2026 Annual General Meeting Call
Summary by AI BETAClose X
Banco Bilbao Vizcaya Argentaria, S.A. (BBVA), in compliance with the Securities Exchange legislation, hereby files
OTHER RELEVANT INFORMATION
BBVA's Board of Directors, at its meeting held today, has resolved to call the Annual General Shareholders' Meeting, to be held in Bilbao, at Palacio Euskalduna, avenida Abandoibarra number 4, on 19 March 2026, at 12.00 pm, at first call, and on 20 March 2026, in the same place and at the same time, at second call, following the attached agenda.
Madrid, 9 February 2026
2026 ANNUAL GENERAL SHAREHOLDERS' MEETING
BANCO BILBAO VIZCAYA ARGENTARIA, S.A.
AGENDA
ONE.- Annual financial statements, allocation of results and corporate management:
1.1. Approval of the annual financial statements and management reports of Banco Bilbao Vizcaya Argentaria, S.A. and its consolidated Group for the financial year ended 31 December 2025.
1.2. Approval of the non-financial information report of the Banco Bilbao Vizcaya Argentaria Group for the financial year ended 31 December 2025.
1.3. Approval of the allocation of results for the 2025 financial year.
1.4. Approval of the corporate management during the 2025 financial year.
TWO.- Adoption of the following resolutions on the re-election and appointment of members to the Board of Directors:
2.1. Re-election of Sonia Lilia Dulá.
2.2. Re-election of Raúl Catarino Galamba de Oliveira.
2.3. Re-election of Ana Leonor Revenga Shanklin.
2.4. Re-election of Carlos Vicente Salazar Lomelín.
2.5. Appointment of Jorge Montalbo Todolí.
Pursuant to paragraph 2 of article 34 of the Bylaws, determination of the number of directors in the number resulting from the resolutions adopted under this item of the Agenda, which will be reported to the Annual General Meeting for all due effects.
THREE.- Authorisation to the Board of Directors, with express powers of sub-delegation, to issue contingently convertible securities into BBVA shares and that can qualify as capital instruments (CoCos), for a period of five years, up to a maximum amount of EIGHT BILLION EUROS (EUR 8,000,000,000), authorising in turn the power to exclude pre-emptive subscription rights in such securities issues, as well as the power to increase the share capital by the necessary amount, if applicable, and to amend the corresponding article of the Bylaws.
FOUR.- Authorization for the Company to carry out the derivative acquisition of its own shares, directly or through Group companies, setting the limits or requirements thereon and conferring on the Board of Directors the powers necessary to execute the acquisition.
FIVE.- Approval of the reduction of the share capital of the Bank, in up to a maximum amount of 10% of the share capital as of the date of the resolution, through the redemption of own shares purchased for the purpose of being redeemed, authorising the Board of Directors to implement the share capital reduction, totally or partially, on one or more occasions, including the possibility of abstaining from executing it.
SIX.- Approval of the Remuneration Policy for Directors of Banco Bilbao Vizcaya Argentaria, S.A., and the maximum number of shares to be delivered, as the case may be, as a result of its implementation.
SEVEN.- Approval of a maximum level of variable remuneration of up to 200% of the fixed component of the total remuneration for a certain group of employees whose professional activities have a significant impact on Banco Bilbao Vizcaya Argentaria, S.A.'s or on its Group's risk profile.
EIGHT.- Re-election of Ernst & Young, S.L. as the auditors of accounts for Banco Bilbao Vizcaya Argentaria, S.A. and its consolidated Group for the financial year 2026.
NINE.- Delegation of powers to the Board of Directors, with the authority to substitute, in order to formalise, amend, interpret and execute the resolutions adopted by the Annual General Shareholders' Meeting.
TEN.- Consultative vote on the Annual Report on the Remuneration of Directors of Banco Bilbao Vizcaya Argentaria, S.A. for the financial year 2025.
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