C01893-2024

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)
Apr 3, 2024
2. SEC Identification Number
CS200602356
3. BIR Tax Identification No.
244-658-89
4. Exact name of issuer as specified in its charter
GMA Holdings, Inc.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Unit 3K, North Wing, Fairways Tower Condominium, 5th Avenue corner McKinley Road, Fort Bonifacio Taguig City Postal Code 1630
8. Issuer's telephone number, including area code
(632) 8982-7777
9. Former name or former address, if changed since last report
-
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
Philippine Depositary Receipts ("PDRs") 397,378,559
11. Indicate the item numbers reported herein
-

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.

GMA Holdings, Inc.GMAP

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 Special Board Meeting
Background/Description of the Disclosure

During the special meeting held today, the Board of Directors of GMA Holdings, Inc. approved the following:

I. Setting of the 2024 Annual Stockholders’ Meeting (ASM) on May 31, 2024 at 10:00 a.m. and the Record date on April 30, 2024 for the purpose of determining the Stockholders entitled to notice of, and to vote at the Corporation’s ASM on May 31, 2024

II. Authorization to allow the Stockholders to exercise their right to participate and vote at the 2024 ASM through remote communication via Zoom application or in absentia

III. Approval of the Audited Financial Statements for the year ended December 31, 2023 as well as the release of the said audited financial statements;

IV. Recommendation of the Audit and Risk Management Committee to appoint Sycip Gorres Velayo & Co. as external auditor for the year 2024, subject to the ratification by the stockholders

V. Approval of the meritorious justifications (Annex A) provided by the the Board of Directors for the retention of Ret. Chief Justice Artemio V. Panganiban and Dr. Jaime C. Laya as Independent Directors, subject to the Stockholders’ approval during the May 31, 2024 Annual Stockholders’ Meeting;

VI. The Board of Directors of GMA Holdings, approved the declaration of cash dividends in the amount of One Million Two Hundred Thousand Pesos (PhP 1,200,000) from the retained earnings of the Corporation as of December 31, 2023 to be paid on May 14, 2024 to its common stockholders as of April 24, 2024. Note: PDR Holders are not stockholders of GHI;

VII. In relation to the declaration of Cash Dividends of PhP 0.60 per share by GMA Network, Inc. the record date for the PDR Holders who are entitled to receive the cash amounts is April 24, 2024 (the same record date for GMA Network, Inc. stockholders). The cash dividends are expected to be received by GMA Holdings, Inc. on May 14, 2024 and the cash amounts will be distributed to the PDR Holders on May 15, 2024. PDR Holders shall receive the same dividend rate that will be paid to the common shareholders.
Other Relevant Information

Note: PDR Holders are not stockholders of GHI
Filed on behalf by:
Name Ayahl Ari Augusto Chio
Designation Investor Relations Officer