POPULAR, INC. — Director's Dealing 2013

May 28, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: POPULAR INC (BPOP)
CIK: 0000763901
Period of Report: 2013-05-23

Reporting Person: CARRION RICHARD L (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-23	Common Stock Par Value $0.01 per share	S	54810	$29.27	Disposed	130190	Indirect
2013-05-24	Common Stock Par Value $0.01 per share	S	18270	$29.16	Disposed	111920	Indirect
2013-05-28	Common Stock Par Value $0.01 per share	S	3937	$29.84	Disposed	107983	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock Par Value $0.01 per share	296286	Direct
Common Stock Par Value $0.01 per share	23	Indirect
Common Stock Par Value $0.01 per share	3408	Indirect

Footnotes

F1: On May 23, 2013, Junior Investment Corporation ("Junior Investment") sold 300,000 shares of common stock of the Corporation. Mr. Carrion has an 18.27% ownership interest in Junior Investment.

F2: This price is a weighted average price. These shares were sold in multiple transactions ranging from $29.09 to $29.40, inclusive. The reporting person undertakes to provide to the Corporation, any security holder of the Corporation, or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F3: Represents Mr. Carrion's indirect ownership in the shares of the Corporation owned by Junior Investement in which he has an 18.27% ownership interest.

F4: On May 24, 2013, Junior Investment sold 100,000 shares of common stock of the Corporation. Mr. Carrion has an 18.27% ownership interest in Junior Investment.

F5: This price is a weighted average price. These shares were sold in multiple transactions ranging from $29.15 to $29.22, inclusive. The reporting person undertakes to provide to the Corporation, any security holder of the Corporation, or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F6: On May 28, 2013, Junior Investment sold 21,550 shares of common stock of the Corporation. Mr. Carrion has an 18.27% ownership interest in Junior Investment.

F7: This price is a weighted average price. These shares were sold in multiple transactions ranging from $29.55 to $30.03, inclusive. The reporting person undertakes to provide to the Corporation, any security holder of the Corporation, or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F8: Junior Investment owns 591,038 shares of common stock of the Corporation following the reported transactions in the aggregate.