Capital and shareholders

Capital base

The BBVA Group's CET1 ratio⁶ stood at 12.90% as of June 30, 2026, which allows it to maintain a large management buffer over the Group's CET1 requirement as of that date (8.98%⁷), and is also above the Group's target management range of 11.5% - 12.0% of CET1.

Regarding the evolution during the second quarter, the Group’s CET1 increased by 7 basis points with respect to the March level (12.83%).

In terms of the recurring evolution of the ratio, earnings generation in the second quarter was the main positive driver, contributing 75 basis points. This was partially offset by the dividend accrual and coupon payments on AT1 instruments (CoCos), which reduced the ratio by -40 basis points, as well as by the organic growth in risk-weighted assets (RWA), which, at constant exchange rates and net of risk transfer initiatives, consumed -41 basis points. This performance highlights the Group’s capacity to continue allocating capital to profitable business growth.

The remaining impacts had, overall, a positive contribution of 13 basis points to the ratio. Within this item, the favorable effect recorded in “Accumulated other comprehensive income” offset the negative impact recognized in the income statement from the loss on the net monetary position of the financial statements of subsidiaries operating in hyperinflationary economies, together with favorable effects from exchange rates and other market variables.

QUARTERLY EVOLUTION OF THE CET1 RATIO

⁽¹⁾ Includes, among others, FX, mark to market of Other financial assets designated at fair value through profit or loss, minority interests, and a positive impact in accumulated other comprehensive income equivalent to the loss on the net monetary position in hyperinflationary economies registered in results.

The AT1 ratio stood at 1.53%, showing a variation of 17 basis points compared to March 31, 2026. This variation is mainly due to the issuance, on May 8, of contingent convertible bonds (CoCos) amounting to USD 1 billion. This effect was minimally offset by the organic growth in RWA and the foreign exchange effect.

Meanwhile, the Tier 2 ratio reached 2.99%, experiencing a change of -12 basis points during the quarter, primarily impacted by the organic growth of the RWA and to a lesser extent, the early redemption of a subordinated debt issuance by BBVA, S.A. amounting to GBP 300 million.

As a consequence of the foregoing, the consolidated total capital ratio stood at 17.42% as of June 30, 2026, above the total capital requirements.

Following the latest decision of the SREP (Supervisory Review and Evaluation Process), which came into force on January 1, 2026, BBVA Group must maintain at consolidated level a total capital ratio of 13.14%⁸ and a CET1 capital ratio of 8.98%⁸, including a Pillar 2 requirement at consolidated level of 1.62% (a minimum of 0.96% must be satisfied with CET1), of which 0.12% is determined on the basis of the European Central Bank (ECB) prudential provisioning expectations, and must be satisfied by CET1.

CAPITAL RATIOS (PERCENTAGE)

As of June 30, 2026, the leverage ratio stood at 6.00%, which represents a decrease of -18 basis points compared to March 2026.

With respect to the MREL (Minimum Requirement for own funds and Eligible Liabilities) ratios⁹ achieved as of June 30, 2026, these were 29.96% and 9.75%, respectively for MREL in RWA and MREL in LR, reaching the subordinated ratios of both 26.83% and 8.73%, respectively. A summarizing table is shown below:

On April 14, 2026, the Group announced that it had received a communication from the Bank of Spain regarding its MREL requirement, established by the Single Resolution Board (SRB). According to his communication, BBVA must maintain, as from April 14, 2026, a new MREL requirement in RWA of 23.94%¹⁰, without taking into account the current combined capital buffer requirement (CBR)¹¹ of 3.72%. Additionally, BBVA must maintain, also as of April 14, 2026, a volume of own funds and eligible liabilities in terms of total exposure for the calculation of the leverage ratio of 8.96% (the "MREL in LR")¹².

Given the structure of the resolution group's own funds and eligible liabilities, as of June 30, 2026, the Group meets the aforementioned requirements.

For more information on these issuances, see "Structural risks" section within the "Risk management" chapter.

Shareholder remuneration

Cash distributions

The Annual General Shareholders´ Meeting of BBVA held on March 20, 2026, approved, under item 1.3 of the Agenda, a cash distribution against the 2025 results as a final dividend for the 2025 financial year, for an amount equal to €0.60 gross per outstanding BBVA share entitled to participate in this distribution, which was paid on April 10, 2026. Thus, the total amount of cash distributions for the 2025 financial year, taking into account that in November 2025 €0.32 gross per share was distributed, stood at €0.92 gross per share.

Share buyback program in 2026

On December 19, 2025, and after receiving the required authorization from the ECB, by means of an Inside Information notice (información privilegiada) BBVA announced that its Board of Directors, at its meeting held on December 18, 2025, had agreed to carry out the execution of a framework share buyback program, all in accordance with the Regulations, which will be executed in several tranches for a maximum monetary amount of €3,960 million with the purpose of reducing BBVA's share capital (the "Framework Program"), without prejudice to the possibility of suspending or terminating the Framework Program early if circumstances warrant.

First Tranche

As part of the communication of December 19, 2025, it was also announced that the Board of Directors agreed to execute a first tranche of the Framework Program in compliance with the Regulations, for the purpose of reducing BBVA's share capital for a maximum monetary amount of €1,500 million (the "First Tranche"). The execution was carried out externally by J.P. Morgan SE.

By means of an Other Relevant Information notice dated March 6, 2026, BBVA announced the completion of the execution of the First Tranche of the Framework Program, having reached the maximum monetary amount of €1,500 million having acquired, between December 22, 2025 and March 6, 2026, 74,963,302 own shares representing approximately 1.31% of BBVA's share capital on that date.

On March 31, 2026, BBVA notified through an Other Relevant Information notice the partial execution of the share capital reduction resolution adopted by the Annual General Shareholders’ Meeting of BBVA held on March 20, 2026, under item 5 of the Agenda, through the reduction of BBVA’s share capital in a nominal amount of €36,732,017.98 and the consequent redemption, charged to unrestricted reserves, of the 74,963,302 BBVA shares of €0.49 par value each acquired derivatively by BBVA in execution of the First Tranche of the BBVA Framework Program and which were held as treasury shares.

Second Tranche

On March 20, 2026, BBVA announced by means of an Inside Information that its Board of Directors, at its meeting held on such day, within the scope of the Framework Program, had agreed to execute a second tranche of treasury share buyback in accordance with the Regulations for the purpose of reducing BBVA's share capital, for a maximum monetary amount of €1,000 million (the "Second Tranche"). The execution was carried out externally through Citigroup Global Markets Europe AG.

By means of an Other Relevant Information notice dated April 17, 2026, BBVA announced the completion of the execution of the Second Tranche of the Framework Program, having reached the maximum monetary amount of €1,000 million. Between March 23 and April 17, 2026, a total of 52,800,888 own shares, representing approximately 0.94% of BBVA's share capital on that date were acquired.

On June 24, 2026, BBVA communicated, through an Other Relevant Information notice, the partial execution of the share capital reduction resolution adopted by the Annual General Shareholders’ Meeting of BBVA held on March 20, 2026, under item 5 of the Agenda, through the reduction of BBVA’s share capital in a nominal amount of €25,872,435.12 and the consequent redemption, charged to unrestricted reserves, of the 52,800,888 BBVA shares of €0.49 par value each acquired derivatively by BBVA in execution of the Second Tranche of the BBVA Framework Program and which were held as treasury shares.

Third Tranche

On April 30, 2026, BBVA communicated by means of an Inside Information, that its Board of Directors, at its meeting held on April 29, 2026, had agreed to execute a third tranche of treasury share buyback within the Framework Program, in accordance with the Regulations for the purpose of reducing BBVA's share capital, for a maximum monetary amount of €1,460 million. The execution started on May 6, 2026, and was carried out externally through Citigroup Global Markets Europe AG. Between May 6 and July 24, 2026, Citigroup Global Markets Europe AG has acquired 63,358,915 BBVA shares within the scope of the Framework Program.

New Framework Program in 2026

Additionally to the execution of the third tranche of the current Framework Program, on July 30, 2026, and after receiving the required authorization from the ECB, by means of an Inside Information notice (información privilegiada) BBVA announced that its Board of Directors had agreed to carry out the execution of a new framework share buyback program, all in accordance with the Regulations, for a maximum monetary amount of €2,000 million, which will be executed in several tranches, with the purpose of reducing BBVA's share capital (the "New Framework Program"), without prejudice to the possibility of suspending or terminating the New Framework Program early if circumstances warrant.

First Tranche

Likewise, it was also announced that the Board of Directors agreed to execute a first tranche of the New Framework Program in compliance with the Regulations, for the purpose of reducing BBVA's share capital for a maximum monetary amount of €1,000 million, with a maximum number of shares to be acquire of 483,221,729 own shares, which will start on August 5, 2026 and will finish not earlier than September 14, 2026 and not later than October 9, 2026, and in any event, when the maximum monetary amount is reached or the maximum number of shares is acquired within that period, and will be carried out externally.

As of June 30, 2026, BBVA’s share capital amounted to € 2,734,790,209.9 divided into 5,581,204,510 shares.

Ratings

During the first half of 2026, BBVA's rating continued to show its strength, supported by the solidity of its fundamentals. Following the upgrades recorded in the final stretch of 2025 by the three major agencies, BBVA's ratings remain at high levels with the A category. In this context, it is worth noting that the rating agency DBRS revised its outlook to positive from stable on February 2026, affirming the rating at A (high), in recognition of the solidity and resilience of the Group's results. More recently, in May 2026, Fitch Ratings upgraded BBVA's long-term issuer credit rating by one notch from A- to A. This improvement is due to a methodological change whereby the agency now uses senior preferred debt, instead of senior non-preferred debt, as the reference for this rating. For their part, S&P and Moody's have maintained their respective ratings and outlooks unchanged during the first half of 2026, thus consolidating the perception of BBVA's stability and financial strength, supported by its high profitability and the resilience of its asset quality. The following table shows the credit ratings and outlooks assigned by the agencies:

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