Business Context and Reporting Period
This Form 6-K filing by Macro Bank Inc. (Banco Macro) reports the resolutions adopted by the General Shareholders' Meeting held on April 8, 2026. The filing covers the approval of financial statements, dividend distributions, and governance appointments for the fiscal year ended December 31, 2025.
Key Financial Metrics and Resolutions
- Retained Earnings: Total retained earnings as of December 31, 2025, were AR$ 290,438,875,537.79 (constant currency).
- Dividend Declaration: Shareholders approved a dividend of AR$ 138,956,468,470 (constant currency as of Dec 31, 2025), equivalent to AR$ 217.33 per share. Adjusted for inflation to February 28, 2026, the amount is AR$ 147,101,261,954.
- Dividend Payment Terms: Subject to BCRA authorization, the dividend will be paid in three equal monthly installments starting the third business day of May 2026. A 7% tax withholding applies.
- Board Remuneration: Approved at AR$ 12,119,007,896.56 (constant currency), representing 4.97% of computable profit.
- Supervisory Committee Fees: Approved at AR$ 196,115,076.90 (constant currency).
- Auditor Remuneration: Approved at AR$ 1,657,954,379 plus VAT for the 2025 fiscal year audit.
- Audit Committee Budget: Established at AR$ 3,000,000 for the upcoming period.
Material Changes and Governance Actions
- Financial Statement Approval: The documents under Section 234 of Law 19550 for the fiscal year ended December 31, 2025, were approved.
- Board Performance: The performance of the Board and Supervisory Committee for 2025 was approved.
- Director Appointments:
- Mr. Marcos Brito appointed as regular non-independent director for three years.
- Mr. Delfín Federico Ezequiel Carballo appointed as regular non-independent director for three years.
- Mr. Miguel Iribarne appointed as regular independent director for three years.
- Supervisory Committee Composition: The committee was reconstituted with three regular members (Alejandro Almarza, Carlos Javier Piazza, Ariel Maximiliano Bozzano) and three alternate members, all independent, for a one-year term.
- Auditor Appointment: Eleonora Prieto Rodriguez (regular) and Ignacio Alberto Pío Hecquet (alternate) of Pistrelli, Henry Martin y Asociados S.A. were appointed as Independent Auditors for the fiscal year ending December 31, 2026.
Guidance, Risks, and Contingencies
Regulatory Dependencies: The dividend distribution is expressly subject to prior authorization from the Banco Central de la República Argentina (BCRA) and must comply with the maximum limits established by BCRA Communique "A" 8410.
Currency Adjustments: All financial figures regarding retained earnings and dividends are expressed in constant currency using the national consumer price index (CPI) published by INDEC. The filing notes that nominal values differ from constant currency values due to inflation adjustments.
Management Commentary: The filing states that the proposed dividend payment does not breach any commitments undertaken by the Bank.
Investor Verification Checklist
- Verify the receipt of BCRA authorization for the dividend payment, as the distribution is contingent upon this approval.
- Confirm the exact payment dates for the three monthly installments, which are scheduled to begin in May 2026.
- Review the full audited financial statements for the fiscal year ended December 31, 2025, to understand the underlying "computable profit" used for remuneration calculations.
- Monitor the implementation of the new Board and Supervisory Committee members appointed for the 2026-2028 term.
- Check for any updates on the inflation rate (CPI) that may affect the final nominal value of the dividend payments if paid in installments over time.