Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

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 October, 2023

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–                         

 

 

 

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EXHIBIT INDEX

 

99.1		ITAÚ UNIBANCO - SUMMARIZED MINUTE OF THE MEETING OF THE SUPERVISORY COUNCIL OF OCTOBER 26, 2023

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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: October 31, 2023.

 

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/ Alexsandro Broedel
Name:		Alexsandro Broedel
Title:		Chief Financial Officer

ITAÚ UNIBANCO HOLDING S.A. CNPJ 60.872.504/0001-23 A Publicly-Held Company NIRE 35300010230 SUMMARIZED MINUTE OF THE MEETING OF THE SUPERVISORY COUNCIL OF OCTOBER 26, 2023 DATE AND TIME: On October 26, 2023, at 8:00 am. CHAIR: Gilberto Frussa. QUORUM: The totality of the elected members, with the participation of the Councilors as permitted by item 4.6 of the Internal Charter of the Supervisory Council. RESOLUTION UNANIMOUSLY ADOPTED: 1. The members of the Company’s Supervisory Council have met to examine and opine on the proposals to be submitted to the Extraordinary General Stockholders’ Meeting in order to: 1.1. Resolve on the “Protocol and Justification” in which the terms and conditions of the total spin-off of Banco Itaú BBA S.A. (“Itaú BBA”) and its resulting dissolution are established, with the merger, by the Company and Itaú BBA Assessoria Financeira S.A. (“Itaú BBA Assessoria”), of the spun-off portions, with the purpose of transferring the activities as follows: (a) all typical activities of financial institutions to the Company; and (b) all activities related to financial advisory, structuring and coordination of securities transactions to Itaú BBA Assessoria (“Transaction”); 1.2. Approve the appointment and engagement of PricewaterhouseCoopers Auditores Independentes - PwC as the expert firm responsible for preparing the appraisal report of the assets of Itaú BBA to be merged into the Company (“Appraisal Report”); 1.3. Resolve on the Appraisal Report, based on the balance sheet of Itaú BBA as of June 30, 2023, which may be updated in view of subsequent events; 1.4. Resolve on the Transaction, with no increase in the Company’s capital stock. After examining and discussing the afore mentioned proposals, the Councilors resolved to draw up the following opinion: “After examining the documents related to the proposals to be submitted to the Extraordinary General Stockholders’ Meeting, the opinion of the effective members of the Supervisory Council of ITAÚ UNIBANCO HOLDING S.A. is that these documents properly reflect the capital structure and the financial position of the Company, and the total spin-off transactions of Banco Itaú BBA S.A. and the merger of the spun-off portion into the Company, as well as their legal effects, represent fairly the interests of the Company’s stockholders, in compliance with the applicable legal and statutory rules and procedures.” page 2 CLOSING: Once the work was completed, this minute was signed after being drafted, read and approved by all. São Paulo (SP), October 26, 2023. (undersigned) Gilberto Frussa – Chair; Igor Barenboim and Eduardo Hiroyuki Miyaki – Councilors. RENATO LULIA JACOB Group Head of Investor Relations and Market Intelligence

 

 

 

 

 

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