UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-23695
Popular Total Return Fund, Inc.
(Exact name of Registrant as specified in charter)
Popular Center North Building, Second Level (Fine Arts),
209 Muñoz Rivera Avenue,
San Juan, Puerto Rico 00918
(Address of Principal Executive Offices) (Zip code)
Registrant’s Telephone Number, including Area Code: +1 (787) 754-4488
Antonio J. Santos, Esq.
Secretary
Popular Center North Building, Second Level (Fine Arts),
209 Muñoz Rivera Avenue,
San Juan, Puerto Rico 00918
(Name and Address of Agent for Service)
Date of fiscal year end: March 31
Date of reporting period: April 1, 2025 - March 31, 2026
| Item 1. | Report to Stockholders. |
| (a) | The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “1940 Act”). |
| (b) | Not applicable. |
| Item 2. | Code of Ethics. |
| (a) | The Registrant, as of the end of the period covered by this report, has adopted a Code of Ethics that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller or any persons performing similar functions on behalf of the Registrant. |
| (b) | Not applicable. |
| (c) | During the period covered by this report, no amendments to the provisions of the Code of Ethics referred to above in Item 2(a) were made. |
| (d) | During the period covered by this report, no implicit or explicit waivers to the provisions of the Code of Ethics referred to above in Item 2(a) were granted. |
| (e) | Not applicable. |
| (f) | The Registrant’s Code of Ethics is attached as Exhibit 19(a)(1) hereto. |
| Item 3. | Audit Committee Financial Expert. |
The Board of Directors (“Board”) of the Registrant has determined that the Registrant has at least one Audit Committee Financial Expert serving on its audit committee. During the period covered by this report, Enrique Vila del Corral served as the Registrant’s Audit Committee Financial Expert through December 31, 2025, at which time he resigned. The Board designated Miguel Venta as the Registrant’s Audit Committee Financial Expert effective upon Mr. Vila del Corral’s resignation. Mr. Venta is “independent” as that term is defined in paragraph (a)(2) of Item 3 to Form N-CSR.
| Item 4. | Principal Accountant Fees and Services. |
| (a) | Audit Fees: Audit fees are fees related to the audit and review of the Fund’s financial statements included in annual reports and registration statements and other services that are normally provided by the independent registered public accounting firm in connection with statutory and regulatory filings or engagements (“Audit Fees”). The aggregate Audit Fees billed by Ernst & Young LLP (“EY”) for the fiscal years ended March 31, 2025, and March 31, 2026, were $52,581 and $55,966, respectively. |
| (b) | Audit-Related Fees: Audit-related fees are fees for assurance and related services that are reasonably related to the performance of the audit or review of financial statements, but are not reported as audit fees (“Audit-Related Fees”). There were no aggregate fees billed in each of the last two fiscal years ending March 31, 2025 and March 31, 2026 for assurance and related services that are reasonably related to the performance of the audit of the Fund’s financial statements. |
| (c) | Tax Fees: Tax fees are fees associated with tax compliance, tax advice and tax planning (“Tax Fees”). The aggregate Tax Fees billed for professional services for tax compliance billed by EY for the fiscal years ended March 31, 2025, and March 31, 2026, were $11,000 and $11,000, respectively. |
| (d) | All Other Fees: Other fees are fees billed for products and services provided to the Fund other than the services reported in “Audit Fees,” “Audit-Related Fees,” and “Tax Fees” above (“Other Fees”). There were no aggregate Other Fees billed by EY for the fiscal years ended March 31, 2025, and March 31, 2026. |
| (e)(1) | Audit Committee Pre-Approval Policies and Procedures: All services to be performed by the Registrant's principal accountant must be pre-approved by the Registrant's Audit Committee. |
| (e)(2) | No services described in paragraphs (b) through (d) of this Item 4 were approved by the Registrant’s audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. |
| (f) | Not applicable. |
| (g) | Non-Audit Fees: The aggregate non-audit fees for services rendered to the Registrant, its co-investment advisers and any entity controlling, controlled by or under common control with the co-advisers that provide ongoing services to the Registrant (“Non-Audit Fees”) billed by EY for the fiscal years ended March 31, 2025, and March 31, 2026, were $15,294,630 and $25,483,457, respectively. |
| (h) | Not applicable. |
| (i) | Not applicable. |
| (j) | Not applicable. |
| Item 5. | Audit Committee of Listed Registrants. |
| (a) | Not applicable to the Registrant. |
| (b) | Not applicable to the Registrant. |
| Item 6. | Investments. |
| (a) | Schedule of Investments (as set forth in 17 CFR 210.12-12) is included as part of the Report to Stockholders filed under Item 7 of this Form N-CSR. |
| (b) | Not applicable to the Registrant. |
| Item 7. | Financial Statements and Financial Highlights for Open-End Management Investment Companies. |

Table of Contents
| Item 7 – Financial Statements and Financial Highlights for Open-End Management Investment Companies | 1 |
| Schedule of Investments | 2 |
| Statement of Assets and Liabilities | 4 |
| Statement of Operations | 5 |
| Statements of Changes in Net Assets | 6 |
| Financial Highlights | 7 |
| Notes to Financial Statements | 10 |
| Report of Independent Registered Public Accounting Firm | 22 |
| Other Information | 23 |
| Item 8 – Changes in and Disagreements with Accountants for Open-End Management Investment Companies | 24 |
| Item 9 – Proxy Disclosures for Open-End Management Investment Companies | 25 |
| Item 10 – Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies | 26 |
| Item 11 – Statement Regarding Basis for Approval of Investment Advisory Contract | 27 |
Popular Total Return Fund, Inc.
ITEM 7 – Financial Statements and Financial
Highlights for
Open-End Management Investment Companies
| Annual Report | March 31, 2026 | 1 |
| Popular Total Return Fund, Inc. | Schedule of Investments |
March 31, 2026
| Principal Amount/Description | Rate | Maturity | Value | |||||||||||
| Puerto Rico GNMA Bonds (14.44%)(a) | ||||||||||||||
| $ | 198,306 | GNMA Pool 733426 | 2.500 | % | 06/15/30 | $ | 191,200 | |||||||
| 63,410 | GNMA Pool 783588 | 3.000 | % | 06/15/27 | 63,017 | |||||||||
| 508,270 | GNMA Pool 758874 | 3.000 | % | 04/15/38 | 465,943 | |||||||||
| 692,227 | GNMA Pool 635189 | 3.000 | % | 04/15/47 | 623,496 | |||||||||
| 633,072 | GNMA Pool AZ5544 | 3.000 | % | 07/15/47 | 570,208 | |||||||||
| 353,535 | GNMA Pool 609166 | 4.000 | % | 07/15/33 | 347,362 | |||||||||
| 319,057 | GNMA Pool 711449 | 5.000 | % | 08/15/39 | 329,251 | |||||||||
| 16,900 | GNMA Pool 636420 | 5.500 | % | 12/15/29 | 16,949 | |||||||||
| 29,551 | GNMA Pool 528152 | 5.500 | % | 01/15/34 | 29,648 | |||||||||
| 22,308 | GNMA Pool 608593 | 6.500 | % | 04/15/34 | 22,834 | |||||||||
| 971,597 | GNMA II Pool BQ2084 | 2.000 | % | 02/20/36 | 895,106 | |||||||||
| 734,973 | GNMA II Pool BQ2089 | 2.000 | % | 03/20/36 | 677,113 | |||||||||
| 766,440 | GNMA II Pool BQ2072 | 2.000 | % | 11/20/50 | 625,606 | |||||||||
| 923,674 | GNMA II Pool BZ3667 | 2.000 | % | 01/20/51 | 753,912 | |||||||||
| 1,023,377 | GNMA II Pool BQ2080 | 2.000 | % | 01/20/51 | 835,367 | |||||||||
| 761,425 | GNMA II Pool BQ2090 | 2.000 | % | 03/20/51 | 621,503 | |||||||||
| 598,711 | GNMA II Pool 635160 | 2.500 | % | 01/20/47 | 519,924 | |||||||||
| 1,089,378 | GNMA II Pool AD6342 | 3.000 | % | 08/20/47 | 981,241 | |||||||||
| 1,575,976 | GNMA II Pool BQ2093 | 2.000 | % | 04/20/51 | 1,278,026 | |||||||||
| Total Puerto Rico GNMA Bonds | $ | 9,847,706 | ||||||||||||
| (Cost $11,494,313) | ||||||||||||||
| Principal Amount/Description | Rate | Maturity | Value | |||||||||||
| Puerto Rico Fannie Mae Bonds (7.27%)(b) | ||||||||||||||
| 675,152 | FNMA Pool BQ7430 | 1.500 | % | 09/01/36 | 607,511 | |||||||||
| 526,005 | FNMA Pool CB1622 | 2.000 | % | 08/01/51 | 427,640 | |||||||||
| 400,431 | FNMA Pool AX5539 | 3.000 | % | 07/01/46 | 360,630 | |||||||||
| 475,229 | FNMA Pool CA7757 | 3.000 | % | 10/01/50 | 418,288 | |||||||||
| 1,231,050 | FNMA Pool BQ7454 | 3.000 | % | 12/01/51 | 1,082,218 | |||||||||
| 162,772 | FNMA Pool AV7031 | 3.500 | % | 11/01/29 | 160,529 | |||||||||
| 219,570 | FNMA Pool AX5538 | 3.500 | % | 07/01/31 | 215,681 | |||||||||
| 1,908,348 | FNMA Pool CB1152 | 3.000 | % | 07/01/51 | 1,683,499 | |||||||||
| Total Puerto Rico Fannie Mae Bonds | $ | 4,955,996 | ||||||||||||
| (Cost $5,202,051) | ||||||||||||||
| Principal Amount/Description | Rate | Maturity | Value | |||||||||||
| Puerto Rico Freddie Mac Bonds (1.04%)(c) | ||||||||||||||
| 871,856 | Freddie Mac Pool QC 7890 | 2.000 | % | 09/01/51 | 707,944 | |||||||||
| (Cost $878,852) | ||||||||||||||
| Principal Amount/Description | Rate | Maturity | Value | |||||||||||
| US Government and Agency Obligations (20.57%) | ||||||||||||||
| 1,075,000 | U.S. Treasury Bond | 3.875 | % | 08/15/33 | 1,055,306 | |||||||||
| 1,250,000 | U.S. Treasury Bond | 3.875 | % | 08/15/34 | 1,218,213 | |||||||||
| 1,180,000 | U.S. Treasury Note | 3.375 | % | 09/15/27 | 1,172,302 | |||||||||
| 550,000 | U.S. Treasury Note | 3.625 | % | 05/15/26 | 549,881 | |||||||||
| 1,250,000 | U.S. Treasury Note | 3.750 | % | 08/31/26 | 1,249,803 | |||||||||
See Notes to Financial Statements.
| 2 | (787) 754-4488 | www.popular.com |
| Popular Total Return Fund, Inc. | Schedule of Investments |
March 31, 2026
| Principal Amount/Description | Rate | Maturity | Value | |||||||||||
| US Government and Agency Obligations (20.57%) (continued) | ||||||||||||||
| $ | 810,000 | U.S. Treasury Note | 4.250 | % | 01/15/28 | $ | 815,727 | |||||||
| 1,390,000 | U.S. Treasury Note | 4.375 | % | 07/31/26 | 1,392,925 | |||||||||
| 1,775,000 | U.S. Treasury Note | 4.375 | % | 11/30/28 | 1,799,545 | |||||||||
| 290,000 | U.S. Treasury Note | 4.875 | % | 04/30/26 | 290,255 | |||||||||
| 1,115,000 | United States Treasury Bill(d) | 0.000 | % | 04/02/26 | 1,114,887 | |||||||||
| 3,370,000 | United States Treasury Bill(d) | 0.000 | % | 04/23/26 | 3,362,525 | |||||||||
| Total US Government and Agency Obligations | $ | 14,021,369 | ||||||||||||
| (Cost $14,006,445) | ||||||||||||||
| Shares/Description | Value | |||||||
| EXCHANGE TRADED FUNDS (57.01%) | ||||||||
| International Index Funds (19.73%) | ||||||||
| 156,879 | Vanguard FTSE Developed Markets ETF | $ | 10,052,806 | |||||
| 62,924 | Vanguard FTSE Emerging Markets ETF | 3,401,042 | ||||||
| 13,453,848 | ||||||||
| US Index Funds (37.28%) | ||||||||
| 2,490 | iShares Russell 2000 ETF | 617,520 | ||||||
| 4,213 | Vanguard Mid-Cap ETF | 1,209,889 | ||||||
| 39,477 | Vanguard S&P 500 ETF | 23,589,482 | ||||||
| 25,416,891 | ||||||||
| TOTAL EXCHANGE TRADED FUNDS | ||||||||
| (Cost $26,254,343) | 38,870,739 | |||||||
| Total Investments (100.33%) | ||||||||
| (Cost $57,836,004) | $ | 68,403,754 | ||||||
| Liabilities in Excess of Other Assets (-0.33%) | (225,785 | ) | ||||||
| NET ASSETS (100.00%) | $ | 68,177,969 | ||||||
| (a) | Puerto Rico GNMA - Represents mortgage-backed obligations guaranteed by the Government National Mortgage Association. They are subject to principal paydowns as a result of prepayments or refinancing of the underlying mortgage instruments. As a result, the average life may be substantially less than the original maturity. |
| (b) | Puerto Rico Fannie Mae - Represents mortgage-backed obligations guaranteed by the Federal National Mortgage Association. They are subject to principal paydowns as a result of prepayments or refinancing of the underlying mortgage instruments. As a result, the average life may be substantially less than the original maturity. |
| (c) | Puerto Rico Freddie Mac - Represents mortgage-backed obligations guaranteed by the Federal Home Loan Mortgage Corporation. They are subject to principal paydowns as a result of prepayments or refinancing of the underlying mortgage instruments. As a result, the average life may be substantially less than the original maturity. |
| (d) | Issued with a zero coupon. Income is recognized through the accretion of discount. |
See Notes to Financial Statements.
| Annual Report | March 31, 2026 | 3 |
| Popular Total Return Fund, Inc. | Statement of Assets and Liabilities |
March 31, 2026
| ASSETS: | ||||
| Investments in securities, at fair value (cost $57,836,004) | 68,403,754 | |||
| Cash and cash equivalents | 302,117 | |||
| Interest receivable | 111,489 | |||
| Receivable for fund shares issued | 82,552 | |||
| Prepaid and other assets | 19,529 | |||
| Total Assets | 68,919,441 | |||
| LIABILITIES: | ||||
| Payable for fund shares redeemed | 7,070 | |||
| Payable for distributions to shareholders | 529,483 | |||
| Payable for shareholder servicing | 14,439 | |||
| Payable to Adviser | 29,419 | |||
| Payable to fund accounting and administration | 13,338 | |||
| Payable for Transfer Agency fees | 3,023 | |||
| Payable to Directors | 5,880 | |||
| Payable for Legal fees | 20,096 | |||
| Payable for Compliance fees | 1,102 | |||
| Payable for Custodian fees | 1,020 | |||
| Payable for Audit fees | 69,178 | |||
| Other payables | 47,424 | |||
| Total Liabilities | 741,472 | |||
| Net Assets | $ | 68,177,969 | ||
| NET ASSETS CONSIST OF: | ||||
| Paid-in capital - $0.01 par value, 2,000,000,020 shares authorized, 2,170,688 issued and outstanding | $ | 21,707 | ||
| Total distributable earnings | 68,156,262 | |||
| Net Assets | $ | 68,177,969 | ||
| PRICING OF SHARES: | ||||
| Class A Shares | ||||
| Net Assets | $ | 67,021,793 | ||
| Shares outstanding | 2,133,287 | |||
| Net asset value per share | $ | 31.42 | ||
| Class C Shares | ||||
| Net Assets | 1,156,176 | |||
| Shares outstanding | 37,401 | |||
| Net asset value per share | $ | 30.91 | ||
See Notes to Financial Statements.
| 4 | (787) 754-4488 | www.popular.com |
| Popular Total Return Fund, Inc. | Statement of Operations |
For the year ended March 31, 2026
| INVESTMENT INCOME: | ||||
| Interest | $ | 988,605 | ||
| Dividends (net of withholding tax $80,644) | 629,431 | |||
| Total Investment Income | 1,618,036 | |||
| EXPENSES: | ||||
| Investment Adviser fees | $ | 348,250 | ||
| Distribution Fees | ||||
| Class A | 169,552 | |||
| Class C | 14,218 | |||
| Accounting and Administration fees | 103,324 | |||
| Compliance fees | 13,445 | |||
| Transfer agent fees | 43,322 | |||
| Audit fees | 57,395 | |||
| Legal fees | 224,089 | |||
| Custodian fees | 8,651 | |||
| Director fees | 14,490 | |||
| Registration fees | 5,720 | |||
| Printing fees | 25,765 | |||
| Insurance fees | 68,436 | |||
| Other fees | 52,731 | |||
| Total Expenses | 1,149,388 | |||
| Net Investment Income | 468,648 | |||
| Net Realized and Unrealized Gain/(Loss) on Investments: | ||||
| Net realized gain on: | ||||
| Investments | 6,386,433 | |||
| Net change in unrealized appreciation on: | ||||
| Investments | 1,106,615 | |||
| Net Realized and Unrealized Gain on Investments | 7,493,048 | |||
| Net Increase in Net Assets Resulting from Operations | $ | 7,961,696 | ||
See Notes to Financial Statements.
| Annual Report | March 31, 2026 | 5 |
| Popular Total Return Fund, Inc. | Statements of Changes in Net Assets |
| For the Year Ended March 31, 2026 |
For the Year Ended March 31, 2025 |
|||||||
| NET INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | ||||||||
| Net investment income | $ | 468,648 | $ | 291,993 | ||||
| Net realized gain | 6,386,433 | 5,241,314 | ||||||
| Net change in unrealized appreciation/depreciation | 1,106,615 | (2,373,660 | ) | |||||
| Net increase in net assets resulting from operations | 7,961,696 | 3,159,647 | ||||||
| DISTRIBUTIONS TO COMMON SHAREHOLDERS: | ||||||||
| Class A dividends | (529,483 | ) | (262,066 | ) | ||||
| Class C dividends | – | – | ||||||
| Net decrease in net assets from distributions to shareholders | (529,483 | ) | (262,066 | ) | ||||
| CAPITAL SHARE TRANSACTIONS: | ||||||||
| Class A Common Shares: | ||||||||
| Proceeds from shares issued | 2,973,962 | 1,773,899 | ||||||
| Reinvestment of dividends | 98,389 | 251,101 | ||||||
| Cost of shares redeemed | (7,570,653 | ) | (10,180,667 | ) | ||||
| Net decrease in net assets from capital share transactions | (4,498,302 | ) | (8,155,667 | ) | ||||
| Class C Common Shares: | ||||||||
| Proceeds from shares issued | 18,780 | 7,200 | ||||||
| Reinvestment of dividends | – | 4,196 | ||||||
| Cost of shares redeemed | (794,289 | ) | (1,428,788 | ) | ||||
| Net decrease in net assets from capital share transactions | (775,509 | ) | (1,417,392 | ) | ||||
| Net Increase/(Decrease) in Net Assets | 2,158,402 | (6,675,478 | ) | |||||
| NET ASSETS: | ||||||||
| Beginning of period | 66,019,567 | 72,695,045 | ||||||
| End of period | $ | 68,177,969 | $ | 66,019,567 | ||||
See Notes to Financial Statements.
| 6 | (787) 754-4488 | www.popular.com |
| Popular Total Return Fund, Inc. | Financial Highlights |
| Class A | For a share outstanding during the years presented |
| For the Year Ended March 31, 2026 |
For the Year Ended March 31, 2025 |
For the Year Ended March 31, 2024 |
For the Year Ended March 31, 2023 |
For the Year Ended March 31, 2022 |
||||||||||||||||
| Net asset value - beginning of period | $ | 28.19 | $ | 27.14 | $ | 24.14 | $ | 26.42 | $ | 25.93 | ||||||||||
| Income/(loss) from investment operations: | ||||||||||||||||||||
| Net investment income(a) | 0.21 | 0.12 | 0.24 | 0.17 | 0.15 | |||||||||||||||
| Net realized and unrealized gain/(loss) | 3.27 | 1.04 | 3.00 | (2.27 | ) | 0.45 | ||||||||||||||
| Total income/(loss) from investment operations | 3.48 | 1.16 | 3.24 | (2.10 | ) | 0.60 | ||||||||||||||
| Less distributions: | ||||||||||||||||||||
| Dividends from net investment income | (0.25 | ) | (0.11 | ) | (0.24 | ) | (0.18 | ) | (0.11 | ) | ||||||||||
| Total distributions | (0.25 | ) | (0.11 | ) | (0.24 | ) | (0.18 | ) | (0.11 | ) | ||||||||||
| Net increase/(decrease) in net asset value | 3.23 | 1.05 | 3.00 | (2.28 | ) | 0.49 | ||||||||||||||
| Net asset value - end of period | $ | 31.42 | $ | 28.19 | $ | 27.14 | $ | 24.14 | $ | 26.42 | ||||||||||
| Total Return(b)(c) | 12.34 | % | 4.29 | % | 13.43 | % | (7.95 | %) | 2.30 | % | ||||||||||
| Supplemental Data: | ||||||||||||||||||||
| Net assets, end of period (in thousands) | $ | 67,022 | $ | 64,262 | $ | 69,611 | $ | 68,310 | $ | 74,219 | ||||||||||
| Ratios to Average Net Assets(d) | ||||||||||||||||||||
| Ratio of gross expenses to average net assets(e) | 1.64 | % | 1.88 | % | 1.43 | % | 1.37 | % | 1.28 | % | ||||||||||
| Ratio of net expenses to average net assets(e) | 1.64 | % | 1.88 | % | 1.43 | % | 1.37 | % | 1.28 | % | ||||||||||
| Ratio of net investment income to average net assets(f) | 0.69 | % | 0.43 | % | 0.94 | % | 0.73 | % | 0.55 | % | ||||||||||
| Portfolio turnover rate | 18 | % | 21 | % | 11 | % | 18 | % | 21 | % | ||||||||||
See Notes to Financial Statements.
| Annual Report | March 31, 2026 | 7 |
| Popular Total Return Fund, Inc. | Financial Highlights |
| Class A | For a share outstanding during the years presented |
| (a) | Based on daily average outstanding common shares of 2,196,522 for the fiscal year ended March 31, 2026, 2,443,302 for the fiscal year ended March 31, 2025, 2,726,215 for the fiscal year ended March 31, 2024, 2,987,279 for the fiscal year ended March 31, 2023, 2,884,882 for the fiscal year ended March 31, 2022. |
| (b) | Dividends are assumed to be reinvested at the per share net asset value on the date dividends are paid. |
| (c) | Total return excludes the effect of initial and contingent deferred sales charges. |
| (d) | Based on daily average net assets attributable to common shares of $67,829,685 for the fiscal year ended March 31, 2026, $68,908,774 for the fiscal year ended March 31, 2025, $68,370,705 for the fiscal year ended March 31, 2024, $70,976,355 for the fiscal year ended March 31, 2023, $78,266,280 for the fiscal year ended March 31,2022. |
| (e) | Expenses include both operating and interest expenses. However, expenses do not include operating expenses of any underlying investment fund in which the Fund invests. |
| (f) | Operating expenses represent total expenses excluding interest and leverage related expenses. |
See Notes to Financial Statements.
| 8 | (787) 754-4488 | www.popular.com |
| Popular Total Return Fund, Inc. | Financial Highlights |
| Class C | For a share outstanding during the years presented |
| For the Year Ended March 31, 2026 |
For the Year Ended March 31, 2025 |
For the Year Ended March 31, 2024 |
For the Year Ended March 31, 2023 |
For the Year Ended March 31, 2022 |
||||||||||||||||
| Net asset value - beginning of period | $ | 27.72 | $ | 26.79 | $ | 23.84 | $ | 26.09 | $ | 25.70 | ||||||||||
| Income/(loss) from investment operations: | ||||||||||||||||||||
| Net investment income/(loss)(a) | (0.04 | ) | (0.08 | ) | 0.04 | (0.12 | ) | (0.32 | ) | |||||||||||
| Net realized and unrealized gain/(loss) | 3.23 | 1.01 | 2.96 | (2.13 | ) | 0.71 | ||||||||||||||
| Total income/(loss) from investment operations | 3.19 | 0.93 | 3.00 | (2.25 | ) | 0.39 | ||||||||||||||
| Less distributions: | ||||||||||||||||||||
| Dividends from net investment income | – | – | (0.05 | ) | – | – | ||||||||||||||
| Total distributions | – | – | (0.05 | ) | – | – | ||||||||||||||
| Net increase/(decrease) in net asset value | 3.19 | 0.93 | 2.95 | (2.25 | ) | 0.39 | ||||||||||||||
| Net asset value - end of period | $ | 30.91 | $ | 27.72 | $ | 26.79 | $ | 23.84 | $ | 26.09 | ||||||||||
| Total Return(b)(c) | 11.54 | % | 3.47 | % | 12.57 | % | (8.62 | %) | 1.52 | % | ||||||||||
| Supplemental Data: | ||||||||||||||||||||
| Net assets, end of period (in thousands) | $ | 1,156 | $ | 1,757 | $ | 3,084 | $ | 3,765 | $ | 18,325 | ||||||||||
| Ratios to Average Net Assets(d) | ||||||||||||||||||||
| Ratio of gross expenses to average net assets(e) | 2.40 | % | 2.54 | % | 2.20 | % | 2.08 | % | 2.46 | % | ||||||||||
| Ratio of net expenses to average net assets(e) | 2.40 | % | 2.54 | % | 2.20 | % | 2.08 | % | 2.46 | % | ||||||||||
| Ratio of net investment income/(loss) to average net assets(f) | (0.13 | %) | (0.29 | %) | 0.17 | % | (0.50 | %) | (1.19 | %) | ||||||||||
| Portfolio turnover rate | 18 | % | 21 | % | 11 | % | 18 | % | 21 | % | ||||||||||
| (a) | Based on daily average outstanding common shares of 47,372 for the fiscal year ended March 31, 2026, 83,513 for the fiscal year ended March 31, 2025, 136,745 for the fiscal year ended March 31, 2024, 273,908 for the fiscal year ended March 31, 2023, 704,631 for the fiscal year ended March 31, 2022. |
| (b) | Dividends are assumed to be reinvested at the per share net asset value on the date dividends are paid. |
| (c) | Total return excludes the effect of initial and contingent deferred sales charges. |
| (d) | Based on daily average net assets attributable to common shares of $1,420,211 for the fiscal year ended March 31, 2026, $2,307,021 for the fiscal year ended March 31, 2025, $3,366,778 for the fiscal year ended March 31, 2024, $6,514,140 for the fiscal year ended March 31, 2023, $18,861,953 for the year ended March 31, 2022. |
| (e) | Expenses include both operating and interest expenses. However, expenses do not include operating expenses of any underlying investment fund in which the Fund invests. |
| (f) | Operating expenses represent total expenses excluding interest and leverage related expenses. |
See Notes to Financial Statements.
| Annual Report | March 31, 2026 | 9 |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
NOTE 1. REPORTING ENTITY AND SIGNIFICANT ACCOUNTING POLICIES
Popular Total Return Fund, Inc. (the “Fund") is a non-diversified, open-end investment company. The Fund is a corporation registered under the laws of the Commonwealth of Puerto Rico (“Puerto Rico”) and is registered as an investment company under the Investment Company Act of 1940, as amended (the "1940 Act") since May 21, 2021 as a result of the repeal of its exemption from registration thereunder. On May 9, 2022, the Securities and Exchange Commission (SEC) issued a notice of Effectiveness on the Fund's Registration Statement effective in accordance with the provisions of the Securities Act of 1933. The Fund was incorporated on January 31, 2001 and started operations on March 27, 2001.
The Fund’s primary investment objective is to seek long-term capital appreciation and portfolio securities are selected primarily with a view of achieving this objective. Current income is a secondary objective in the selection of investments. There can be no assurance that the Fund will achieve its objectives. The Fund will pursue its objective by investing, under normal market conditions, based on investments and other requirements and limitations.
Accounting Policies:
The Fund is an investment company that applies the accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services – Investment Companies (“ASC 946”). The financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), which requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements:
| (a) | Cash and Cash Equivalents – Cash and cash equivalents consist of all demand deposits and funds invested in short-term investments with original maturities of 90 days or less. Cash and cash equivalents are valued at amortized cost, which approximates fair value. As of March 31, 2026, cash and cash equivalents of the Fund consisted of a time deposit open account amounting to $302,117 with J.P. Morgan Chase Bank, N.A. (“JPMorgan Chase”). |
| (b) | Valuation of Investments – All securities are presented at fair value, which is determined by the Fund’s administrator, ALPS Fund Services, Inc. (the “Administrator"), with the assistance of the Fund’s investment adviser, Popular Asset Management LLC (the "Investment Adviser") (refer to Note 3 for details on investment agreements), on the basis of valuations provided by dealers or by pricing services approved by the Fund’s management and Board of Directors. See Note 2 for further discussions regarding fair value disclosures. |
| (c) | Taxation – The Fund has elected to be treated as a registered investment company under the Puerto Rico Internal Revenue Code of 2011, as amended, and the regulations and administrative pronouncements promulgated thereunder. As a registered investment company under the Puerto Rico Investment Companies Act, the Fund will not be subject to Puerto Rico income tax for any taxable year if it distributes at least 90% of its taxable net investment income for such year, as determined for these purposes. Accordingly, as the Fund intends to meet this distribution requirement, the income earned by the Fund is not subject to Puerto Rico income tax at the Fund level. The Fund has never been subject to taxation. |
| 10 | (787) 754-4488 | www.popular.com |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
In addition, the fixed income and equity investments of the Fund are exempt from Puerto Rico personal property taxes. The Fund is exempt from U.S. income taxes, except for dividends received from U.S. sources, which are subject to a 10% U.S. withholding tax, if certain requirements are met. Dividend income is recorded net of taxes. In the opinion of the Fund's legal counsel, the Fund is not required to file a U.S. federal income tax return.
GAAP requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Fund’s tax return to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are recorded as a tax benefit or expense in the current year. Management has analyzed the Fund’s tax positions taken on its Puerto Rico income tax returns for all open tax years (the current and prior three tax years). Management concluded that no liability should be recorded as the Fund has not taken any uncertain tax positions on returns filed for open tax years.
The balance of undistributed net investment income and of accumulated net realized gain on investments reflect the reclassification of permanent differences and of temporary differences between book and tax balances that become permanent (See Note 7).
| (d) | Share subscriptions and redemptions – The Fund currently offers two classes of Common Stock: Class A shares and Class C shares. Class A shares are sold at the Net Asset Value (“NAV”), which is determined daily, plus an initial sales charge of up to 3.50% charged by broker-dealers. The initial sales charge may be reduced or waived for certain purchasers. Class C shares are sold at the NAV with no initial sales charge. However, a contingent deferred sales charge of 1.00% will be paid on redemptions made within twelve months of purchase. |
Shares of each class may be redeemed on each business day of the week on which the New York Stock Exchange (“NYSE”) is open for trading and the Federal Reserve Bank of New York and banks in San Juan, Puerto Rico are open for business at a price per share equal to the NAV per share of such Class determined as of the close of trading on the NYSE on the date of receipt of the request for redemption.
Shareholders have the ability to redeem shares of an open-end fund and simultaneously purchase shares of another open-end fund within the same family of investment companies, often at no or reduced fees. Refer to Note 4 – Capital Share Transactions.
| (e) | Dividends and Distributions to Shareholders – The Fund typically declares and pays annually a dividend of substantially all of its net investment income, if any. The Fund does not expect to make distributions of net realized capital gains, although the Fund’s Board of Directors reserves the right to do so in its sole discretion. Dividends that are reinvested are credited to shareholders’ accounts in additional shares of the same class at the NAV per share of such class, not subject to initial sales charge or contingent deferred sales charge, as of the close of business on the ex-dividend date. The Fund records dividends to its shareholders on the ex-dividend date. |
| Annual Report | Annual Report | 11 |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
| (f) | Paydowns – Realized gains and losses on mortgage-backed securities paydowns are recorded as an adjustment to interest income as required by GAAP. For the year ended March 31, 2026, the Fund decreased interest income in the amount of $(4,008) related to realized loss on mortgage-backed securities paydowns. However, for purpose of dividend distributions, net investment income excludes the effect of mortgage-backed securities paydowns gains and losses (See Note 7). |
| (g) | Allocation of Income, Fund-level Expenses, and Realized and Unrealized Gains or Losses – The Fund uses the fair value of shares outstanding method for allocating income, fund-level expenses, and realized and unrealized gains or losses. Under this method, each class of shares participates based on the total net asset value of its shares in proportion to the total net assets of the Fund. This method is the primary method used to allocate income, fund-level expenses, and realized and unrealized gains and losses for calculating the net asset value of a nondaily dividend fund. Class-level expenses are charged directly to the individual classes to which they relate. |
| (h) | Other – Security transactions are accounted for on the trade date (the date the order to buy or sell is executed). Realized gains and losses on security transactions are determined on the average cost method. Premiums and discounts on securities purchased are amortized over the life or the expected life of the respective securities using the effective interest method. Interest and dividend income on preferred equity securities are accrued daily except when collection is not expected. For other equity securities, dividend income is recorded on the ex-dividend date. Certain dividends from U.S. sources are subject to a 10% U.S. income tax withholding. Such income is reflected in the Statement of Operations net of the applicable withholdings. |
| (i) | The Fund adopted FASB Accounting Standards Update 2023- 07, Segment Reporting (Topic 280)- Improvements to Reportable Segment Disclosures ("ASU 2023-07"). The Fund's President acts as the Fund's chief operating decision maker ("CODM"), as defined in Topic 280, assessing performance and making decisions about resource allocation. The CODM has determined that that the Fund has a single operating segment based on the fact that the CODM monitors the operating results of the Fund as a whole and the Fund's long-term strategic asset allocation is guided by the Fund's investment objective and principal investment strategies, as described in its prospectus, and executed by the Fund's portfolio management team, comprised of investment professionals employed by the Investment Adviser. The financial information provided to and reviewed by the CODM is consistent with that presented in the Fund's Schedule of Investments, Statement of Operation and Changes in Net Assets and Financial Highlights. |
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| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
NOTE 2. FAIR VALUE MEASUREMENTS
Under GAAP, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability.
GAAP establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value into three levels in order to increase consistency and comparability in fair value measurements and disclosures. The classification of assets and liabilities within the hierarchy is based on whether the inputs to the valuation methodology used for the fair value measurement are observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from independent sources. Unobservable inputs reflect the Fund’s estimates about assumptions that market participants would use in pricing the asset or liability based on the best information available.
The hierarchy is broken down into three levels based on the reliability of inputs as follows:
| Level 1 – | Unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. Valuation of these instruments does not need a significant degree of judgment since valuations are based on quoted prices that are readily available in an active market. |
| Level 2 – | Quoted prices other than those included in Level 1 that are observable either directly or indirectly. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or that can be corroborated by observable market data for substantially the full term of the financial instrument. |
| Level 3 – | Unobservable inputs are significant to the fair value measurement. Unobservable inputs reflect the Fund’s own assumptions about assumptions that market participants would use in pricing the asset or liability. |
The Fund maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the observable inputs be used when available. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Fair value is based upon quoted market prices when available. If listed prices or quotes are not available, the Fund employs internally-developed models that primarily use market-based inputs including yield curves, interest rates, volatilities, and credit curves, among others. Valuation adjustments are limited to those necessary to ensure that the financial instrument’s fair value is adequately representative of the price that would be received or paid in the marketplace. These adjustments include amounts that reflect counterparty credit quality, constraints on liquidity, and unobservable parameters that are applied consistently.
The estimated fair value may be subjective in nature and may involve uncertainties and matters of significant judgment for certain financial instruments. Changes in the underlying assumptions used in calculating fair value could significantly affect the results. In addition, the fair value estimates are based on outstanding balances without attempting to estimate the value of anticipated future business. Therefore, the estimated fair value may materially differ from the value that could actually be realized in a sale.
| Annual Report | Annual Report | 13 |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
On August 4, 2022, the Board of Directors of the Fund appointed the Investment Adviser as the Fund’s Valuation Designee. The Valuation Designee is responsible for overseeing and implementing the procedures and functions related to the valuation of portfolio securities for the purpose of determining the NAV of the Fund. In addition, the Valuation Designee is responsible for determining:
| ● | The fair valuation of all securities for which no price or value is available at the time the Fund’s NAV is calculated on a particular day. |
| ● | The fair valuation of portfolio instruments for which the prices or values available do not, in the judgment of the Investment Adviser, represent the fair valuation of such portfolio instruments. |
Below is a description of the Fund’s valuation methodologies used for assets measured at fair value:
Mortgage and other asset-backed securities: Certain agency mortgage and other asset-backed securities (“MBS”) are priced based on a bond’s theoretical value derived from the prices of similar bonds; “similar” being defined by credit quality and market sector. Their fair value incorporates an option adjusted spread. The agency MBS are classified as Level 2. The pricing models for these securities usually consider tranche-level attributes, current market data, estimated cash flows and market-based yield spreads for each tranche, and incorporate deal collateral performance, as available.
Exchange Traded Funds (ETFs): ETFs are priced continuously during normal trading hours in an active exchange market. The NAV of ETFs is calculated at the end of each trading day, at market close. ETFs are classified as Level 1.
Obligations of U.S. Government sponsored entities and U.S. Agency Securities: The fair value of U.S. Government sponsored entities is based on quoted market prices for similar securities on an active market. U.S agency securities are priced based on a bond’s theoretical value from similar bonds defined by credit quality and market sector and for which the fair value incorporates an option adjusted spread in deriving their fair value. These securities are classified as Level 2.
| 14 | (787) 754-4488 | www.popular.com |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
The following is a summary of the levels within the fair value hierarchy in which the Fund invests based on inputs used to determine the fair value of such securities as of March 31, 2026:
| Investments in Securities at Value* |
Level 1 - Quoted Prices |
Level 2 - Other Significant Observable Inputs |
Level 3 - Significant Unobservable Inputs |
Total | ||||||||||||
| Puerto Rico GNMA Bonds | – | 9,847,706 | – | 9,847,706 | ||||||||||||
| Puerto Rico Fannie Mae Bonds | – | 4,955,996 | – | 4,955,996 | ||||||||||||
| Puerto Rico Freddie Mac Bonds | – | 707,944 | – | 707,944 | ||||||||||||
| International Index Funds | 13,453,848 | – | – | 13,453,848 | ||||||||||||
| US Government and Agency Obligations | – | 14,021,369 | – | 14,021,369 | ||||||||||||
| US Index Funds | 25,416,891 | – | – | 25,416,891 | ||||||||||||
| Total | $ | 38,870,739 | $ | 29,533,015 | $ | – | $ | 68,403,754 | ||||||||
| * | Refer to the Fund's Schedule of Investments for a listing of securities by type. |
There were no purchases, sales or transfers into or out of Level 3 securities during the year ended March 31, 2026.
Temporary cash investments, if any, are valued at amortized cost, which approximates fair value. As of March 31, 2026 there were no temporary cash investments.
NOTE 3. INVESTMENT ADVISORY, ADMINISTRATIVE, CUSTODIAN, DISTRIBUTOR, TRANSFER AGENCY ARRANGEMENTS, AND OTHER TRANSACTIONS WITH AFFILIATES
Popular Asset Management LLC (the "Investment Adviser") acts as the investment adviser of the Fund. The investment advisory fee is calculated at an annual rate of 0.50% of the Fund's average total daily assets. During the year ended March 31, 2026 the investment advisory fee amounted to $348,250.
The Fund Administrator, together with certain affiliated entities, provide various administration, fund accounting, transfer agent and investor accounting services to the Fund. The fees related to these services shall be the greater of annual complex and per portfolio minimum fees or the application of a basis point fee schedule on the Fund starting at 0.06% of the Fund's average daily net assets. For the year ended March 31, 2026, the administrative fees and transfer agent fees amounted to $103,324 and $43,322, respectively. The Fund maintains its cash accounts with JPMorgan Chase. The Fund did not receive interest income from these accounts during the year ended March 31, 2026.
JPMorgan Chase provides custody services to the Fund. For the year ended March 31, 2026, the custody fees amounted to $8,651.
| Annual Report | Annual Report | 15 |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
Popular Securities LLC, an affiliate of the Fund, serves as the distributor (the “Distributor”) of the shares of Common Stock of the Fund. Pursuant to a Distribution Plan, the Fund makes monthly payments to the Distributor for the distribution of the Fund’s shares. The fees related to this service are calculated at an annual rate of 0.25% and 1.00% for Class A shares and Class C shares, respectively, of the Fund's daily average net assets of each class. For the year ended March 31, 2026, distribution fees amounted to $169,552 and $14,218 for Class A shares and Class C shares, respectively. During the year ended March 31, 2026, the distributor received no sales charges from sales of shares.
The officers of the Fund are also officers and directors of Banco Popular de Puerto Rico (“BPPR”) or its affiliates. The three current directors of the Fund’s Board are independent and are paid based upon an agreed fee of $1,000 per meeting. The three independent directors of the Fund also serve on the Fund’s audit committee and are paid based upon an agreed fee of $1,000 per committee meeting. For the year ended March 31, 2026, the compensation expense for the three independent directors of the Fund was $14,490.
Prior to May 21, 2021, the Fund was not registered under the 1940 Act, and therefore was not subject to the restrictions contained therein regarding, among other things, transactions between the Fund, BPPR, the Distributor, or their respective affiliates ("Affiliated Transactions"). In that regard, the Board of Directors of the Fund adopted a set of procedures for Affiliated Transactions in an effort to address potential conflicts of interest that may arise.
Affiliates of the Fund may have lending, banking, brokerage, underwriting, or other business relationships with the issuers of the securities in which the Fund invests.
| 16 | (787) 754-4488 | www.popular.com |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
NOTE 4. CAPITAL SHARE TRANSACTIONS
The Fund is authorized to issue up to 2,000,000,020 shares of common stock, par value $0.01 per share, which may be divided into different series and classes.
Per the Fund’s prospectus, shares may be exchanged for shares of the same class of any other fund that is part of the Popular Family of Funds.
Capital share transactions for the year ended March 31, 2026 and the year ended March 31, 2025, were as follows:
| Common shares: | For the Year Ended March 31, 2026 |
For the Year Ended March 31, 2025 |
||||||
| Class A Shares | ||||||||
| Common shares outstanding - beginning of period | 2,279,939 | 2,564,679 | ||||||
| Common shares issued | 98,464 | 62,958 | ||||||
| Common shares issued as reinvestment of dividends | 3,490 | 9,245 | ||||||
| Common shares redeemed | (248,606 | ) | (356,943 | ) | ||||
| Common shares outstanding - end of period | 2,133,287 | 2,279,939 | ||||||
| Class C Shares | ||||||||
| Common shares outstanding - beginning of period | 63,393 | 115,126 | ||||||
| Common shares issued | 643 | 253 | ||||||
| Common shares issued as reinvestment of dividends | – | 157 | ||||||
| Common shares redeemed | (26,635 | ) | (52,143 | ) | ||||
| Common shares outstanding - end of period | 37,401 | 63,393 | ||||||
NOTE 5. INVESTMENT TRANSACTIONS
For the year ended March 31, 2026, the cost of purchases of investment securities, excluding short-term investments, was $12,705,699. Proceeds from sales, maturities, and paydowns of investment securities, excluding short-term investments, were $19,667,283. Purchases of long-term U.S. Government obligations during the year totaled $2,290,724 and proceeds from sales and maturities of such securities were $2,599,701.
All investment transactions were made with unaffiliated parties.
NOTE 6. CONCENTRATION OF CREDIT RISK
Concentrations of credit risk (whether on or off balance sheet) that arise from financial instruments exist for groups of customers or counterparties when they have similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions. For this purpose, management of the Fund has determined to disclose any investment whose fair value is over 5% of Net Assets, both individually or in the aggregate. Moreover, collateralized investments have been excluded for this disclosure.
| Annual Report | Annual Report | 17 |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
The major concentration of credit risk arises from the Fund's investment securities in relation to the location of issuers. For calculation of concentration, all fixed-income securities guaranteed by the U.S. Government are excluded. As of March 31, 2026, the Fund had the following investments in issuers located in the United States of America that are not guaranteed by the U.S. Government:
| Issuer | Aggregate Market Value | Percentage of Net Assets | ||||||
| Vanguard S&P 500 ETF | 23,589,482 | 34.60 | % | |||||
| Vanguard FTSE Developed Markets ETF | 10,052,806 | 14.74 | % | |||||
As of March 31, 2026, the Fund has $302,117 on deposit with JPMorgan Chase, which represents approximately 0.44% of the net assets of the Fund.
As stated in the Fund’s prospectus, the Fund will ordinarily invest at least 20% of its total assets in Puerto Rico obligations. Therefore, to the extent the securities are not guaranteed by the U.S. Government or any of its subdivisions, the Fund is more susceptible to factors affecting issuers of Puerto Rico obligations than an investment company that is not concentrated in Puerto Rico obligations to such degree.
NOTE 7. COMPONENTS OF DISTRIBUTABLE EARNINGS
As a result of certain reclassifications made for financial statements presentation, the Fund’s net investment income and net realized gain on investments reflected in the financial statements differ from distributable net investment income and net realized gain on investments for tax purpose, respectively, as follows:
| Net Investment income | $ | 468,648 | ||
| Reclassification of realized gain/(loss) on securities’ paydowns | (4,008 | ) | ||
| Distributable net investment income, for tax purposes | $ | 464,640 | ||
| Net realized gain on investments | $ | 6,386,433 | ||
| Reclassification of realized gain/(loss) on securities’ paydowns | 4,008 | |||
| Net realized gain on investments, for tax purposes | $ | 6,390,441 |
The amount of net unrealized appreciation/(depreciation) and the cost of investment securities for tax purposes was as follows:
| Cost of investments for tax purposes | $ | 57,836,004 | ||
| Gross appreciation | 12,666 ,394 | |||
| Gross depreciation | (2,098,644 | ) | ||
| Net appreciation/(depreciation) | $ | 10,567,750 |
| 18 | (787) 754-4488 | www.popular.com |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
For the year ended on March 31, 2026, the undistributed net income and components of total distributable earnings were as follows:
| Undistributed net investment income | $ | 294,267 | ||
| Accumulated net appreciation/(depreciation) from investment | 10,567,750 | |||
| Accumulated net realized gain on investment | 57,294,245 | |||
| Total distributable earnings | $ | 68,156,262 |
For the year ended on March 31, 2025, the undistributed net income and components of total distibutable earnings were as follows:
| Undistributed net investment income | $ | 359,110 | ||
| Accumulated net appreciation/(depreciation) from investment | 9,461,130 | |||
| Accumulated net realized gain on investment | 56,175,894 | |||
| Total distributable earnings | $ | 65,996,134 |
NOTE 8. RISKS AND UNCERTAINTIES
The Fund is exposed to various types of risks, such as geographic concentration, industry concentration, non-diversification, interest rate, and credit risks, among others. This list is qualified in its entirety by reference to the more detailed information provided in the prospectus for the securities issued by the Fund.
Market Risk. Market risk is the risk that one or more markets in which the Fund invests will go down in value, including the possibility that the markets will go down sharply and unpredictably. There is a risk that you could lose all or a portion of your investment in the Fund and that the income you receive from your investment may vary. The value of your investment in the Fund will go up and down with the prices of the securities in which the Fund invests. The value of a security or other asset may decline due to changes in general market conditions, economic trends or events that are not specifically related to the issuer of the security or other asset, or factors that affect a particular issuer or issuers, exchange, country, group of countries, region, market, industry, group of industries, sector or asset class. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issues like pandemics or epidemics, recessions, or other events could have a significant impact on the Fund and its investments. The prices of equity securities change in response to many factors including the historical and prospective earnings of the issuer, the value of its assets, general economic conditions, interest rates, investor perceptions and market liquidity. The values of debt securities and other fixed-income securities in which the Fund may invest also will be affected by market interest rates and the risk that the issuer may default on interest, principal or dividend payments. Specifically, since these types of securities pay fixed interest and dividends, their value may fall if market interest rates rise and rise if market interest rates fall.
Credit Risk. Credit risk is the risk that the issuer will be unable to pay the interest or principal on its obligations when due. The degree of credit risk depends on both the financial condition of the issuer and the terms of the obligation. The price of fixed-income securities will generally fall if the issuer defaults on its obligation to pay principal or interest, the rating agencies downgrade the issuer’s credit ratings or other news affects the market’s perception of the issuer’s credit risk.
| Annual Report | Annual Report | 19 |
| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
ETFs Risk. An investment in the Fund is not equivalent to an investment in the underlying assets held by the Fund because of the operational fees and expenses incurred by the Fund. The Fund currently anticipates that the portion of its assets invested in equity securities will be primarily invested in shares of ETFs. Passive ETFs invest in a portfolio of securities that are designed to track closely the price and yield performance of different market indexes or segments. However, such funds will never be able to do so exactly because of operational fees and expenses incurred by the fund or because of the temporary unavailability of certain of the securities underlying the index. Investors should also be aware that by investing in the Fund, they may, in effect, incur the costs of two levels of investment management services, (1) the services provided by the Investment Adviser to the Fund and (2) the services provided by the managers or advisers of the various funds in which the Fund may invest. The market price of this type of investment on the securities exchange on which they are traded may be lower than their net asset value.
Equity Securities Risk. The price of equity securities has historically risen and fallen in periodic cycles. The value of equity securities purchased by the Fund could decline if the financial condition of the companies the Fund invests in declines or if overall market and economic conditions deteriorate.
Interest Rate Risk. Interest rate risk is the risk that interest rates will rise so that the value of the Fund's investments will fall. Also, the Fund's yield will tend to lag behind changes in short-term interest rates. In addition, during periods of rising interest rates, the average life of certain types of securities may be extended because of the right of the issuer to defer payments or make slower than expected principal payments. This may lock-in a below market interest rate, increase the security's duration (the estimated period until the security is paid in full), and reduce the value of the security. This is known as extension risk, which the Fund is also subject to. Conversely, during periods of declining interest rates, the issuer of a security may exercise its option to prepay principal earlier than scheduled in order to refinance at lower interest rates, forcing the Fund to reinvest in lower yielding securities. This is known as prepayment risk, which the Fund is also subject to.
Mortgage- and Asset-Backed Securities Risks. Mortgage-backed securities and asset-backed securities represent interests in “pools” of mortgages or other assets. Mortgage-backed and asset-backed securities, like traditional fixed-income securities, are subject to credit, interest rate, prepayment and extension risks. Mortgage-backed securities, in general, differ from investments in traditional debt securities in that, among other things, principal may be prepaid at any time due to prepayments by the obligors on the underlying obligations. Since a portion of the assets of the Fund are expected to be invested in mortgage-backed securities, the potential for increasing the Fund’s exposure to these and other risks related to such securities might cause the market value of the Fund’s investments to fluctuate more than otherwise would be the case.
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| Notes to Financial Statements | |
| Popular Total Return Fund, Inc. | and Financial Highlights |
March 31, 2026
NOTE 9. INDEMNIFICATION
In the normal course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these agreements is unknown. However, the Fund has not paid prior claims or losses pursuant to these contracts and expects the risk of losses to be remote.
NOTE 10. SUBSEQUENT EVENTS
In preparing these financial statements, the Fund's management has evaluated events for potential recognition or disclosure through the date the financial statements were issued. Management has determined that there were no events that required disclosure in or adjustment to the accompanying financial statements.
| Annual Report | Annual Report | 21 |
| Report of Independent | |
| Popular Total Return Fund, Inc. | Registered Public Accounting Firm |
To the Shareholders and the Board of Directors of Popular Total Return Fund, Inc.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of Popular Total Return Fund Inc. (the “Fund”), including the schedule of investments, as of March 31, 2026, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the three years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund at March 31, 2026, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the three years in the period then ended, in conformity with U.S. generally accepted accounting principles.
The financial highlights for each of the years in the two-year period then ended March 31, 2023, were audited by another independent registered public accounting firm whose report dated May 30, 2023, expressed and unqualified opinion on those financial highlights.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2026, by correspondence with the custodian, brokers and others. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

We have served as the auditor of the Popular Family Funds since 2023.
San Juan, Puerto Rico
May 26, 2026
| 22 | (787) 754-4488 | www.popular.com |
| Popular Total Return Fund, Inc. | Other Information |
March 31, 2026 (Unaudited)
Statement Regarding Availability of Quarterly Portfolio Schedule
The complete schedule of portfolio holdings is filed with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The quarterly schedule of portfolio holdings will be made available upon request by calling 787-754-4488.
Statement Regarding Availability of Proxy Voting Policies and Procedures
A description of the policies and procedures that are used by the Investment Adviser to vote proxies relating to the Fund’s portfolio securities is available free of charge upon request, by calling 787-754-4488 and on the website of the Securities and Exchange Commission at http://www.sec.gov.
Statement Regarding Availability of Proxy Voting Record
Information regarding how the Investment Adviser voted proxies relating to portfolio securities during the most recent 12-month year ended June 30 is available free of charge upon request, by calling 787-754-4488 and on the website of the Securities and Exchange Commission at http://www.sec.gov.
| Annual Report | Annual Report | 23 |
| Item 8 – Changes in and Disagreements | |
| with Accountants for Open-End | |
| Popular Total Return Fund, Inc. | Management Investment Companies |
March 31, 2026 (Unaudited)
Not applicable for this reporting period.
| 24 | (787) 754-4488 | www.popular.com |
| Item 9 – Proxy Disclosures for Open-End | |
| Popular Total Return Fund, Inc. | Management Investment Companies |
March 31, 2026 (Unaudited)
Not applicable for this reporting period.
| Annual Report | Annual Report | 25 |
| Item 10 – Remuneration Paid to Directors, Officers, and Others of Open-End | |
| Popular Total Return Fund, Inc. | Management Investment Companies |
March 31, 2026 (Unaudited)
Included in Item 7.
| 26 | (787) 754-4488 | www.popular.com |
| Item 11 – Statement Regarding Basis for | |
| Popular Total Return Fund, Inc. | Approval of Investment Advisory Contract |
March 31, 2026 (Unaudited)
Not applicable for this reporting period.
| Annual Report | Annual Report | 27 |

| Item 8. | Changes in and Disagreements with Accountants for Open-End Management Investment Companies. |
Changes in and Disagreements with Accountants is included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report.
| Item 9. | Proxy Disclosures for Open-End Management Investment Companies. |
Proxy Disclosures are included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report.
| Item 10. | Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies. |
Remuneration Paid to Directors, Officers, and Others is included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report.
| Item 11. | Statement Regarding Basis for Approval of Investment Advisory Contract. |
Statement Regarding Basis for approval of Investment Advisory Contract is included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report.
| Item 12. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable to Registrant.
| Item 13. | Portfolio Managers of Closed-End Management Investment Companies. |
Not applicable to Registrant.
| Item 14. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable to Registrant.
| Item 15. | Submission of Matters to Vote of Security Holders. |
There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Directors, where those changes were implemented after the Registrant last provided disclosure in response to the requirements of Item 407(c)(2) of Regulation S-K, or this Item.
| Item 16. | Controls and Procedures. |
| (a) | The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report. |
| (b) | There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting. |
| Item 17. | Disclosure of Securities Lending Activities for Closed-end Management Investment Companies. |
Not applicable to Registrant.
| Item 18. | Recovery of Erroneously Awarded Compensation. |
| (a) | Not applicable. |
| (b) | Not applicable. |
| Item 19. | Exhibits. |
| (a)(1) | The Code of Ethics that applies to the Registrant’s principal executive officer and principal financial officer required by Item 2 of Form N-CSR, is filed herewith. |
| (a)(2) | Not applicable. |
| (a)(3) | The certifications required by Rule 30a-2(a) of the 1940 Act are attached hereto as Exhibit 99.Cert. |
| (a)(4) | Not applicable. |
| (a)(5) | Not applicable. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Popular Total Return Fund, Inc. | |||
| By: | /s/ Angel M. Rivera | ||
| Angel M. Rivera | |||
| Principal Executive Officer/President | |||
| Date: | June 4, 2026 | ||
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below on behalf of the Registrant and in the capacities and on the dates indicated.
| Popular Total Return Fund, Inc. | |||
| By: | /s/ James A. Gallo | ||
| James A. Gallo | |||
| Principal Financial Officer/Treasurer | |||
| Date: | June 4, 2026 | ||