maturity.

Loans

Refer to Table

6 for a

breakdown of the Corporation’s

loan portfolio. Also, refer

to Note 7 in

the Consolidated Financial Statements

for detailed information about the Corporation’s loan portfolio

composition and loan purchases and sales.

$1.1 billion

to $38.2

to

  1. Despite

the

uncertainty about the economic outlook, demand for credit across all segments was strong during the second quarter of 2025. In the

BPPR segment

loan balances

$626.0 million

across all

portfolios, mostly

due to

commercial and

construction loans,

which

include

the

origination

of

a

$265.0

million

loan

during

the

second

quarter

of

which

represents

the

portion

of

a

$425.0

million

issuance

in

which

BPPR

acted

as

the

lead

bank

and

administrative agent,

and

higher

mortgage loans,

driven primarily

by home

purchase activity.

Auto loans

and leases

also increased,

a strong

origination

activity. The PB

segment also increased

by $451.6 million, driven by commercial and construction lending.

Nonetheless, the impact

of trade and tariff policies on economic activity may affect

loan demand as uncertainty on the short-term

economic outlook exists.

Table 6 - Loans Ending Balances

Loans held-in-portfolio:

$

$

$

121,169

158,139

(153,891)

302,190

427,607

204,409

Leasing

57,663

330,244

(2,786)

77,479

73,571

3,908

21,219

Auto

38,265

Other

168,775

171,778

(3,003)

57,603

Total loans held-in

-portfolio

$

$

$

1,077,526

Loans held-for-sale:

$

2,898

$

5,423

$

(2,525)

Total loans held-for-sale

$

2,898

$

5,423

$

(2,525)

$

$

$

1,075,001

Other assets amounted to $1.7 billion at June 30, 2025, a decrease of

$52.7 million when compared to $1.8 billion at December 31,

The variance

was mainly

a

decrease in

net

assets

of

$64.2

million

due to

positive changes

in

the

valuation of

AFS securities,

a reduction

in unsettled

trade receivables

of $14.6

million related

to proceeds

from maturities

of U.S.

Treasury securities,

lower principal, interest and escrow servicing advances

of $8.0 million, and a reduction in investments under

the

equity

method

by

$7.0

million

mainly

related

to

losses

on

the

held

by

the

investee,

by an

increase in

capitalized software costs

of $33.1

technology modernization

and higher

prepaid

taxes

of

$20.8

Refer

to

Note

to

the

for

a

breakdown

of

the

categories that comprise the caption

of “Other Assets” in

the Consolidated Statements of Financial

Condition at June 30,

The Corporation’s total

liabilities were $70.1

billion at June

30, 2025, an

increase of $2.7

billion, when compared

to December 31,

  1. The following is a discussion of the significant

changes in liabilities.

Deposits and Borrowings

Total Deposits

deposits totaled $67.2

billion as

of June

$64.9 billion

as of

  1. Ending

deposit

balances increased

by

$2.3 billion,

while

average quarterly

balances grew

by $2.1

billion. The

average deposit

balance,

excluding P.R.

public deposits, increased by

$1.1 billion. Non-interest-bearing deposits

remained flat when compared to

31, 2024. At the end

of the second quarter of

2025, Puerto Rico public deposits were

$20.9 billion, an increase of

$1.5

billion when

compared to December 31, 2024.

P.R

public deposits represent 31% of

total deposits and are expected

to continue to range in

the

short term

between $18

billion and

$20 billion.

However,

the rate

at which

public deposit

balances may

change is

difficult to predict. The amount and timing of any such change is likely

to be impacted by, for example, the level of federal assistance

and speed

at which

any federal

assistance is

distributed, the

financial condition,

liquidity and

cash management

practices of

the

Puerto Rico Government and its instrumentalities,

and the implementation of fiscal and debt adjustment plans approved pursuant to

PROMESA or

other

actions

mandated by

the

Fiscal

Oversight and

Management Board

for Puerto

Rico

(the

“Oversight Board”).

the Trump

Administration is

conducting a

review of

federal funding,

which could

entail a

reduction in

federal funding

available for Puerto Rico. P.R

public deposits costs are generally

indexed to changes in short-term

market rates with a

one-quarter

lag, in

accordance with

contractual terms.

As a

result, these

deposits’ costs

have typically

lagged variable

asset repricing.

These

deposits require that the bank pledge high credit quality securities as collateral; therefore, liquidity risks arising

from deposit outflows

are lower.

At BPPR,

excluding Puerto

Rico public

deposits, ending

deposits increased

by $340

million, while

at PB

segment ending

deposit

balances increased by

$400 million, net

of intercompany activity.

We continue to

expect third quarter deposit

balances in BPPR

to

reflect historical seasonality and decrease based on past

experience of our retail client behavior.

The volume and cost of P.R.

public deposits and the proportion of high-cost deposits in the U.S, directly impact the balance and mix

of earning assets and therefore represent a key

factor in the Corporation’s ability to expand its net

interest margin.

Refer to Table 7 for a breakdown of the Corporation’s deposits at June 30, 2025 and December

Table 7 - Deposits Ending Balances

Deposits excluding P.R.

public deposits:

$

$

$

(24,941)

Savings, NOW and money market deposits (non-brokered)

21,554,606

21,177,506

377,100

Savings, NOW and money market deposits (brokered)

829,506

736,225

93,281

Time deposits (non-brokered)

7,938,858

7,476,924

461,934

Time deposits (brokered CDs)

861,947

890,704

(28,757)

Sub-total deposits excluding P.R.

46,299,531

45,420,914

878,617

[1]

12,376,316

11,730,273

646,043

Savings, NOW and money market deposits (non-brokered)

7,743,663

7,087,904

655,759

Time deposits (non-brokered)

797,981

645,254

152,727

Sub-total P.R.

20,917,960

19,463,431

1,454,529

$

$

$

2,333,146

[1] Includes interest bearing demand deposits.

borrowings totaled

$1.4 billion

at June

$1.2

was

mainly

related

to

higher

FHLB

by

$236.5

mainly

at

PB.

Refer

to

Note

to

the

Statements for detailed

Corporation’s borrowings. Also,

refer to the

Liquidity section in

this MD&A for

information on the Corporation’s funding sources.

Stockholders’ Equity

Stockholders’ equity totaled $6.0 billion at June 30, 2025, an increase of $341.0 million when compared to December 31, 2024. The

increase was

principally due

to net

income for

the six

2025 of

$387.9 million,

the after-tax

effect of the

decrease in net unrealized losses in

the portfolio of AFS securities

of $188.6 million and the

amortization of unrealized

losses

from

previously reclassified

to

HTM

of

$73.2 million,

offset

by

an

increase in

treasury

stock

of

$226.9

million, mainly due to

common stock repurchases, and

the common and preferred dividends

declared of $96.9 million.

Refer to the

Consolidated Statements

of Financial

Condition, Comprehensive

Income and

Changes in

Stockholders’ Equity

for information

on

the composition of stockholders’ equity.

The composition of the Corporation’s financing to total assets

at June 30, 2025 and December 31, 2024

is included in Table 8.

Table 8 - Financing to Total

Assets

% (decrease) increase

% of total assets

(Dollars in millions)

from 2024 to 2025

Non-interest-bearing core deposits

$

15,115

$

15,139

(0.2)

%

19.9

%

20.7

%

Interest-bearing core deposits

46,517

44,622

4.2

61.2

61.1

Interest-bearing other deposits

5,586

5,123

9.0

7.3

7.0

Repurchase agreements

1.8

0.1

0.1

144.4

0.7

0.3

(9.8)

1.1

1.2

1,479

1,372

7.8

1.9

1.9

5,954

5,613

6.1

7.8

7.7

CAPITAL

Regulatory Capital

The Corporation, BPPR and PB

are subject to regulatory capital

requirements established by the Federal Reserve Board.

The risk-

based

capital

standards

to

the

Corporation,

BPPR

and

PB

(“Basel

III

capital

rules”)

are

based

on

the

final

capital

framework for strengthening international capital standards, known

as Basel III, of the Basel Committee on Banking Supervision.

As

of June 30,

2025, the Corporation’s, BPPR’s

and PB’s capital

ratios continue to

exceed the minimum requirements

for being “well-

capitalized”.

The risk-based

capital ratios

presented in

Table

9,

which include

common equity

tier 1,

Tier

1 capital,

total capital

and leverage

capital as of June 30, 2025 and December

Table 9 - Capital Adequacy

Data

Common equity tier 1 capital:

Common stockholders' equity - U.S. GAAP basis

$

5,931,875

$

5,590,923

CECL transitional amount

[1]

42,375

AOCI related adjustments due to opt-out election

1,325,146

1,589,875

Goodwill, net of associated deferred tax liability (DTL)

(653,493)

(657,181)

Intangible assets, net of associated DTLs

(5,844)

(6,826)

Deferred tax assets and other deductions

(228,617)

(296,374)

Common equity tier 1 capital

$

6,369,067

$

6,262,792

Additional tier 1 capital:

22,143

22,143

Additional tier 1 capital

$

22,143

$

22,143

Tier 1 capital

$

6,391,210

$

6,284,935

Tier 2 capital:

Trust preferred securities subject to phase in as

tier 2

192,674

192,674

Other inclusions (deductions), net

503,781

490,594

Tier 2 capital

$

696,455

$

683,268

Total risk-based capital

$

7,087,665

$

6,968,203

Minimum total capital requirement to be well capitalized

$

4,003,691

$

3,907,346

Excess total capital over minimum well capitalized

$

3,083,974

$

3,060,857

Total risk-weighted

assets

$

40,036,914

$

39,073,462

Total assets for leverage

ratio

$

75,114,655

$

72,593,464

Risk-based capital ratios:

Common equity tier 1 capital

15.91

%

16.03

%

Tier 1 capital

15.96

16.08

Total capital

17.70

17.83

Tier 1 leverage

8.51

8.66

[1] The CECL transitional amount includes the impact

of Popular's adoption of the new CECL accounting standard

on January 1, 2020.

The Basel

III capital rules

provide that a

depository institution is

deemed to be

well capitalized if

it maintains a

leverage ratio of

at

least 5%,

a common equity

Tier 1

at least 6.5%,

a Tier

1 capital ratio

of at least

8% and a

total risk-based

ratio of at

least

10%. The Corporation, BPPR and PB leverage ratio, common equity

Tier 1 ratio and Tier

1 capital ratio, respectively as of June 30,

2025, continue to exceed the minimum requirements

for being “well-capitalized” under the Basel III

capital rules.

Pursuant

to

the

of

the

CECL

standard

on

January

1,

2020,

the

elected

to

use

the

five-year

transition

period option

as

provided in

the

final

interim

regulatory capital

rules effective

March 31,

The

five-year

transition

period provision delayed for two years the estimated impact of CECL on regulatory capital, followed by a three-year transition period

to phase out

the aggregate amount of

the capital benefit provided

during the initial two-year

delay. During

the first quarter

of 2025,

the Corporation phased-in all the cumulative CECL

deferral over the three-year transition period.

The decrease in the common

equity Tier I

capital ratio, Tier

I capital ratio, total capital

ratio,

and leverage ratio as of

as compared to December 31, 2024

was mainly due to

higher risk weighted assets driven by

the increase in loans held

in portfolio,

the

of

shares

under

the

Program

and

common

stock

dividends,

offset

by

the

six-month

period’s earnings.

Reconciliation to Tangible Common Equity and Tangible Assets

Table

10 provides

a reconciliation of

total stockholders’ equity

to tangible common

equity and total

assets to tangible

assets as

of

June 30, 2025, and December 31, 2024.

Table 10 - Reconciliation

of Tangible Common Equity

and Tangible Assets

(In thousands, except share or per share information)

Total stockholders’

equity

$

$

Less: Preferred stock

(5,844)

(6,826)

Total tangible common

equity

$

5,123,077

$

4,781,143

$

$

(5,844)

(6,826)

Total tangible assets

$

75,256,292

$

72,235,603

Tangible common

equity to tangible assets

6.81

%

6.62

%

Common shares outstanding at end of period

70,141,291

Tangible book value

per common share

$

75.41

$

68.16

Quarterly average

Total stockholders’

equity [1]

$

6,849,789

$

6,620,766

Average unrealized (gains) losses on AFS securities

transferred to HTM

334,183

505,791

Adjusted total stockholder's equity

7,183,972

7,126,557

Less: Preferred Stock

(802,953)

(804,411)

(6,096)

(7,288)

Total tangible common

equity

$

6,352,780

$

6,292,715

Return on average tangible common equity

13.26

%

11.22

%

[1] Average balances exclude unrealized gains or

losses on debt securities available-for-sale.

RISK MANAGEMENT

Market / Interest Rate Risk

The Corporation’s assets that are mainly subject to market valuation risk are debt securities classified as available-for-sale. Refer to

Notes 5 and 6 to

the Consolidated Financial Statements for further information on

the debt securities available-for-sale and held-to-

maturity portfolios.

Debt securities

available-for-sale and

held-to-maturity amounted

to

$20.5 billion

and

$7.5 billion,

respectively, as of June 30, 2025. Other assets subject to market risk include mortgage servicing rights ("MSRs") with a fair value of

$103.1 million as of June 30, 2025.

Interest Rate Risk (“IRR”)

The Corporation’s net interest income is subject

to various categories of interest rate risk,

including repricing, basis, yield curve and

option risks.

In managing

interest rate

risk, management may

alter the

mix of

floating and

fixed rate

liabilities, change

pricing

schedules,

adjust

through

sales

and

purchases

of

and

enter

into

derivative

contracts,

among other alternatives.

Management utilizes various tools to assess IRR, including Net Interest

Income (“NII”) simulation modeling, static gap analysis, and

Economic Value of Equity (“EVE”) to monitor the risk arising from the dynamic characteristics of assets and liabilities subject to IRR.

The

three

methodologies complement

each

other

and

are

used jointly

in

the

evaluation of

the

Corporation’s IRR.

NII simulation

modeling is prepared for a five-year period, which in conjunction with the EVE analysis, provides management a better view of long-

term IRR.

Net

income

simulation

performed by

legal

entity and

on

a

consolidated

basis

is

used

to

estimate the

potential

change

in

net

income

from

hypothetical

changes

in

rates.

Sensitivity

is

calculated

using

a

simulation model which incorporates actual balance

sheet figures detailed by maturity and interest

yields or costs.

Management assesses interest

rate risk

by comparing various

NII simulations under

different interest rate

scenarios to assess

the

degree of

change and

the projected

shape of

the yield

curve. Management

also performs

analyses to

isolate and

measure basis

and

prepayment

risk

exposures.

These

models

are

periodically

monitored.

Assumptions

are

validated

by

and

are

subject to independent validations according to the Corporations’

Model Governance Policy.

The Corporation processes NII

simulations under interest rate

scenarios in which the

yield curve is assumed

to rise and

decline by

the same magnitude

(parallel shifts). The

rate scenarios considered in

these market risk

simulations include instantaneous parallel

changes of

-100,

-200, +100,

and +200

basis points

succeeding twelve-month

period. Assumptions

these

analyses

include

that

the

balance

sheet

remains

flat,

relative

levels

of

market

rates

across

all

yield

curve

points

and

indexes, interest rate spreads, loan

prepayments and deposit elasticity.

Thus, they should not be

relied upon as indicative of

actual

results

and

do

not

contemplate

actions

that

may

engage

in

as

a

to

future

changes

in

rates.

is also

subject to

the risk

inherent in

the use

of different

rate indexes

for the

liabilities, as well the

risk of pricing lags

due to contractual or

timing differences between the

market and management response

to

changes

in

the

rate

environment.

These

forward-looking

computations

are

best

based

on

known

and

available information and actual results

may differ.

The following table presents the

results of the simulations at

June 30, 2025 and

December 31, 2024, assuming a static balance

sheet and parallel changes over flat spot rates

over a one-year time horizon:

Table 11

  • Net Interest Income Sensitivity (One Year

Projection)

Amount Change

Percent Change

Amount Change

Percent Change

Change in interest rate

+200 basis points

22,433

0.85

44,747

1.78

+100 basis points

10,515

0.40

22,917

0.91

-100 basis points

(12,636)

(0.48)

9,157

0.36

-200 basis points

(18,563)

(0.71)

0.02

As of June

30, 2025, NII simulations

show the Corporation maintains

an asset sensitive position

that is symmetric

in the rising

and

declining rates scenarios. Compared to the

results as of December 31, 2024,

the variation in sensitivity and the

resulting profile are

mainly driven

by updated

deposit beta

model assumptions that

reflect lower

elasticity in

declining rate

scenarios. In

declining rate

scenarios, the reduction in net interest income is driven by the repricing of short-term assets and variable rate loans offset in part by

declining

deposit

costs.

In

rising rate

scenarios, Popular’s

net interest

income

would increase

due

to

the

repricing

of

assets,

rate

loans,

and

intermediate

assets

coming

due

within

one

year,

that

are

offset

in

part

by

deposits costs

due to

BPPR’s large

proportion of

market-linked Puerto Rico

public sector

deposits. Changes

in the

balance sheet

during the quarter

led to reduced

asset sensitivity.

The Corporation purchased

$2.4 billion in

Notes with an

average

of

1.5

years.

Higher

loan

and

growth

in

market-linked

Puerto

Rico

public

sector

also

contributed to reduced asset sensitivity.

The

loan

and

are

subject

to

prepayment

risk.

Prepayment

risk

also

could

have

a

impact on the duration of mortgage-backed securities

and collateralized mortgage obligations.

Trading

engages in

trading activities

in the

at its

subsidiaries, BPPR

and Popular

Securities.

Popular Securities’

trading activities

consist primarily

of market-making

activities to

meet expected

customers’ needs

its

retail brokerage business, and purchases and sales of

U.S. Government and government sponsored securities with the objective of

realizing gains

from expected

short-term price

movements. BPPR’s

trading activities consist

primarily of

holding U.S.

and

hedges

of

the

related

market

risk

with

“TBA”

(to-be-announced)

market

transactions. In

addition, BPPR

uses forward

contracts or

TBAs that

have characteristics

similar to

that of

the forecasted

security

and its conversion timeline to hedge its securitization

pipeline.

2025, the Corporation held

trading securities with a

fair value of

$29.6 million, representing 0.04%

of the Corporation’s

total assets, compared

with $32.8 million

and 0.05%, respectively,

at December 31,

  1. The trading

portfolio consists principally

of investment grade securities such as mortgage-backed securities of $23.0

million with a weighted average yield of 5.28% and U.S.

Treasuries of $5.8 million with a weighted average yield of 3.41% at June 30, 2025

and $29.1 million with a yield of 5.54% and $2.8

million with a yield of 3.28%, respectively, as of December 31, 2024.

The Corporation’s trading activities are

limited by internal policies. For each

of the two subsidiaries, the

market risk assumed under

trading

is

measured

by

the

5-day

net

value-at-risk

(“VAR”),

with

a

confidence

level

of

99%.

The

VAR

the

maximum estimated loss that may occur over a

5-day holding period, given a 99% probability.

The Corporation’s trading portfolio had a 5-day VAR of $0.4 million for the last week

in June 2025. VAR models include assumptions

and estimates

thus actual

results could

differ from

the outputs

from these

models and

assumptions. Back-testing is

performed on

model results to compare actual results against maximum

estimated losses, in order to evaluate model

and assumptions accuracy.

In the opinion of management, the size and composition

of the trading portfolio does not represent

a significant source of market risk

for the Corporation.

Liquidity

Liquidity Risk Management Process

has adopted

policies and

limits to

monitor the

Corporation’s liquidity

position and

that of

its banking

the Enterprise

Risk Management

section of

Management’s Discussion

and Analysis

the 2024

Form 10-K

for

information on the framework

in place to monitor,

review, and approve

policies to measure, limit and

manage funding activities and

strategies

impacting

risk.

contingency

funding

plans

are

used

to

model

various

stress

events

of

different

magnitudes that

affect different

time horizons,

to assist

management in

evaluating the

size of

the liquidity

buffers needed

if those

events occur. However,

such models may not predict

accurately how the market and customers

might react to every

event and are

dependent on

many assumptions.

The objective

of effective

liquidity management

is to

ensure that

has sufficient

to

meet

all

its

obligations,

finance

future

growth,

fund

planned

capital

and

a

reasonable safety margin for cash needs under both

normal and stressed market conditions.

Sources of Liquidity

Deposits, including

customer deposits,

brokered deposits

and public

funds deposits,

continue to

be the

most significant

funds for the Corporation,

representing

88% and 89% of

funding of the Corporation’s

total assets at June

30, 2025 and December

31, 2024, respectively.

The ratio of

total ending loans to

deposits remained at

57% at June

30, 2025 and

In

traditional deposits,

maintains borrowing

arrangements, which

$1.4 billion

in outstanding

balances at June 30, 2025 (December 31, 2024 - $1.2 billion). A detailed description of the Corporation’s borrowings, including their

terms, is

Note 15

to the

Statements. Also,

Cash Flows

in the

accompanying Consolidated Financial Statements provide

information on the Corporation’s cash inflows and outflows.

The

sections

provide

further

on

the

major

funding

and

needs,

as

well

as

the

risks

involved in these activities.

Banking Subsidiaries

Primary

sources of

funding

for the

banking subsidiaries

(BPPR and

PB

or,

collectively,

“the banking

subsidiaries”)

include

retail,

and

public

sector

unpledged

loan

securitization and, to a lesser extent, loan sales. In

addition, the Corporation maintains borrowing facilities with the FHLB and at the

of the

Bank of

(the “FRB”)

and has

a considerable

collateral pledged

that

can be used to raise funds under these facilities.

During the second quarter of 2025, BPPR was able to increase its available

liquidity by approximately $2.9 billion after the merger of

Popular Auto, LLC with

and into BPPR, effective

on May 1,

2025, that allowed BPPR

to pledge auto loans

and leases as collateral

under the federal

reserve’s discount

window. At

2025, the Corporation’s

available liquidity increased

to $26.1 billion

from

$21.6

billion on

  1. During

Corporation had

no material

incremental use

of its

available liquidity sources. The liquidity sources of

the Corporation at June 30, 2025 are presented

in Table 12 below:

Table 12 - Liquidity Sources

BPPR

Total

BPPR

Total

Unpledged securities and unused funding

sources:

Money market (excess funds at the

Federal Reserve Bank)

$

4,753,672

$

1,576,770

$

6,330,442

$

4,882,358

$

1,488,857

$

6,371,215

Unpledged securities

4,453,281

519,711

4,972,992

3,806,066

522,869

4,328,935

FHLB borrowing capacity

3,178,798

816,840

3,995,638

2,777,090

1,058,921

3,836,011

Discount window of the Federal Reserve

Bank borrowing capacity

7,895,298

2,875,787

10,771,085

4,839,388

2,178,646

7,018,034

Total available liquidity

$

20,281,049

$

5,789,108

$

26,070,157

$

16,304,902

$

5,249,293

$

21,554,195

Refer

to

Note

to

the

for

of

the

available through its banking subsidiaries.

The principal

uses of

funds for

the banking

subsidiaries include

loan originations,

investment portfolio

purchases, loan

purchases

and repurchases, repayment of outstanding obligations (including deposits), advances on certain serviced portfolios and operational

expenses. Also, the

banking subsidiaries assume liquidity

risk related to collateral

posting requirements for certain

activities mainly

in

connection

with

commitments,

provisions,

advances,

and

credit

card

licensing

The banking

subsidiaries maintain

sufficient funding

capacity to

address large

increases in

funding requirements

such as

deposit

outflows.

The

guidelines

that

require

the

banking

to

have

to

cover all short-term borrowings and a portion of deposits.

Deposits are

a key

funding. Refer

to Table

7 for

a breakdown

of deposits

by major

types. Core

deposits are

generated

from a large base of consumer, corporate and public sector customers. Core deposits

include certificates

of deposit under $250,000,

all

interest-bearing

transactional

deposit

accounts,

non-interest-bearing

and

savings

deposits.

Core

exclude

and

certificates

of

deposit

over

$250,000.

Core

excluding

P.R.

public

funds,

which

are

fully

collateralized, have

historically provided

with a

sizable source

of relatively

stable and

low-cost funds.

P.R.

public

funds, while

linked to

market interest

rates, provide

a stable

funding with

an attractive

earning spread.

As of

2025, total Puerto Rico public sector deposits were

$20.9 billion, compared to $19.5 billion at

continue to

represent 92%

of total

deposits at

$61.6

billion, as

of June

and compared

to

  1. Core deposits financed 85% of the Corporation’s

earning assets at June 30, 2025, compared

to 86% at December 31, 2024.

The distribution by maturity

of certificates of deposit

with denominations of $250,000 and

over at June 30,

2025 is presented in

the

table that follows:

Table 13 - Distribution by

Maturity of Certificates of Deposit of $250,000 and Over

3 months or less

$

2,591,418

Over 3 to 12 months

992,191

Over 1 year to 3 years

287,373

Over 3 years

147,470

Total

$

4,018,452

The

had

$1.7

billion

in

at

June

30,

2025,

which

financed

2%

of

its

total

assets

(December 31, 2024 - $1.6 billion and 2%,

respectively).

As of

banking subsidiaries had

sufficient current

and projected

liquidity sources

to meet

their anticipated

cash

flow obligations, as well as special needs and off-balance sheet commitments,

in the ordinary course of business and have sufficient

resources to

address

a

stress

event.

Although

the

banking

have

historically

been

able

to

replace

maturing

deposits and advances, no assurance can

be given that they would

be able to replace those

funds in the future if

or

general

market

were

to

deteriorate.

The

flexibility

would

be

severely

constrained

if

the

banking

are

unable

to

access

to

funding

or

if

funding

is

not

to

accommodate future

financing needs

at

acceptable interest

rates. The

banking subsidiaries

also

are required

to

deposit cash

or

qualifying

to

meet

margin

on

agreements,

deposit

and

other

borrowing facilities. To

the extent that

the value of

securities previously pledged as

collateral declines because of

market changes,

the Corporation will be required to deposit additional cash or securities to meet its margin or collateral requirements and would need

to

rely

more

heavily

on

alternative

funding

sources.

In

these

scenarios,

the

flexibility

and

ability

to

grow

revenues may not increase proportionately to cover costs and

profitability would be adversely affected.

The Corporation considers balances in

excess of $250,000 to have a

higher potential liquidity risk.

Table

14 reflects the aggregate

balance in

deposit accounts

in excess

of $250,000,

including collateralized

public funds

and deposits

outside of

and its

territories.

Collateralized public funds, as presented in Table 14, represent public deposit balances from governmental

entities in the

U.S.

and

its

territories,

Puerto

Rico

and

the

United

States

Virgin

Islands,

based

on

such

jurisdictions’

applicable collateral requirements.

Table 14 - Deposits

30-Jun-25

BPPR

(Consolidated)

Deposits balances under $250,000 [1]

$

23,741,443

%

$

8,341,661

%

$

32,083,104

%

Transactional deposits balances over

$250,000

7,968,081

%

2,042,469

%

10,010,550

%

Time deposits balances over $250,000

2,262,268

%

833,527

%

3,095,795

%

Uninsured foreign deposits

444,748

%

%

444,748

%

Collateralized public funds

21,269,940

%

313,354

%

21,583,294

%

Intercompany deposits

195,313

%

415,184

%

%

$

55,881,793

%

$

11,946,195

%

$

%

[1] Includes the first $250,000 in balances of transactional

and time deposit accounts with balances in excess

of $250,000.

31-Dec-24

BPPR

(Consolidated)

Deposits balances under $250,000 [1]

$

23,588,937

%

$

7,961,334

%

$

31,550,271

%

Transactional deposits balances over

$250,000

8,046,175

%

1,944,674

%

9,990,849

%

Time deposits balances over $250,000

1,991,934

%

813,424

%

2,805,358

%

Uninsured foreign deposits

450,068

%

%

450,068

%

Collateralized public funds

19,771,083

%

316,716

%

20,087,799

%

Intercompany deposits

205,839

%

667,839

%

%

$

54,054,036

%

$

11,703,987

%

$

%

[1] Includes the first $250,000 in balances of transactional

and time deposit accounts with balances in excess

of $250,000.

Bank Holding Companies

The principal

sources of

funding for

the BHCs,

which are

Inc.

(holding company

only) and

PNA, include

cash on

hand,

dividends

banking

and

non-banking subsidiaries,

asset sales,

credit

available from

affiliate banking subsidiaries and proceeds from potential securities offerings.

Dividends from banking and non-banking subsidiaries

are subject

to various

regulatory limits

and authorization

requirements imposed

by banking

regulators, including

the FED

and the

NYDFS, that may limit the ability of those subsidiaries

to act as a source of funding to the BHCs.

The principal uses of these funds include the repayment of debt, interest payments to holders of senior debt and junior subordinated

deferrable interest debentures (related to trust preferred securities), the payment of dividends to common stockholders,

of the Corporation’s securities and capitalizing its subsidiaries.

The outstanding balance of notes payable at the

BHCs amounted to $594 million at June 30, 2025

and December 31, 2024.

The contractual maturities of the BHCs notes payable

at June 30, 2025 are presented in Table 15.

Table 15

  • Distribution of BHC's Notes Payable by Contractual

Maturity

Year

$

395,865

Later years

198,386

Total

$

594,251

As of

BHCs had

cash and

money markets

investments totaling

$503 million

and borrowing

potential of

$165

million

from

its

secured

facility

with

BPPR.

The

BHCs’

continues

to

be

with

cash

on

hand,

investments and

other sources of

liquidity that are

expected to be

sufficient to

meet all

interest payments and

dividend obligations

for the

foreseeable future.

latest quarterly

paid dividend

was $0.70

per share

or approximately

$48

million per quarter.

The BHCs have in

the past borrowed in the

corporate debt market primarily to finance

their non-banking subsidiaries and refinance

debt

obligations.

These

sources

of

funding

are

more

costly

given

that

two

out

of

three

credit

rating

rate

the

Corporation’s debt

securities below

“investment grade”.

has a

shelf registration

statement filed

and effective

with

the

Securities

and

Exchange

Commission,

which

permits

the

to

issue

an

unspecified

amount

of

debt

or

equity

Non-Banking Subsidiaries

The

sources

of

funding

for

the

non-banking

include

internally

generated

cash

flows

from

operations,

loan

sales, repurchase agreements, capital

injections and borrowed funds

from their direct

parent companies or the

holding companies.

The principal uses of funds for the non-banking

subsidiaries include repayment of maturing debt,

operational expenses and payment

of dividends to the BHCs.

Dividends

During

the

six

months

30,

2025,

the

Corporation declared

cash

dividends of

$1.40

per

common

share

($96.2 million in the

aggregate). The dividends for the

Corporation’s Series A preferred stock amounted to

$0.7 million.

On July 16,

Corporation announced an

increase in its

quarterly common stock

dividend from $0.70

to $0.75

per share, commencing

with the dividend payable in the fourth quarter of

2025, subject to the approval by the Corporation’s

Board of Directors.

During the six

2025, the BHCs

received dividends and distributions

amounting to $200 million

from BPPR,

$23 from

Popular International

Bank, Inc.

(“PIBI”) and

$15 million

from

its

other non-banking

subsidiaries. Dividends

from BPPR

constitute Popular,

Inc.’s primary

liquidity.

30, 2025,PIBI,

a wholly

owned

subsidiary of Popular, Inc., received $20.0 million in cash dividends

and $5.3 million in stock dividends from its investment

in BHD.

In

limits previously

discussed, the

ability

of a

bank

subsidiary to

up-stream dividends

to

its

BHC could

be

impacted by

its financial

performance and

capital, including

tangible and

regulatory capital,

thus potentially

limiting the

cash up

streamed to

the BHCs

banking subsidiaries.

This could,

in turn,

affect BHC’s

ability to

declare dividends

on its

outstanding common

and

preferred stock,

repurchase its

or

meet

its

debt

obligations, for

example. At

June

30,

2025,

BPPR could declare

a dividend of

up to

approximately $209 million

without prior approval

of the Federal

Reserve Board due

to its

retained income, declared dividend activity and transfers to statutory reserves over the measurement period.

In addition, pursuant to

the

FRB

requirements, PB

may not

declare

or

pay

a

dividend without

the

prior

approval

of

the

Board

and

the

NYSDFS.

Other Funding Sources and Capital

In

cash

reserves held

at

the

FRB

that

totaled $6.3

June

the

portfolio provides

an

source

of

liquidity,

which

may

be

realized

through

either

sales,

or

The

debt

consists

of

liquid

U.S.

debt

U.S.

agency

debt

U.S.

agency

and

U.S.

agency

that

can

be

used

to

raise

funds

in

the

repo

markets.

The

availability

of

would

be

subject

to

having

unpledged

collateral

at

the

time

the

transactions are

consummated, in addition

to overall

liquidity and

risk appetite

of the

various counterparties.

Table

12 for

details of

unpledged debt

available credit

facilities with

the FHLB

and the

of the

Federal Reserve Bank. A substantial portion

of these debt securities could

be used to raise financing

in the U.S. money markets

or

from secured lending sources, subject to changes in

their fair market value and customary adjustments (haircuts).

Additional

may

be

provided

through

loan

maturities,

prepayments

and

sales.

The

loan

a

source

of

collateral to

secure the

available credit

facilities with

the FHLB

and the

of the

Bank. After

the

merger of Popular Auto LLC into its

parent company BPPR, effective on May 1, 2025, the

Corporation has $2.9 billion in auto loans

pledged at June 30, 2025, in

addition to mortgage loans, to secure credit

facilities with the Federal Reserve's discount window.

The

loan portfolio

can also

be used to

obtain funding

in the

capital markets. Mortgage

some types of

consumer loans, have

secondary markets which the Corporation could use.

Off-Balance Sheet Arrangements and Other Commitments

In the ordinary course

of business, the Corporation

engages in financial transactions that

are not recorded on

the balance sheet or

may be recorded on the balance sheet in amounts that are different than the full contract or notional amount of the transaction. As a

provider of

financial services,

routinely enters

into commitments

with off-balance

sheet risk

to meet

needs

of

its

customers.

Refer

to

Note

to

the

for

on

the

commitments to extent credit and other non-credit commitments.

Other types

of off-balance

sheet arrangements

that the

Corporation enters

in the

include derivatives,

leases

and

of

guarantees,

indemnifications,

and

representation

and

warranties.

Refer

to

Note

to

the

for

more

on

leases

and

to

Note

to

the

a detailed

discussion related

to the

Corporation’s guarantees,

indemnifications obligations, and

representation and

warranties arrangements.

The Corporation monitors its cash requirements, including

its contractual obligations and debt commitments.

Financial Information of Guarantor and Issuers of Registered

Guaranteed Securities

The principal sources of funding for Popular, Inc. Holding Company (“PIHC”) and Popular North America, Inc. (“PNA”) have included

dividends received

from their

banking and

non-banking subsidiaries subject

to statutory

provisions that

limit dividends

paid by

the

banking subsidiary without regulatory approval,

asset sales and proceeds from the issuance

of debt and equity.

The Corporation ("PIHC") is

the parent holding company

of Popular North America (“PNA”)

and operates financial services through

its subsidiaries. PNA, a wholly owned subsidiary of Popular, Inc., manages entities such as Equity One, Inc., and PB, including PB’s

subsidiaries: Popular Equipment Finance, LLC,

Popular Insurance Agency, U.S.A., and E-LOAN, Inc.

PNA has issued junior subordinated debentures guaranteed by PIHC (the “obligor group”), purchased by statutory

trusts established

by the Corporation using proceeds from trust preferred

securities (“capital securities”) and common securities

of the trusts.

PIHC guarantees

the junior

subordinated debentures

issued by

PNA. If

PIHC fails

to make

interest payments

on the

debentures

held by the trust,

the trust will not

distribute payments on the

capital securities. The guarantee

ranks subordinate and junior

in right

of

payment to

all

other liabilities

of

PIHC and

equally with

all

other PIHC-issued

guarantees, allowing

direct

legal

action against

PIHC without involving other entities.

Funding

for

PIHC

and

PNA

dividends

from

subsidiaries,

asset

sales,

and

proceeds

from

debt

and

equity

issuance.

Statutory provisions limit the dividends an insured

depository institution can pay to its holding

company without regulatory approval.

The summarized

financial information

below shows

the combined

financial position

of the

obligor group

as of

2025, and

December 31, 2024, and the results of

their operations for the six-month period ended June

30, 2025 and June 30, 2024. Excluded

are investments and equity in earnings from subsidiaries

and affiliates outside the obligor group.

Intercompany balances

and transactions

within the

obligor group

eliminated. Material

amounts due

from, due

to, and

transactions with subsidiaries and affiliates are shown separately. Related party transactions

are also presented separately.

Table 16 - Summarized Statement

of Condition

Assets

Cash and money market investments

$

502,784

$

634,809

35,557

35,150

Accounts receivables from non-obligor subsidiaries

29,111

14,602

Other loans (net of allowance for credit losses of $197 (2024

  • $281))

24,791

25,381

Investment in equity method investees

5,281

5,279

83,401

65,483

$

680,925

$

780,704

Liabilities and Stockholders' equity

Accounts payable to non-obligor subsidiaries

$

5,004

$

12,163

594,251

593,571

129,332

126,718

Stockholders' (deficit) equity

(47,662)

48,252

Total liabilities and

stockholders' equity

$

680,925

$

780,704

Table 17 - Summarized Statement

of Operations

For the period ended

Income:

Dividends from non-obligor subsidiaries

$

215,100

$

313,000

Interest income from non-obligor subsidiaries and affiliates

2,248

7,106

Earnings (losses) from investments in equity method investees

(10)

Other operating income

6,155

2,439

Total income

$

223,504

$

322,535

Expenses:

Services provided by non-obligor subsidiaries and affiliates

(net of

reimbursement by subsidiaries for services provided by parent

of

$127,054 (2024 - $120,987))

$

7,739

$

6,447

Other expenses

14,359

22,685

[1]

5,952

22,208

Total expenses

$

28,050

$

51,340

$

195,454

$

271,195

[1] The

for the

ended

June

30, 2024,

$22.9

million

of

expenses,

of

which

$16.5

million

was

reflected

in

expense and

$6.4 million

was reflected

in other

operating expenses,

an out-of-period

adjustment associated

Corporation’s U.S.

subsidiary’s non-payment

of taxes

on certain

intercompany distributions

to the

Bank Holding

Company (BHC)

in Puerto

Rico, a foreign corporation for U.S. tax purposes.

In addition to the

dividend income reflected in the

Statement of Operations table

above, during the six months

30,

2025,

the

obligor

group

a

$23.0

million

of

dividend

from

non-obligor

subsidiary

which

was

recorded as a reduction to the investment (2024 -

$67.4 million).

Risk to Liquidity

The

may

come

under

pressure

if

it

experiences

unexpected

cash

outflows

due

to

deposit

withdrawals, which could arise

from various factors like

economic conditions, loss of

depositor confidence, competition, exogenous

events, regulatory requirements or changes, a

downgrade in credit rating, or other events

causing counterparties to avoid exposure.

Investors should refer to Liquidity Risks section of “Part I, Item 1A”

of 2024 Form 10-K for an additional discussion of liquidity

risks to

which the Corporation is subject.

Credit Risk

Geographic and Government Risk

The Corporation is exposed to geographic and government risk.

The Corporation’s assets and revenue composition by geographical

area and by

business segment reporting are

presented in Note 32 to the

Consolidated Financial Statements. Readers

should refer

to

Economic

and

Market

Risk

section

and

Business

Risk

Section

of

“Part

I,

Item

1A”

of

the

Form

10-K

for

an

on

how

the

by

global

and

local

and

market

conditions, including

weakness

in

the

economy,

particularly in Puerto

Rico, where a

significant portion of

our business is

concentrated. This section

also addresses how

our credit risk and credit

losses can increase to the extent

our loans are concentrated on borrowers engaged in

the same or similar

activities or in borrowers who as a group

may be uniquely or disproportionately affected by certain

economic or market conditions.

Commonwealth of Puerto Rico

A

significant portion

of

our financial

activities and

credit

exposure is

concentrated in

the

Commonwealth of

(“Puerto

Rico”) which has faced severe economic and fiscal

challenges in the past and may face additional

challenges in the future.

Economic Performance

The latest estimates from the

Puerto Rico Planning Board (the

“Planning Board”) indicate that real

GNP grew by 2.1%

during fiscal

year

(July 2023-June

  1. and

by

1.1% in

fiscal

year

2025 (July

2024-June 2025).

For fiscal

year 2026

(July

2025-June

2026),

the

Planning

Board

forecasts

more

modest

GNP

growth

of

0.5%.

Meanwhile,

the

Puerto

Rico

Economic

Activity

Index

showed a

0.9% year-over-year

decline and

a 0.5%

month-over-month increase

in February

  1. While

this index

is not

a direct

measure of real GNP, it serves as an indicator of ongoing economic activity.

In

and

2022,

inflation

rose

sharply

in

the

U.S.

and

Puerto

Rico

due

to

post-pandemic

demand

and

supply

chain

issues.

Inflation

began

to

by

mid-2022

as

the

Federal

Reserve

raised

rates,

largely

stabilizing

by

September

2024,

leading to

a series

of rate

reductions by the

Federal Reserve for

the first

time in

four years.

As of

June 2025,

Price Index

showed a

2.7% year-over-year increase,

which is

significantly lower

than peak

2022 inflation

levels but

still above

the

Federal Reserve’s

2%

target. In

Puerto

Consumer Price

Index

0.9% over

the 12

months ending

in June

Fiscal Challenges of Puerto Rico and its Municipalities

As

Puerto Rico’s

economy contracted

in the

2000s, public

debt

increased rapidly

due to

borrowing to

cover

deficits to

pay

debt

service, pension benefits,

and other expenditures.

By 2016, the

government had over

$120 billion in

combined debt and

pension liabilities, lost access to capital markets, and

faced a fiscal crisis.

In

response,

the

U.S.

Congress

enacted

PROMESA

in

June

PROMESA

an

Board

with

control over Puerto Rico’s

fiscal and economic affairs,

including those of its public

corporations, instrumentalities and municipalities

(collectively, “PR Government Entities”). On August 5, 2025, President Donald J. Trump dismissed five of the seven members of the

Oversight Board, reportedly due to inefficient leadership and

excessive spending. As of the date of

this report, the vacant Oversight

Board seats remain unfilled, and no official replacements have been announced. While the two remaining members may continue to

act

on

behalf

of

the

Board,

their

authority

is

limited

with

respect

to

certain

matters

specified

in

PROMESA

and

the

Board’s

by-laws.

It

is

still

too

early

to

determine

what

impact

these

changes

may

have

on

the

Board’s

operations or on Puerto Rico’s fiscal and economic

affairs.

Under PROMESA, the Oversight

Board will remain

in place until market

access is restored and

balanced budgets are achieved for

at

least

four

consecutive

years.

PROMESA

also

two

mechanisms

for

the

of

the

of

PR

Government Entities:

(a) Title

III, an

in-court process

akin to

that of

Bankruptcy Code

and which

permits adjustment

of a

broad range

of

obligations, and

(b) Title

VI,

a largely

out-of-court process

through which

a supermajority

of creditors

can

accept

modifications to debt and bind holdouts.

Since

2017,

Puerto

Rico

and

several

of

its

have

availed

themselves

of

these

mechanisms.

The

Puerto

Rico

government exited Title III in March 2022, and several instrumentalities, such as the Government Development Bank and the Puerto

Rico Highways and Transportation

Authority have also completed

debt restructurings under Titles

III or VI

of PROMESA. However,

the Puerto Rico Electric Power Authority is still undergoing

its debt restructuring.

Puerto

Rico's economic

difficulties

have also

impacted its

municipalities. Historically,

the central

government provided

municipal subsidies.

However,

these, have

decreased pursuant

to fiscal

measures required

by the

Oversight Board.

This decline

has been partly offset by federal disaster and COVID-relief funding received

by municipalities in recent years. The latest Puerto

Rico

fiscal plan proposes a

restructured grant system to enhance

municipal services and encourage accountability through

metrics.

Municipalities

are

subject

to

PROMESA,

and

the

Board

has

required

certain

to

submit

fiscal

plans

and

annual budgets

for review

and approval.

Municipalities are

also required

to seek

Oversight Board

approval to

issue, guarantee

or

modify

their

debts

and

to

enter

into

contracts.

To

date

no

has

availed

itself

of

the

debt

mechanisms available to them under PROMESA.

Exposure of the Corporation

The credit

quality of BPPR’s

loan portfolio

reflects, among other

things, the

general economic conditions

in Puerto

Rico and

other

adverse conditions affecting Puerto

Rico consumers and businesses.

Deterioration in the Puerto

Rico economy has resulted

in the

past, and could

result in the future,

in higher delinquencies, greater

charge-offs and increased losses,

which could materially affect

our financial condition and results of operations.

At June

direct exposure

to

PR Government

Entities totaled

$412 million,

of

which $362

million were

outstanding, compared

to $336

million, at

2024, all

of which

were outstanding.

PR

Government Entities

at June

included up

to

$47.4 million

in Automated

Clearing House

(“ACH”) transaction

exposure, none of which

was outstanding.

Substantially all of the

Corporation’s direct exposure outstanding at

were

obligations from various

Puerto Rico municipalities.

In most

cases, these were

“general obligations” of

a municipality,

to which

the

applicable municipality

has

pledged its

good faith,

credit

and unlimited

taxing

power,

or “special

obligations” of

a municipality,

to

which the applicable municipality has pledged basic property tax or sales tax

revenues.

At June 30, 2025, 81% of the

municipal loans

and securities

was concentrated

in the

municipalities of

San Juan,

Guaynabo, Carolina

and Caguas.

For

of

the

direct

to

the

Puerto

Rico

and

its

and

municipalities, refer to Note 20 – Commitments and

Contingencies to the Consolidated Financial

Statements.

at June 30,

had $212 million

in loans insured

or securities issued

by PR Governmental

Entities,

but

the principal

repayment is

non-governmental ($220 million

at

These included

$168

million

in

loans

insured

by

the

Puerto

Rico

Housing

Finance Authority

a

Puerto

Rico

Entity ($176 million at December 31, 2024).

The Corporation also had, at June 30,

2025, $37 million in bonds issued by

HFA which

are secured

by second mortgage

loans on

residential properties, and

HFA also

provides insurance to

cover

losses in the

event of a

borrower default, and

upon the satisfaction of

certain other conditions

($38 million at

HFA’s

ability to honor its

insurance will depend, among

other factors, on the

financial condition of HFA

at the time such

become

due

and

payable.

The

does

not

the

when

the

credit

losses

associated with this portfolio.

commercial loan

portfolio also

includes loans

to

private borrowers

who

are service

providers, lessors,

suppliers or

have

other

relationships

with

the

PR

government.

These

could

be

by

a

deterioration

in

the

fiscal

and

situation

of

PR

Entities.

Similarly,

and

loan

include

loans

to

and

retirees,

which

could

also

be

by

fiscal

measures,

such

as

employee

layoffs

or

furloughs or reductions in pension benefits, if the

fiscal and economic situation deteriorates.

As of June

30, 2025, BPPR had

$20.9 billion in deposits from

the Puerto Rico government, its

instrumentalities, and municipalities.

The

rate

at

which

public

deposit

may

decline is

difficult

to

predict.

The

amount

and

timing

of

any

such

reduction is likely to

be impacted by,

for example, the level

of federal assistance, the

speed at which such

assistance is distributed

and

condition, liquidity

and cash

management practices

of such

entities, as

well as

the ability

of

BPPR to

these customer relationships.

United States Virgin Islands

The

has

in

the

United

States

Virgin

Islands

(the

“USVI”)

and

has

credit

to

USVI

entities.

The USVI has

been experiencing a

number of fiscal

and economic challenges,

which could adversely

affect the

ability of its

public

corporations and instrumentalities to service their outstanding

debt obligations. PROMESA does not apply to the USVI

and, as such,

there

is

no

federal

legislation

permitting

the

of

the

debts

of

the

USVI

and

its

public

corporations

and

instrumentalities.

Non-Performing Assets

NPAs

include primarily

past-due loans

no longer

accruing interest,

renegotiated loans,

and real

estate property

through foreclosure. A summary, including certain credit quality metrics, is presented

in Table 18.

credit quality

metrics demonstrated

favorable trends

in the

of 2025

with improvements

in NPLs

and Net Charge-Offs (NCOs). The Corporation continues to

closely monitor the economic landscape and borrower performance, as

uncertainty

remains

a

key

consideration.

The

experience

managing

credit

risk

under

different

macroeconomic and

operating environments and,

more recently,

the steps

taken around

credit tightening

supports management’s

view

that

to

riskier

is

adequately

managed.

Nonetheless,

carefully

monitoring

the

of

our

loan

portfolio and its response to the environment will

continue to be a priority.

Total

NPAs of $357.8 million

as of June 30, 2025 decreased by

$50.3 million when compared with December 31, 2024. Total

NPLs

of $311.6

million decreased by

$39.2 million from December

31, 2024. BPPR’s

NPLs decreased by $34.4

million, mainly driven

by

lower consumer,

mortgage and commercial

NPLs by $12.9

million, $11.0

million and $8.9

million, respectively.

Popular U.S. NPLs

by

$4.7

mostly

driven

by

decreases

of

$1.9

million

and

$1.8

million

in

and

NPLs,

respectively.

On June

NPLs to total

loans held-in-portfolio was

0.82%, compared to

0.95% on December

Other

real estate owned loans (“OREOs”) decreased by $11.1 million from December 31, 2024. The decrease in OREO was mainly driven

by the combination of

sales and lower residential

property foreclosures. On June

30, 2025, NPLs secured

by real estate amounted

to

$189

million

in

the

Puerto

Rico

and

$50

million

in

Popular

U.S,

with

$200

million

and

$56

respectively, on December 31, 2024.

The Corporation’s commercial

loan portfolio secured

by real estate

(“CRE”) amounted to

$11.0

billion on June

with $3.0

billion secured by owner-occupied properties (December

31, 2024 - $10.9 billion and $3.2 billion, respectively).

The

non-owner occupied

CRE portfolio

was $5.5

June

split

between $3.3

billion in

BPPR

and $2.2

billion in

This portfolio is diversified across sectors: retail (33%), hotels (19%), and office

space (13%) which together represent

two-thirds of

total non-owner

occupied CRE

exposure. Specifically,

office space

leasing accounts

for just

1.8% ($688.8

million) of

loan portfolio,

mainly comprising

mid-rise

properties with

an average

loan size

of $2.4

million, and

is well

diversified by

tenant type.

Within CRE, the

commercial multi-family portfolio is

$2.5 billion (approximately 7%

of total loans),

concentrated in New

York

Metro

($1.5 billion), South Florida ($716.6 million) and Puerto Rico

($202.1 million) regions. In the New York Metro, there is no exposure to

rent-controlled buildings and rent-stabilized

units make up less than 40% of total units,

with most originated after 2019.

CRE NPLs amounted to

$52.5 million on June 30,

2025, compared with $53.7 million

on December 31, 2024. The

CRE NPL ratios

for

the

BPPR

and

Popular

U.S.

were

0.69%

and

0.30%,

on

June

30,

2025,

with

0.64%

and

0.37%, respectively, on December 31, 2024.

In addition

to the

NPLs included

in Table

18, on

2025, there

were $529

million of

performing loans,

mostly commercial

loans, which in management’s opinion, are currently subject to potential future classification as non-performing (December 31, 2024

  • $596 million).

The following table presents the Corporation’s NPAs as of June 30, 2025 and December

31, 2024:

Table 18 - Non-Performing

Assets

BPPR

Popular

U.S.

Inc.

As a % of

loans HIP

by

category

BPPR

Popular

U.S.

Inc.

As a % of

loans HIP

by

category

$

$

10,751

$

10,925

0.4

%

$

$

8,700

$

8,779

0.4

%

Commercial real estate non-owner

6,084

7,893

13,977

0.3

6,429

8,015

14,444

0.3

Commercial real estate owner

27,320

27,551

0.9

25,258

5,191

30,449

1.0

8,588

2,836

11,424

0.1

19,335

1,748

21,083

0.3

42,166

21,711

63,877

0.3

51,101

23,654

74,755

0.4

Leasing

7,976

7,976

0.4

9,588

9,588

0.5

147,464

28,052

175,516

2.1

158,442

29,890

188,332

2.3

3,120

3,120

4.0

3,393

3,393

4.6

17,499

1,094

18,593

1.0

20,269

1,741

22,010

1.2

Auto

40,595

40,595

1.1

51,792

51,792

1.4

Other

1,948

1,948

1.2

0.5

60,042

4,214

64,256

0.9

72,960

5,145

78,105

1.1

Total non-performing

loans held-in-

257,648

53,977

311,625

0.8

%

292,091

58,689

350,780

0.9

%

Other real estate owned (“OREO”)

45,643

46,126

57,197

57,268

Total non-performing

assets

[1]

$

303,291

$

54,460

$

357,751

$

349,288

$

58,760

$

408,048

Accruing loans past due 90 days or

more

[2]

$

206,205

$

$

206,394

$

242,250

$

$

242,440

Ratios:

Non-performing assets to total assets

0.51

%

0.34

%

0.47

%

0.61

%

0.37

%

0.56

%

Non-performing loans held-in-portfolio

to loans held-in-portfolio

0.96

0.47

0.82

1.12

0.54

0.95

Allowance for credit losses to loans

2.53

0.79

2.02

2.56

0.69

2.01

Allowance for credit losses to non-

performing loans, excluding held-for-

sale

263.63

167.17

246.93

229.61

128.40

212.68

[1] There were no non-performing loans held-for-sale

as of June 30, 2025 and December 31, 2024.

[2] It is the Corporation’s policy to report delinquent

residential mortgage loans insured by FHA or guaranteed

by the VA as accruing

loans past due 90

days or

more

as

opposed

to

non-performing

since

the principal

repayment

is insured.

These

include

$52 million

of residential

loans

insured

by

FHA

or

by

the

VA

that

are

no

longer

accruing

as

of

June

30,

31,

$65

Furthermore, the Corporation

has $29 million

in reverse mortgage

loans which are

guaranteed by

FHA, but which

are currently

not accruing interest.

Due to the guaranteed

nature of the loans,

it is the Corporation’s

policy to exclude these

balances from non-performing

assets (December 31,

2024 -

$31 million).

For the quarter ended June 30,

2025, total inflows of NPLs held-in-portfolio, excluding consumer loans,

decreased by $26.1 million,

to the

inflows for

  1. Inflows

of NPLs

held-in-portfolio at

the BPPR

segment decreased

by

$8.8 million,

2024, mainly

lower mortgage

NPL inflows

by $6.6

million. Inflows

of NPLs

held-in-portfolio at the Popular U.S. segment decreased by

$17.3 million from the same period in

2024, driven by lower commercial

NPL inflows by $16.6 million, as the prior period

was impacted by a single $17.3 million loan.

Tables 19 to 25 present the Corporation’s inflows to NPLs for the quarters and six months ended

June 30, 2025 and 2024.

Table 19 - Activity in Non

-Performing Loans Held-in-Portfolio (Excluding Consumer

Loans)

BPPR

BPPR

$

191,103

$

46,594

$

237,697

$

209,543

$

53,544

$

263,087

Plus:

32,205

8,909

41,114

69,228

17,067

86,295

Less:

(2,385)

(433)

(2,818)

(4,940)

(433)

(5,373)

(790)

(583)

(1,373)

(1,717)

(1,713)

(3,430)

(30,503)

(4,744)

(35,247)

(82,484)

(18,740)

(101,224)

$

189,630

$

49,763

$

239,393

$

189,630

$

49,763

$

239,393

Table 20 - Activity in Non

-Performing Loans Held-in-Portfolio (Excluding Consumer

Loans)

BPPR

BPPR

$

229,796

$

49,478

$

279,274

$

254,476

$

22,354

$

276,830

Plus:

41,040

25,907

66,947

74,543

61,280

135,823

Less:

(4,540)

(24)

(4,564)

(8,649)

(24)

(8,673)

(5,590)

(18)

(5,608)

(13,899)

(968)

(14,867)

(40,746)

(26,324)

(67,070)

(86,511)

(33,645)

(120,156)

$

219,960

$

49,317

$

269,277

$

219,960

$

49,317

$

269,277

Table 21 - Activity in Non

-Performing Commercial Loans Held-in-Portfolio

BPPR

BPPR

$

42,597

$

17,507

$

60,104

$

51,101

$

23,654

$

74,755

Plus:

1,768

5,632

7,400

7,549

11,045

18,594

Less:

(140)

(140)

(260)

(260)

(403)

(583)

(986)

(1,142)

(1,713)

(2,855)

Loans returned to accrual status / loan

collections

(1,656)

(865)

(2,521)

(15,082)

(11,312)

(26,394)

$

42,166

$

21,711

$

63,877

$

42,166

$

21,711

$

63,877

Table 22 - Activity in Non

-Performing Commercial Loans Held-in-Portfolio

BPPR

BPPR

$

63,323

$

21,407

$

84,730

$

72,992

$

11,163

$

84,155

Plus:

4,031

21,940

25,971

8,374

36,979

45,353

Less:

(280)

(280)

(280)

(280)

(5,700)

(5,700)

(13,699)

(950)

(14,649)

(5,204)

(5,866)

(11,070)

(11,217)

(9,731)

(20,948)

$

56,170

$

37,763

$

93,933

$

56,170

$

37,763

$

93,933

Table 23 - Activity in Non

-Performing Construction Loans Held-in-Portfolio

BPPR

BPPR

$

$

$

$

6,378

$

$

6,378

Less:

(6,378)

(6,378)

$

$

$

$

$

$

Table 24 - Activity in Non

-Performing Mortgage Loans Held-in-Portfolio

BPPR

BPPR

$

148,506

$

29,087

$

177,593

$

158,442

$

29,890

$

188,332

Plus:

30,437

3,277

33,714

61,679

6,022

67,701

Less:

(2,245)

(433)

(2,678)

(4,680)

(433)

(5,113)

(387)

(387)

(575)

(575)

Loans returned to accrual status / loan

collections

(28,847)

(3,879)

(32,726)

(67,402)

(7,428)

(74,830)

$

147,464

$

28,052

$

175,516

$

147,464

$

28,052

$

175,516

Table 25 - Activity in Non

-Performing Mortgage Loans Held-in-Portfolio

BPPR

BPPR

$

166,473

$

28,071

$

194,544

$

175,106

$

11,191

$

186,297

Plus:

37,009

3,967

40,976

66,169

24,301

90,470

Less:

(4,260)

(24)

(4,284)

(8,369)

(24)

(8,393)

(18)

(200)

(18)

(218)

(35,542)

(20,458)

(56,000)

(68,916)

(23,914)

(92,830)

$

163,790

$

11,554

$

175,344

$

163,790

$

11,554

$

175,344

Loan Delinquencies

Another key measure used to evaluate and

monitor the Corporation’s asset quality is loan

delinquencies. Loans delinquent 30 days

or more, as a percentage of their related portfolio

category on June 30, 2025 and December 31, 2024,

are presented below.

Table 26 - Loan Delinquencies

Loans delinquent

30 days or more

Total delinquencies

as a percentage

of total loans

Loans delinquent

30 days or more

Total delinquencies

as a percentage

of total loans

$

21,937

$

0.87

%

$

15,826

$

0.66

%

Commercial real estate

non-owner occupied

17,272

0.31

24,925

0.46

Commercial real estate

41,413

1.38

42,311

1.34

37,213

0.46

49,942

0.65

117,835

0.62

133,004

0.71

3,720

0.25

1,039

0.08

Leasing

36,714

1.85

39,641

2.06

[1]

728,253

8.62

798,130

9.84

48,745

4.01

59,078

4.85

4,682

77,479

6.04

5,054

73,571

6.87

51,109

2.72

57,835

3.12

Auto

165,642

4.29

191,008

5.00

Other

5,567

168,775

3.30

3,930

171,778

2.29

275,745

3.83

316,905

4.44

2,898

5,423

Total

$

1,162,267

$

3.04

%

$

1,288,719

$

3.47

%

[1]

Loans delinquent 30 days or more includes $0.4 billion

of residential mortgage loans insured by FHA or guaranteed

by the VA as of June

30,

2025 (December 31, 2024 - $0.4 billion). Refer to Note

7 to the Consolidated Financial Statements for additional

information of guaranteed loans.

Allowance for Credit Losses Loans Held-in-Portfolio

The ACL

represents management’s

estimate of

expected credit

losses through

the remaining

contractual life

of the

different loan

segments, impacted by expected prepayments. The ACL

is maintained at a sufficient

level to provide for estimated credit

losses on

collateral dependent loans as well as loans modified

for borrowers with financial difficulties separately from the remainder

of the loan

portfolio. Refer to

Note 8 to

the Consolidated Financial

Statements, for additional

Corporation’s methodology to

estimate its ACL.

On June 30,

2025, the ACL increased by

$23.5 million from December 31,

2024 to $769.5 million. The

increase in ACL was

driven

by changes in the economic scenario

probability weights and increases in qualitative reserves, in

response to the current economic

environment uncertainty,

reserve build-up associated

with portfolio

growth and

unfavorable changes in

the economic

assumptions used

in the

ACL model.

These increases

were offset

in part

by the

net effect

of changes

in credit

quality and

NCOs

during the period.

Given that any economic outlook is inherently uncertain, the Corporation

leverages multiple scenarios to estimate

its

ACL.

Prior

to

the

first

quarter

of

2025,

the

the

baseline

the

highest

among

the

scenarios

used

to

the

ACL,

followed

by

the

given

the

uncertainties

in

the

outlook

and

downside risk, and

the optimistic scenario

had the lowest

probability. During

the first quarter

of 2025, the

Corporation modified the

weight assigned

to the

pessimistic scenario to

be equal

to the

baseline scenario

in response

to the

current economic

uncertainty,

resulting in

of $18.2

the reserves.

In

probability weight

for the

scenario was moderately decreased based on changes in the economic outlook and a reassessment of uncertainty compared to the

quarter.

This

change

resulted

in

a

$4.5

million

reduction

in

ACL

reserve

levels,

for

a

$13.7

million

net

from

31,

The

weight

for

the

remains

above

the

levels

observed

in

2024,

given

the

ongoing

uncertainty.

Refer

to

Note

to

the

Statements,

for

on

the

Corporation’s methodology to estimate its ACL, including

probability weights assigned

On

June

30,

2025,

the

ACL

for BPPR

$8.6

million

from

2024,

changes

in

the

weights that resulted

in a

$8.8 million net

ACL increase, coupled

with an increase

in the reserves

for auto loans

due to migrations

between FICO

score categories

and changes

in the

economic scenarios.

This increase

was partially

lower reserves

for

commercial loans

due to

improvements in credit

quality,

by ACL

reserve build-up

due to

portfolio growth. In

PB, on

June

30,

2025,

the

ACL

by

$14.9

when

to

31,

This

was

influenced

by

the forecast

of the

U.S. unemployment rate

as well

as higher

qualitative reserves for

the CRE

portfolio in

response to

current market volatility and economic uncertainty, coupled

with changes in the probability weights that resulted in a

$4.9 million net

increase.

The Corporation’s ratio of the allowance for credit losses to loans held-in-portfolio was 2.02% on June 30, 2025, compared to 2.01%

on

the ACL

to

NPLs held-in-portfolio

stood

at

246.9%, compared

to

212.7% on

Tables

27 and

28 detail

the allowance

for credit

losses by

loan categories

and the

percentage it

represents of

total loans

held-in-

portfolio and

NPLs. The

breakdown is

made for

analytical purposes,

and it

is not

necessarily indicative

of the

categories in

which

future loan losses may occur.

Table 27 - Allowance for Credit

Losses - Loan Portfolios

Total ACL

Total loans held-

ACL to loans held-

Total non-

ACL to non-

$

16,781

$

0.67

%

$

10,925

153.60

%

59,117

1.07

%

13,977

422.96

%

49,051

1.63

%

27,551

178.04

%

141,362

1.76

%

11,424

N.M.

$

266,311

$

1.40

%

$

63,877

416.91

%

10,579

0.72

%

Leasing

20,040

1.01

%

7,976

251.25

%

85,175

1.01

%

175,516

48.53

%

92,306

7.60

%

1,384

77,479

1.79

%

3,120

44.36

%

103,654

5.52

%

18,593

557.49

%

Auto

182,274

4.72

%

40,595

449.01

%

Other

7,762

168,775

4.60

%

1,948

398.46

%

$

387,380

$

5.38

%

$

64,256

602.87

%

Total

$

769,485

$

2.02

%

$

311,625

246.93

%

N.M. - Not meaningful.

Table 28 - Allowance for Credit

Losses - Loan Portfolios

Total ACL

Total loans held-

ACL to loans held-

Total non-

ACL to non-

$

9,236

$

0.38

%

$

8,779

105.21

%

54,494

1.02

%

14,444

377.28

%

49,828

1.58

%

30,449

163.64

%

146,006

1.89

%

21,083

692.53

%

$

259,564

$

1.39

%

$

74,755

347.22

%

11,264

0.89

%

Leasing

16,419

0.85

%

9,588

171.25

%

82,409

1.02

%

188,332

43.76

%

99,130

8.14

%

1,503

73,571

2.04

%

3,393

44.30

%

102,736

5.54

%

22,010

466.77

%

Auto

165,995

4.34

%

51,792

320.50

%

Other

7,004

171,778

4.08

%

769.67

%

$

376,368

$

5.27

%

$

78,105

481.87

%

Total

$

746,024

$

2.01

%

$

350,780

212.68

%

Annualized net charge-offs (recoveries)

annualized net charge-offs

(recoveries) to average

loans held-in-portfolio (“HIP”)

by loan

category for

the quarters and six months ended June 30, 2025

Table 29 - Annualized Net Charge

-offs (Recoveries) to Average Loans

Held-in-Portfolio

BPPR

BPPR

―

%

0.02

%

0.01

%

0.20

%

0.04

%

0.13

%

―

―

―

―

(0.04)

(0.04)

(0.14)

(0.01)

(0.12)

(0.23)

(0.01)

(0.19)

Leasing

0.56

―

0.56

0.60

―

0.60

2.29

4.00

2.33

2.68

6.58

2.80

Total annualized

net charge-offs

(recoveries) to average loans held-in-

0.61

%

0.07

%

0.45

%

0.79

%

0.16

%

0.61

%

BPPR

BPPR

(0.05)

%

0.02

%

(0.02)

%

0.25

%

0.04

%

0.15

%

―

―

―

―

(0.02)

(0.02)

(0.14)

(0.03)

(0.12)

(0.25)

(0.01)

(0.21)

Leasing

0.62

―

0.62

0.72

―

0.72

2.55

3.95

2.59

2.83

7.54

2.98

Total annualized

net charge-offs

(recoveries) to average loans held-in-

0.67

%

0.07

%

0.49

%

0.86

%

0.19

%

0.66

%

NCOs for the quarter ended June 30, 2025, amounted

to $42.2 million, decreasing by $11.4 million when compared to the same

period in 2024. The BPPR segment decreased by

$9.1 million, mainly driven by decreases of

$5.6 million and $4.9 million in

consumer and commercial NCOs, respectively. The PB segment NCOs decreased

by $2.3 million, mainly driven by lower

NCOs by $1.8 million

NCOs for the six months ended June 30, 2025,

amounted to $91.3 million, decreasing by $24.5

million when compared to the same

period in 2024. The BPPR segment decreased by

$18.6 million, mainly driven by decreases of

$14.4 million and $7.0 million in

commercial and consumer NCOs, respectively. The PB segment NCOs decreased

by $5.9 million, mainly driven by lower consumer

NCOs by $4.9 million.

Loan Modifications

For

the

quarter

ended

June

30,

2025,

loans

to

with

difficulty

to

$276.9

of

which

$266.6 million were in

accruing status. The BPPR segment’s

modifications to borrowers with financial difficulty

amounted to $217.5

million, mainly comprised of commercial and mortgage loans of $192.5

million and $17.4 million, respectively. A total of $10.7 million

of

the

were

related

to

loans.

The

Popular

U.S.

segment’s

to

borrowers with financial difficulty amounted to $59.4 million,

mostly comprised of commercial loans.

Refer

to

Note

to

the

for

on

made

to

experiencing financial difficulties.

ADOPTION OF NEW ACCOUNTING STANDARDS AND ISSUED BUT NOT

YET EFFECTIVE ACCOUNTING STANDARDS

Refer to Note 3, “New Accounting Pronouncements”

Market Risk

Quantitative and qualitative disclosures for the current

period can be found in the Market Risk

section of this report, which includes

changes in market risk exposures from disclosures presented

in the 2024 Form 10-K.

Disclosure Controls and Procedures

The Corporation’s management,

participation of the

Corporation’s Chief Executive

Officer and Chief

Financial Officer,

has

evaluated the effectiveness of the Corporation’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and

15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”) as of the end of the period covered by this report. Based

on such evaluation, the Corporation’s Chief Executive Officer and Chief Financial Officer have concluded that,

as of the end of such

period, the Corporation’s disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a

timely basis,

information required to

be disclosed

by the

Corporation in

the reports

that it

files or

submits under

the Exchange Act

and

such

is

accumulated

and

communicated

to

management,

as

appropriate,

to

allow

timely

decisions

required disclosures.

Internal Control Over Financial Reporting

There have been no changes in the Corporation’s internal control over financial reporting (as such term is defined in Rules 13a-15(f)

and 15d-15(f) under

the Exchange Act)

that occurred during

the quarter ended

2025 that have

materially affected, or

are

reasonably likely to materially affect, the Corporation’s internal control

over financial reporting.

Part II - Other Information

For a discussion of Legal Proceedings, see Note 20

In addition to the other information set forth in

this report, you should carefully consider the risk

factors discussed under “Part I - Item

1A - Risk Factors” in our 2024 Form

10-K. These factors could materially adversely affect our business, financial condition, liquidity,

results of

operations and

capital position,

and could

cause our

actual results

to

differ

materially from

our historical

results or

the

results contemplated

by the

forward-looking statements

contained in

this report.

Also refer

to the

discussion in

“Part I

  • Item

2 –

Management’s Discussion

and Analysis

of Financial

Condition and

Results of

Operations” in

this report

for additional

that may supplement or update the discussion

of risk factors below and in our 2024 Form 10-K.

There have been no material changes to the risk

factors previously disclosed under Item 1A of the

Corporation’s 2024 Form 10-K.

The risks described

in our 2024 Form

10-K and in

this report are not

the only risks

facing us. Additional risks

and uncertainties not

known

to

us

or

that

we

deem

to

be

immaterial

also

may

materially

adversely

affect

our

business,

condition, liquidity, results of operations and capital position.

Unregistered Sales of Equity Securities and

Use of Proceeds

The Corporation did not have any unregistered

sales of equity securities during the quarter ended

June 30, 2025.

Issuer Purchases of Equity Securities

sets forth the

details of

purchases of common

stock by

the Corporation and

its affiliated

purchasers during the

quarter ended June 30, 2025:

Issuer Purchases of Equity Securities

Not in thousands

Period

Total Number of

Shares Purchased [1]

Average Price Paid per

Share

Total Number of

Shares

Purchased as Part of Publicly

Announced Plans or Programs [2]

Approximate Dollar Value of

Shares that May Yet be

Purchased Under the Plans or

Programs [2]

April 1 - April 30

357,832

$

87.37

355,539

$129,330,233

May 1 -May 31

447,956

101.50

417,666

$86,774,331

June 1 - June 30

380,593

105.93

363,185

$48,375,729

Total

1,186,381

$

98.66

$48,375,729

[1]

Includes

2,293,

30,290

and

17,408

shares

of

the

common

stock

by

the

during

April,

May

and

June

2025,

in connection

satisfaction of

tax withholding

obligations on

vested awards

of restricted

stock or

restricted stock

units granted

to

directors and certain

employees under

Omnibus Incentive

Plan. The acquired

shares of common

stock were added

back to treasury

stock.

[2] As part of its capital

plan, in July 2024,

the Corporation announced plans

to repurchase up to

$500 million in common

stock and repurchases

began

in August 2024.

As of June 30, 2025,

the Corporation repurchased 4,663,379

shares of common stock for

$451.5 million at an average

price of $96.82

per share, under the previously announced share repurchase

authorization.

Defaults Upon Senior Securities

None.

Mine Safety Disclosures

Not applicable.

Rule 10b5-1 Trading Plans or Other Preplanned Trading Arrangements

Certain of our

officers or directors have

made, and may from

time to time make,

elections to participate in,

and are

participating in

,

our dividend reinvestment and purchase plan, the

Company stock fund associated with our 401(k)

plans and/or the Company stock

fund associated with

our non-qualified deferred compensation

plans and have shares

withheld to cover

withholding taxes upon the

vesting of

equity awards, which

may be

designed to satisfy

the affirmative defense

conditions of Rule

10b5-1 under the

Exchange

Act or may constitute non-Rule 10b5–1

trading arrangements

(as defined in Item 408(c) of Regulation

S-K).

Exhibits

Exhibit Index

Exhibit No

Exhibit Description

10.1

Form of Director Compensation Letter, Election Form, Restricted Stock Award Agreement and Restricted

Stock Unit Award Agreement, effective May 8, 2025

(1)*

10.2

Equity Award Agreement, dated as of June 26, 2025, by and between Ignacio Alvarez and Popular, Inc.

(1)*

10.3

2025 Long-Term Equity Incentive Award Agreement, dated as of June 26, 2025, by and between Javier D.

Ferrer and Popular, Inc.

(1)*

22.1

Issuers of Guaranteed Securities (Incorporated by reference to Exhibit 22.1 of Popular, Inc.’s Annual

Report on Form 10-K for the year ended December 31, 2024)

31.1

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(1)

31.2

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(1)

32.1

Certification 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 pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-

Oxley Act of 2002 d82325dex322.htm

(1)

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Inline XBRL Taxonomy Extension Presentation Linkbase Document

(1)

The cover page of Popular, Inc. Quarterly Report on Form 10-Q for the

quarter ended June 30, 2025,

formatted in Inline XBRL (included within the Exhibit

101 attachments)

(1)

(1)

Included herewith

  • This exhibit is a management contract or compensatory

plan or arrangement.

Popular, Inc. has not filed as exhibits certain instruments defining

the rights of holders of debt of Popular, Inc. not

exceeding 10% of the total assets of Popular, Inc. and its consolidated

subsidiaries. Popular, Inc. hereby agrees to

furnish upon request to the Commission a copy of

each instrument defining the rights of holders

of senior and

subordinated debt of Popular, Inc., or of any of its consolidated

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 thereunto duly authorized.

(Registrant)

Date: August 11, 2025

By: /s/ Jorge J. García

Jorge J. García

Executive Vice President &

Chief Financial Officer

Date: August 11, 2025

By: /s/ Denissa M. Rodríguez

Denissa M. Rodríguez

Senior Vice President & Corporate Comptroller

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