FORM 6-K

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of 

the Securities Exchange Act of 1934

For the month of September, 2018

Commission File Number: 001-12518

Banco Santander, S.A.

(Exact name of registrant as specified in its charter)

Ciudad Grupo Santander 

28660 Boadilla del Monte (Madrid) Spain

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Banco Santander, S.A.

TABLE OF CONTENTS

MATERIAL FACT

Banco Santander, S.A. (“Banco Santander”) informs that this morning its board of directors, at the proposal of the appointments committee and taking into account Mr. Rodrigo Echenique Gordillo’s decision to resign from his executive positions, effective 1 January 2019, as communicated on 25 June 2018, has resolved as follows:

At present, Mr. Andrea Orcel is a member of the Executive Board of UBS Group AG. Moreover, he previously held executive positions at Bank of America and Merrill Lynch.

These appointments will be effective once the relevant approvals (including those resulting from Mr. Orcel’s current employment) are obtained and in no event earlier than 1 January 2019.

At that moment, Mr. José Antonio Álvarez Álvarez and Mr. Bruce Carnegie Brown will be the only vice chairmen of Banco Santander and Mr. Guillermo de la Dehesa Romero will cease to be vice chairman but remain as a director of Banco Santander.

Boadilla del Monte (Madrid), 25 September 2018

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.