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Banco Santander (NYSE:SAN) held its 2026 annual general shareholders meeting in a fully virtual format, with executives highlighting record 2025 financial results, a new 2026-2028 strategic plan, and a slate of shareholder votes that were ultimately approved. The meeting was recorded in notarial minutes and conducted through the bank’s long-running online shareholder platform.

The bank said the meeting was convened in accordance with law and its bylaws, with the call published on Feb. 25, 2026, in Spanish newspapers and on the regulator and corporate websites. Management reiterated that the meeting was held exclusively remotely, a format enabled by a bylaws amendment approved in 2021 and framed as consistent with Santander’s digital transformation and sustainability goals.

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According to the secretary’s report, the meeting reached the highest quorum of the last 30 years. The quorum data presented showed voting rights represented totaling 71.724%, with 3.019% present and 68.705% represented. The secretary said 485,000 shareholders were involved in the quorum figures, and noted that many were deemed present because they voted prior to the meeting. The notary reminded shareholders they could submit objections regarding attendance and capital present through a dedicated platform channel.

In prepared remarks, Santander’s executive chair described 2025 as a year of “exceptional results,” citing record attributable profit of €14.1 billion, up 16% versus 2024 in constant euros. The chair said earnings per share rose 17% year-over-year and RoTE (post-AT1) was 16.3%. Total income was €62.4 billion, and the efficiency ratio improved to 41.2%. Cost of risk stood at 1.15%, the non-performing loan ratio improved to 2.91%, and coverage increased to 66%. Santander ended 2025 with a CET1 ratio of 13.5%, which the chair said was above its operating range.

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On shareholder returns, management submitted for approval a final dividend of €0.125 per share, described as 14% higher than the prior year. The chair said total shareholder remuneration charged to 2025 results—combining dividends and buybacks—would amount to approximately €7.05 billion, the highest in the bank’s history and around 50% of attributable net profit.

Executives also reviewed a previously announced commitment to distribute at least €10 billion through share buybacks charged to 2025 and 2026 results and excess capital, saying nearly €7 billion had already been executed, including programs completed in 2025 and a buyback then underway. Santander also cited cumulative distributions since 2014 of €42.5 billion through cash dividends and buybacks, and said buybacks since 2021 totaled €16.2 billion, representing 18% of outstanding shares.

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Management said 2025 included strategic capital allocation decisions, including the sale of Santander’s bank in Poland, which executives said did not fit with the group’s strategy of capturing network effects at an international level. The chair said the sale released capital and improved the composition of earnings.

Following that transaction, Santander announced two acquisitions:

TSB in the U.K., which management said would strengthen the franchise and create an opportunity to improve cost efficiency. The chair said the bank aims to increase the U.K. business RoTE to around 16% by 2028, from 10% in 2025.

Webster in the U.S., described as part of a disciplined refocusing toward countries with network effects and sufficient local scale. Management said the capital increase to issue shares to Webster shareholders was submitted for approval at the meeting, and that the combined business would become a top five bank by deposits in the U.S. Northeast. The chair said the goal is for the U.S. RoTE to reach around 18% by 2028.

The chair said the two transactions together were expected to contribute more than $2 billion in additional profit in 2028 and improve earnings predictability. Management also stated that after these transactions, approximately 80% of the loan book and 65% of operating profit before taxes would come from markets with strong currencies.

Executives emphasized the “One Transformation” program and a global operating model, including technology platforms such as Gravity, Santander’s in-house core banking software. The chair said Gravity had been deployed to more than 50% of the group’s technical operations and referenced work on “Gravity 2.0.” Santander also reiterated an ambition to unify the digital experience into a single app for customers across countries by 2036.

On artificial intelligence, management said AI generated approximately €280 million in value in 2025 and projected more than €1 billion in value by 2028, combining revenue growth and cost reduction, with an expected reduction in the group efficiency ratio of around 1 percentage point.

On sustainability and social initiatives, the chair and committee presentations cited progress including: a reduction of the group’s own operational footprint by 88% since 2011; reaching 100% renewable electricity consumption in main markets in 2025; more than 6.3 million beneficiaries of financial inclusion programs since 2023; and €1.3 billion in microcredits to 1.8 million entrepreneurs. The Responsible Banking, Sustainability, and Culture Committee also cited €174 billion in green financing mobilized since 2019 and said the bank continues working toward net zero emissions by 2050.

Among governance and agenda items, the meeting included votes on the 2025 annual accounts and management reports, the non-financial information statement, corporate management, shareholder remuneration items (including dividends and capital reductions tied to buybacks), and auditor-related resolutions. The Audit Committee chair said PricewaterhouseCoopers issued an unqualified opinion on the 2025 financial statements and supported PwC’s reelection as external auditor for 2026, along with its appointment as sustainability information verifier subject to applicable legislation.

Shareholders also voted on director appointments and reelections. The board proposed the appointment of Deborah Vieitas as an independent director, with the Nomination Committee noting she is chair of Santander Brazil’s board and would fill the vacancy left by Homaira Akbari, who was stepping down. The committee also proposed reelection of Sol Daurella, Gina Díez Barroso, Carlos Barrabés, and Antonio Weiss.

The secretary reported on a prior capital reduction executed in December 2025 through cancellation of 196,005,870 treasury shares, and noted the issuance of €1.5 billion in contingently convertible preferred securities in July 2025 under a prior authorization, excluding preemptive rights.

During Q&A, management said it received 29 interventions and addressed topics including remuneration, strategy, sustainability and energy transition, AI, defense-sector financing policies, and employee working conditions. Executives stated that Santander has a board-approved defense policy and said the bank had no defense operations with Israel. Management also referenced employee engagement survey participation of nearly 80% and a 2025 churn rate of 1.19%.

At the close of the meeting, the secretary stated that all proposals on the agenda were approved. Proposals raised outside the agenda by a shareholder identified as Eduardo Martín-Duarte were not approved, according to the closing statement.

Banco Santander, SA (NYSE: SAN) is a Spanish multinational banking group headquartered in Santander, Spain. Founded in 1857, the bank has grown from a regional institution into one of Europe's largest banking groups, operating a diversified financial services platform that serves retail, small and medium-sized enterprises, and large corporate clients. Santander is publicly listed in Spain and maintains American Depositary Receipts on the New York Stock Exchange under the ticker SAN.

The group's core activities include retail and commercial banking—offering deposit accounts, payment services, mortgages, personal and auto loans, and small business financing—alongside corporate and investment banking services for larger institutional clients.

The article "Banco Santander AGM: Record €14.1B Profit, Bigger Dividend, New 2026-28 Plan Approved" was originally published by MarketBeat.