SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)

Feb 5, 2024

2. SEC Identification Number

AS094-000088

3. BIR Tax Identification No.

003-058-789

4. Exact name of issuer as specified in its charter

SM Prime Holdings, Inc.

5. Province, country or other jurisdiction of incorporation

Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

7/F MOA Square, Seashell Lane cor. Coral Way, Mall of Asia Complex, Brgy. 76 Zone 10, CBP 1-A, Pasay City, Metro Manila, Philippines Postal Code 1300

8. Issuer's telephone number, including area code

(632) 8831-1000

9. Former name or former address, if changed since last report

N/A

10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA

Title of Each Class	Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
COMMON STOCK, P1 PAR VALUE	28,879,231,694
DEBT SECURITIES - RETAIL BOND	135,432,740,000

11. Indicate the item numbers reported herein

ITEM # 9, LETTER B

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

SM Prime Holdings, Inc.SMPH

PSE Disclosure Form 4-13 - Clarification of News Reports References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
News Clarification: SM Prime shares dip despite capex news, Q4 GDP

Source	BusinessWorld (Online Edition)
Subject of News Report	SM Prime shares dip despite capex news, 4Q GDP
Date of Publication	Feb 5, 2024

Clarification of News Report
February 5, 2024 The Philippine Stock Exchange, Inc. 6F PSE Tower 28th Street corner 5th Avenue BGC, Taguig City Attention of Ms. Alexandra D. Tom Wong Officer-in-Charge, Disclosure Department Gentlemen: This refers to the news article posted in various online sites including BusinessWorld (Online Edition). The article reported in part that: “SHARES in SM Prime Holdings, Inc. edged down last week despite news on its allocation for capital expenditures (capex) this year reaching P100 billion and the Philippine economy expanding by 5.6% in the fourth quarter of 2023. . . . . SM Prime President Jeffrey C. Lim told reporters that the company is also awaiting ‘more favorable market conditions’ before proceeding with the planned initial public offering (IPO) of its real estate investment trust (REIT).’ Additionally, the company’s vice-president for Investor Relations, Alexander D. Pomento, said that SM Prime could proceed with its IPO as early as the second quarter of this year if these ‘market conditions’ improve. . . . .” In your letter dated February 5, 2024, you seek clarification and confirmation from us on said news article on the two specific items: 1. SMPH’s 2024 capex to reach P100 billion; 2. SMPH’s planned real estate investment trust (“REIT”) offering in the second half of this year. Our response: 1. SMPH is looking at Y2024 capex to be within P100 billion; 2. SMPH’s planned REIT offering is dependent on market conditions. Very truly yours, JOHN NAI PENG ONG Chief Finance Officer
Other Relevant Information
N/A