BBVA Files 20-F Annual Report for Fiscal Year 2023

TL;DR

<b>BBVA has submitted its 20-F annual report detailing its 2023 financial performance and structure.</b>

AI Summary

BANCO BILBAO VIZCAYA ARGENTARIA, S.A. (BBVXF) filed a Foreign Annual Report (20-F) with the SEC on March 1, 2024. BBVA filed its 20-F annual report for the fiscal year ending December 31, 2023. The filing covers the period from January 1, 2023, to December 31, 2023. The company's primary listing is on the Madrid Stock Exchange. BBVA is incorporated in Spain and operates under the SIC code 6029 (Commercial Banks, NEC). The filing includes details on various financial instruments and equity components.

Why It Matters

For investors and stakeholders tracking BANCO BILBAO VIZCAYA ARGENTARIA, S.A., this filing contains several important signals. This 20-F filing provides a comprehensive overview of BBVA's financial position and operations for the fiscal year 2023, crucial for investors and analysts tracking the company's performance and compliance with SEC regulations. The report contains detailed financial statements, risk factors, and executive compensation, offering insights into the bank's strategic direction and market standing.

Risk Assessment

Risk Level: low — BANCO BILBAO VIZCAYA ARGENTARIA, S.A. shows low risk based on this filing. The filing is a standard annual report (20-F) for a foreign private issuer, indicating routine disclosure rather than immediate material events.

Analyst Insight

Investors should review the detailed financial statements and risk factors within the 20-F to assess BBVA's financial health and future prospects.

Key Numbers

• 2023-12-31 — Fiscal Year End (Period of report)
• 2024-03-01 — Filing Date (Date filed with SEC)

Key Players & Entities

• BANCO BILBAO VIZCAYA ARGENTARIA, S.A. (company) — Filer name
• BBVXF (company) — Ticker symbol
• 2024-03-01T00:00:00.000Z (date) — Filing date
• 2023-12-31 (date) — Fiscal year end
• MADRID (location) — Business address city
• 0000842180 (company) — Central Index Key

FAQ

Industry Context

BBVA operates in the commercial banking sector, a highly regulated industry sensitive to economic conditions and interest rate fluctuations.

Regulatory Implications

As a foreign private issuer, BBVA is subject to SEC regulations, including the requirement to file annual reports on Form 20-F.

What Investors Should Do

1. Review BBVA's audited financial statements for FY2023.
2. Analyze the risk factors section for potential business challenges.
3. Compare BBVA's performance metrics against industry peers.

Key Dates

• 2024-03-01: Filing Date — Submission of the 20-F annual report for fiscal year 2023.
• 2023-12-31: Fiscal Year End — The reporting period covered by the 20-F filing.

Year-Over-Year Comparison

This filing represents the annual disclosure for the fiscal year 2023, following previous filings which would have covered prior periods.

Filing Documents

• bbva-20231231.htm (20-F) — 15480KB
• exhibit11.htm (EX-1.1) — 154KB
• exhibit21.htm (EX-2.1) — 700KB
• exhibit121.htm (EX-12.1) — 10KB
• exhibit122.htm (EX-12.2) — 10KB
• exhibit123.htm (EX-12.3) — 10KB
• exhibit131.htm (EX-13.1) — 8KB
• exhibit151.htm (EX-15.1) — 3KB
• exhibit152.htm (EX-15.2) — 2KB
• exhibit97.htm (EX-97) — 20KB
• bbva-20231231_g1.jpg (GRAPHIC) — 175KB
• bbva-20231231_g2.jpg (GRAPHIC) — 86KB
• bbva-20231231_g3.jpg (GRAPHIC) — 191KB
• frmulaexhibit21.jpg (GRAPHIC) — 19KB
• 0000842180-24-000007.txt (&nbsp;) — 62464KB
• bbva-20231231.xsd (EX-101.SCH) — 590KB
• bbva-20231231_cal.xml (EX-101.CAL) — 173KB
• bbva-20231231_def.xml (EX-101.DEF) — 1202KB
• bbva-20231231_lab.xml (EX-101.LAB) — 3424KB
• bbva-20231231_pre.xml (EX-101.PRE) — 1929KB
• bbva-20231231_htm.xml (XML) — 15492KB

[ ] Item 18 [ ]

Item 17 [ ] Item 18 [ ] If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X] BANCO BILBAO VIZCAYA ARGENTARIA, S.A. TABLE OF CONTENTS PAGE PART I

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 8 A. Director and Senior Management 8 B. Advisers 8 C. Auditors 8

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 8

KEY INFORMATION

ITEM 3. KEY INFORMATION 8 A. Selected Consolidated Financial Data 8 B. Capitalization and Indebtedness 8 C. Reasons for the Offer and Use of Proceeds 8 D. Risk Factors 9

INFORMATION ON THE COMPANY

ITEM 4. INFORMATION ON THE COMPANY 24 A. History and Development of the Company 24 B. Business Overview 25 C. Organizational Structure 59 D. Property, Plants and Equipment 59 E. Selected Statistical Information 60 F. Competition 77

UNRESOLVED STAFF COMMENTS

ITEM 4A. UNRESOLVED STAFF COMMENTS 80

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 80 A. Operating Results 85 B. Liquidity and Capital Resources 141 C. Research and Development, Patents and Licenses, etc. 144 D. Trend Information 144 E. Critical Accounting Estimates 145

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 146 A. Directors and Senior Management 146 B. Compensation 155 C. Board Practices 167 D. Employees 179 E. Share Ownership 182 F. Disclosure of a R egistrant's A c tion to R ecover E rroneously A warded C ompensation 183

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 183 A. Major Shareholders 183 B. Related Party Transactions 184 C. Interests of Experts and Counsel 184

FINANCIAL INFORMATION

ITEM 8. FINANCIAL INFORMATION 184 A. Consolidated Statements and Other Financial Information 184 B. Significant Changes 188

THE OFFER AND LISTING

ITEM 9. THE OFFER AND LISTING 189 A. Offer and Listing Details 189 B. Plan of Distribution 194 C. Markets 194 D. Selling Shareholders 194 E. Dilution 194 F. Expenses of the Issue 194

ADDITIONAL INFORMATION

ITEM 10. ADDITIONAL INFORMATION 195 A. Share Capital 195 B. Memorandum and Articles of Association 195 C. Material Contracts 198 D. Exchange Controls 199 E. Taxation 201 F. Dividends and Paying Agents 205 G. Statement by Experts 205 PAGE H. Documents on Display 205 I. Subsidiary Information 206

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 206

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 207 A. Debt Securities 207 B. Warrants and Rights 207 C. Other Securities 207 D. American Depositary Shares 207 PART II

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 209

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 209

CONTROLS AND PROCEDURES

ITEM 15. CONTROLS AND PROCEDURES 209

[RESERVED]

ITEM 16. [RESERVED] 212

AUDIT COMMITTEE FINANCIAL EXPERT

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 212

CODE OF ETHICS

ITEM 16B. CODE OF ETHICS 212

PRINCIPAL ACCOUNTANT FEES AND SERVICES

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 212

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 213

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 213

CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 214

CORPORATE GOVERNANCE

ITEM 16G. CORPORATE GOVERNANCE 214

MINE SAFETY DISCLOSURE

ITEM 16H. MINE SAFETY DISCLOSURE 215

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 215

INSIDER TRADING POLICIES

ITEM 16J. INSIDER TRADING POLICIES 216

CYBERSECURITY

ITEM 16K. CYBERSECURITY 216 PART III

FINANCIAL STATEMENTS

ITEM 17. FINANCIAL STATEMENTS 217

FINANCIAL STATEMENTS

ITEM 18. FINANCIAL STATEMENTS 217

EXHIBITS

ITEM 19. EXHIBITS 218 CERTAIN TERMS AND CONVENTIONS The terms below are used as follows throughout this report: " BBVA ", the " Bank ", the " Company ", the " Group ", the " BBVA Group " or first person personal pronouns, such as "we", "us", or "our", mean Banco Bilbao Vizcaya Argentaria, S.A. and its consolidated subsidiaries unless otherwise indicated or the context otherwise requires. " BBVA Mexico " means Grupo Financiero BBVA Bancomer, S.A. de C.V. and its consolidated subsidiaries, unless otherwise indicated or the context otherwise requires. " BBVA USA " means BBVA USA Bancshares, Inc. and its consolidated subsidiaries, unless otherwise indicated or the context otherwise requires. " Consolidated Financial Statements " means our audited consolidated financial statements as of and for the years ended December 31, 2023, 2022 and 2021, prepared in compliance with the International Financial Reporting Standards as issued by the International Accounting Standards Board (" IFRS-IASB ") and in accordance with the International Financial Reporting Standards adopted by the European Union (" EU-IFRS ") required to be applied under the Bank of Spain's Circular 4/2017 (as defined herein). " Garanti BBVA " means Trkiye Garanti Bankas A.., and its consolidated subsidiaries, unless otherwise indicated or the context otherwise requires. " Latin America " refers to Mexico and the countries in which we operate in South America and Central America. In this report, " $ ", " U.S. dollars ", and " dollars " refer to United States Dollars and " " and " euro " refer to Euro. 1 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This Annual Report contains statements that constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the " Securities Act "), Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the " Exchange Act "), and the safe harbor provisions of the Private Securities Litigati

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View this 20-F filing on SEC EDGAR