Itau Unibanco Holding S.A 6-K, filed Feb 1, 2021
Itau Unibanco Holding S.A. (ITUB)
About this 6-K
Itau Unibanco Holding S.A filed this 6-K on February 1, 2021.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of January, 2021
Commission File Number: 001-15276
Itaú Unibanco Holding S.A.
(Exact name of registrant as specified in its charter)
Itaú Unibanco Holding S.A.
(Translation of Registrant’s Name into English)
Praça Alfredo Egydio de Souza Aranha, 100-Torre Conceicao
CEP 04344-902 São Paulo, SP, Brazil
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ☐ No ☒
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82–
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.
Date: January 30, 2021.
| Itaú Unibanco Holding S.A | ||||
| By: | /s/ Renato Lulia Jacob | |||
| Name: | Renato Lulia Jacob | |||
| Title: | Group Head of Investor Relations and Market Intelligence | |||
| By: | /s/ Milton Maluhy Filho | |||
| Name: | Milton Maluhy Filho | |||
| Title: | Chief Financial Officer | |||
1
Exhibit 99.1
ITAÚ UNIBANCO HOLDING S.A.
CNPJ. 60.872.504/0001-23
A Publicly Listed Company
EXTRAORDINARY GENERAL STOCKHOLDERS’ MEETING
Consolidated summarized
remote voting map
According to CVM Instruction Nº 481/09, Itaú Unibanco Holding S.A. (“Company”) discloses the summarized voting map that
consolidates the voting instructions received from the underwriter and the voting instructions directly received by the Company for each item presented in the remote voting form on the matters submitted for the resolution of the Extraordinary
General Stockholders’ Meeting to be exclusively held online on January 31, 2021, 11: 00 a.m., with the purpose to:
Item Description - extraordinary
agenda Candidates Voting Number of shares % over total voting
1 Resolve on the “Protocol and Justification” in which the terms and conditionsfor the
partial spin-off of Itaú Unibanco S.A. are set out, with the merger, intothe Company, of the spun-off portion related to the interest of Itaú UnibancoS.A.
representing 41.05% of XP Inc.’s capital stock (“Transaction 1”): Approve the appointment and engagement of PricewaterhouseCoopers Approve Reject Abstain Approve 4.535.157.556 - 1.197.113 4.535.156.346 99,97361 - 0,02639 99,97358
AuditoresIndependentes - PwC as the expert firm responsible for preparing theappraisal report of the stockholders’ equity of Itaú Unibanco S.A. to be
mergedinto the Company (“Appraisal Report 1”): Reject Abstain Approve - 1.198.323 4.535.157.556 - 0,02642 99,97361
2 Resolve on the Appraisal Report 1,
based on the balance sheet of Itaú Unibanco
3 S.A. as of September 30, 2020: Reject -
Abstain 1.198.323 0,02642
Approve 4.535.157.556 99,97361
4 Resolve on Transaction 1, with no increase in the Company’s capital stock:Reject - -
If
aforementioned items 1 to 4 are approved, then resolve on the “Protocol and Abstain 1.197.113 0,02639
Approve
5 Justification” in which the terms and conditions for the partial spin-off of the Company are set out, with reduction of its capital
stock and transfer of the spun- off portion representing 41.05% of XP Inc.’s capital stock to a new company (“Newco”) to be incorporated for such purpose on the date this Extraordinary General Stockholders’ Meeting is held
(“Transaction 2”): Reject Abstain 4.535.157.556 - 1.197.113 99,97361 - 0,02639
6 Approve the appointment and engagement of PricewaterhouseCoopers
AuditoresIndependentes - PwC as the expert firm responsible for preparing the appraisal report of the stockholders’ equity of Itaú Unibanco S.A. to be spun off and transferred to Newco (“Appraisal Report 2”): Approve Reject
Abstain 4.535.156.346 - 1.198.323 99,97358 - 0,02642
7 Resolve on the Appraisal Report 2, based on the balance sheet of the Company as of September 30, 2020:
Approve Reject 4.535.156.346 - 99,97358 -
Abstain 1.198.323 0,02642
8 Resolve
on Transaction 2 and the resulting set-up of a NewCo, to be incorporated for such purpose on the date this Extraordinary General Stockholders’ Meeting is held, with the issue of 4,958,290,359 common and
4,845,844,989 NewCo preferred shares to be assigned to the Company’s stockholders in the same proportion of their interest in its capital, and approve the draft of NewCo’s bylaws, which is attached to the “Protocol and
Justification” for Transaction 2: Approve Reject Abstain 4.535.157.556 265.000 932.113 99,97361 0,00584 0,02055
10 Elect the members of the Board of Directors
for the next annual term of office, which will be in force until the date the members elected at the 2021 Annual Geraldo José Carbone General Stockholders’ Meeting take office: Approve Reject Abstain 4.534.450.060 706.517 1.198.092
99,95801 0,01557 0,02641
11 Elect the members of the Board of Directors for the next annual term of office, Maria Helena dos Santos Fernandes which will be in
force until the date the members elected at the 2021 Annual de Santana General Stockholders’ Meeting take office: Approve Reject 4.534.450.060 706.517 99,95801 0,01557 Abstain1.198.0920,02641
12 Elect the members of the Board of Directors for the next annual term of office, which will be in force until the date the members elected at the 2021 Annual Roberto Egydio
Setubal General Stockholders’ Meeting take office: Approve Reject 4.534.450.060 706.517 99,95801 0,01557
13 Resolve on the amount allocated to the overall
compensation of the members of the NewCo’s Board of Officers and Board of Directors in the overall amount of R$633,000.00: Abstain Approve Reject 1.198.092 4.531.629.830 1.738.996 0,02641 99,89585 0,03833 Abstain 2.985.843 0,06582
14 Authorize the Company’s management members, as set forth in its Bylaws, to carry out all the actions and sign all the documents required for implementing and formalizing
the approved resolutions: Approve Reject 4.535.157.556 - 99,97361 - Abstain 1.197.113 0,02639
15 Amend items 7.1. and 7.1.4 of the Company’s Bylaws to change
the frequency of election and period of term of office for the members of the Audit Committee from annual to every five years:Approve Reject4.535.155.367 2.18999,97356 0,00005
16Consolidate the Bylaws by including (i) the amendment mentioned in foregoing item “15”; and (ii) the capital reduction as a result of Transaction 2, in
accordance with item 5 hereof: Abstain Approve Reject 1.197.113 4.535.157.556 - 0,02639 99,97361 -
17 New wording of item 9, above: 9. If item 8 above is approved:
Set at four (4) the number of positions to be filled at the NewCo’s Board of Directors: Abstain Approve Reject Abstain Approve 1.197.113 4.515.092.642 - 7.237.705 0,02639 99,83996 - 0,16004
18 Elect the members of the Board of Directors for the next annual term of office, which will be in force until the date the members elected at the 2021 Annual General
Stockholders’ Meeting take office: São Paulo-SP, January 30, 2021. RENATO LULIA JACOB Group Head of Investor Relations and Market Intelligence Demosthenes Madureira de Pinho Neto Reject
Abstain 4.515.093.852 - 7.236.495 99,83998 - 0,16002
Corporativo | Interno