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 19, 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

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 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
Results of Board Meeting
Background/Description of the Disclosure
During the regular meeting of the Board of Directors (the Board) of SM Prime Holdings, Inc. (the Corporation) held today, February 19, 2024, the Board approved the following matters: 1. Audited financial statements of the Company for the year 2023 2. Setting of the 2024 Annual Stockholders’ Meeting (ASM) of the Corporation as follows, with stockholders still authorized to attend remotely and to vote in absentia: Date: April 23, 2024 Time: 2:30 p.m. Venue: Forbes Ballroom 1 and 2, Conrad Manila Seaside Blvd. corner Coral Way, Mall of Asia Complex, Pasay City Record Date: March 15, 2024, the record date for stockholders entitled to notice of, to attend and vote at the annual stockholders’ meeting. The meeting will be livestreamed for stockholders participating via Remote Communication. Stockholders may also vote in absentia through a secure online voting facility. Registration and voting procedures will be posted separately. 3. Amendments to the Articles of Incorporation and By-Laws and as enumerated in attached Annex A for purposes of complying with the requirements of the Revised Corporation Code of the Philippines and other applicable laws and regulations, and to reflect best practices. The proposed amendments to the Articles of Incorporation of the Corporation will be presented to the shareholders for approval during the 2024 ASM. The Board of Directors is duly authorized to approve the proposed amendments to the By-laws pursuant to the delegated authority to amend the By-laws granted to it by the shareholders. 4. Proposed application to issue shelf - registered bond in the aggregate amount of Php 100 billion. Thank you.
Other Relevant Information
Please see attachment