6-K

0001193125-19-027550.txt : 20190205 0001193125-19-027550.hdr.sgml : 20190205 20190205063403 ACCESSION NUMBER: 0001193125-19-027550 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190204 FILED AS OF DATE: 20190205 DATE AS OF CHANGE: 20190205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Itau Unibanco Holding S.A. CENTRAL INDEX KEY: 0001132597 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 STATE OF INCORPORATION: D5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15276 FILM NUMBER: 19566148 BUSINESS ADDRESS: STREET 1: PC. ALFREDO EGYDIO DE SOUZA ARANHA, 100 STREET 2: TORRE AE, 3 ANDAR, CEP 04344-902 CITY: SAO PAULO STATE: D5 ZIP: 00000 BUSINESS PHONE: 55-11-5019-1723 MAIL ADDRESS: STREET 1: PC. ALFREDO EGYDIO DE SOUZA ARANHA, 100 STREET 2: TORRE AE, 3 ANDAR, CEP 04344-902 CITY: SAO PAULO STATE: D5 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: Itau Unibanco Banco Multiplo S.A. DATE OF NAME CHANGE: 20090226 FORMER COMPANY: FORMER CONFORMED NAME: BANCO ITAU HOLDING FINANCEIRA S A DATE OF NAME CHANGE: 20030319 FORMER COMPANY: FORMER CONFORMED NAME: BANCO ITAU SA DATE OF NAME CHANGE: 20010117 6-K 1 d625314d6k.htm 6-K 6-K

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 February, 2019

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: February 4, 2019.


Itaú Unibanco Holding S.A

By:	/s/ Alexsandro Broedel
	Name:	Alexsandro Broedel
	Title:	Group Executive Finance Director and Head of Investor Relations


By:	/s/ Milton Maluhy Filho
	Name:	Milton Maluhy Filho
	Title:	Chief Financial Officer

EXHIBIT INDEX


99.1		MATERIAL FACT

EX-99.1 2 d625314dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

ITAÚ UNIBANCO HOLDING S.A.


CNPJ 60.872.504/0001-23		A Publicly Listed Company		NIRE 35300010230

MATERIAL FACT

ITAÚ UNIBANCO HOLDING S.A. (“Company”) informs its stockholders that the Board of Directors, which met on February 4, 2019, approved the payment, on March 7, 2019, of the following earnings to stockholders based on the final stockholding position recorded on February 21, 2019:

dividends in the amount of R$ 1.0507 per share, of which R$ 0.7607 per share is from net income for 2018, and R$ 0.2900 is debit from the Statutory Profit Reserve account; and

interest on capital in the amount of R$ 0.7494 per share, with the retention of 15% related to withholding income tax, resulting in a net interest of R$ 0.63699 per share, except for the corporate stockholders that are able to prove that they are immune or exempt.

It also approved the payment of the interest on capital declared by the Board of Directors on November 29, 2018, in the gross amount of R$ 0.0106 per share (net amount of R$ 0.00901 per share) on March 7, 2019 to stockholders based on the final stockholding position recorded on December 17, 2018.

These earnings comply with the practice of payment of dividends and interest on capital announced by means of the Material Fact of September 26, 2017⁽¹⁾. Therefore, for the base year of 2018 (accrual), the Company’s stockholders will receive R$ 2.3086⁽²⁾ per share, which totals R$ 22.4 billion in dividends and interest on capital (net of income tax), which is equivalent to 87.2% of the consolidated recurring net income for 2018, representing an increase of 27.8% from 2017.

Additionally, taking into considerations the repurchase of its own shares in 2018, the payout reaches 89.2% of consolidated recurring net income for 2018.

São Paulo (SP), February 4, 2019.

ALEXSANDRO BROEDEL

Group Executive Finance Director and Head of Investor Relations

(1)

As informed by the Company, the total amount to be distributed every year shall be established by the Board of Directors, taking into consideration, among other factors: (1) the level of the Company’s capitalization in accordance with the rules determined by the Central Bank of Brazil; (2) the minimum level established by the Board of Directors (Tier 1 Capital fully loaded = 13.5%); (3) profitability for the year; (4) the expectations of capital usage due to the growth expected from business, stock buyback programs, mergers and acquisitions and regulatory changes that may change capital requirements; and (5) tax changes. Therefore, the percentage to be distributed may vary year-on-year based on the Company’s profitability and capital requirements, always taking into consideration the minimum amount provided for in its Bylaws.

(2)	Amount adjusted by the stock split by 50% related to the stockholding position on November 19, 2018.