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 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
Amendments to Articles of Incorporation
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, 19 February 2024, the Board approved the Amendments to the Articles of Incorporation to reflect changes in its secondary purpose (Second Article), principal office address (Third Article), and corporate term (Fourth Article). The proposed amendments to the Articles of Incorporation of the Corporation will be presented to the shareholders for approval during the 2024 Annual Shareholders’ Meeting.

Date of Approval by Board of Directors	Feb 19, 2024
Date of Approval by Stockholders	TBA
Other Relevant Regulatory Agency, if applicable	N/A
Date of Approval by Relevant Regulatory Agency, if applicable	N/A
Date of Approval by Securities and Exchange Commission	TBA
Date of Receipt of SEC approval	TBA

Amendment(s)

Article No.	From	To
Second Article	Please see Annex A of attached SEC Form 17-C	Please see Annex A of attached SEC Form 17-C
Third Article	THIRD: That the Place where the principal office and the corporation is to be established or located is at 10th Floor, Mall of Asia Arena (MAAX) Building, Coral Way cor. J.W. Diokno Blvd., Mall of Asia Complex, Brgy. 76, Zone 10, CBP-1A. Pasay City.	THIRD: That the Place where the principal office and the corporation is to established or located is at 7/F MOA Square, Seashell Lane cor. Coral Way, Mall of Asia Complex, Brgy. 76 Zone 10, CBP 1-A, 1300 Pasay City, Metro Manila, Philippines.
Fourth Article	FOURTH: That the term for which the corporation is to exist is fifty (50) years from and after the date of incorporation.	FOURTH: That the term for which said corporation is to exist is perpetual.

Rationale for the amendment(s)
The proposed amendments will grant the Corporation express authority to borrow or raise money, guarantee obligations, and secure payments of such indebtedness, and will reflect the change in the Corporation’s principal office address and corporate term.

The timetable for the effectivity of the amendment(s)

Expected date of filing the amendments to the Articles of Incorporation with the SEC	TBA
Expected date of SEC approval of the Amended Articles of Incorporation	TBA

Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
None.
Other Relevant Information
Please see attachment.