Business Context and Reporting Period
This Form 6-K filing by Banco Bilbao Vizcaya Argentaria, S.A. (BBVA) covers the month of May 2026, with a specific reporting date of May 8, 2026. The filing serves as a report of a foreign issuer pursuant to Rule 13a-16 under the Securities Exchange Act of 1934. The primary purpose of this report is to disclose the issuance and sale of $1,000,000,000 aggregate liquidation preference of Series 16 Non-Step-Up Non-Cumulative Contingent Convertible Perpetual Preferred Tier 1 Securities.
Key Financial Metrics
The filing focuses on a specific capital raising transaction rather than comprehensive operating results. Key metrics disclosed include:
- Transaction Size: $1,000,000,000 aggregate liquidation preference.
- Security Type: Series 16 Non-Step-Up Non-Cumulative Contingent Convertible Perpetual Preferred Tier 1 Securities.
- Revenue, Profit, Cash Flow, Margins, Debt, and Liquidity: The filing text does not provide a clear value for these operational financial metrics.
Material Changes
The material change reported is the execution of a new Tier 1 capital issuance. This transaction is incorporated by reference into the Registration Statement on Form F-3 (No. 333-289121). The filing includes a Pricing Agreement dated April 30, 2026, and a First Supplemental Indenture dated May 8, 2026, establishing the terms of the new securities.
Guidance, Outlook, and Risks
The filing does not contain management commentary, forward-looking guidance, or specific risk factors related to the company's general operations. The document is strictly procedural, detailing the legal opinions regarding the legality of the securities (provided by Davis Polk & Wardwell LLP and J&A Garrigues, S.L.P.) and the consent of counsel. No unusual items or contingencies beyond the standard terms of the contingent convertible securities are described in the text.
Investor Verification Checklist
- Verify the specific dividend rate and step-up features (if any) in the First Supplemental Indenture (Exhibit 4.9).
- Confirm the conversion triggers and conditions for the "Contingent Convertible" nature of the Series 16 securities.
- Review the Registration Statement on Form F-3 (No. 333-289121) for detailed use of proceeds and broader capital structure context.
- Check the Pricing Agreement (Exhibit 1.1) for the final pricing terms and underwriting details.