C07064-2023

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)
Sep 22, 2023
2. SEC Identification Number
ASO96-005555
3. BIR Tax Identification No.
000-188-209-000
4. Exact name of issuer as specified in its charter
Philippine National Bank
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
PNB Financial Center, President Diosdado Macapagal Boulevard, Pasay City, Metro Manila Postal Code 1300
8. Issuer's telephone number, including area code
(632) 8526-3131 to 70
9. Former name or former address, if changed since last report
Not Applicable
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 Shares 1,525,764,850
11. Indicate the item numbers reported herein
Item 4

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.

Philippine National BankPNB

PSE Disclosure Form 4-8 - Change in Directors and/or Officers
(Resignation/Removal or Appointment/Election)
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Results of the Meeting of the Board of Directors held on September 22, 2023
Background/Description of the Disclosure

We wish to advise the Exchange that during its meeting held today, September 22, 2023, the PNB Board of Directors approved and confirmed the following:

1. Change in the designation of Mr. Francis B. Albalate, EVP, from Financial Management Sector (FMS) Head and Chief Financial Officer (CFO) to Financial Management, Strategy and Sustainability Sector (FMSSS) Head and CFO, effective October 1, 2023;

2. Recall of the temporary designation of Mr. Jose German M. Licup, FSVP, as Officer-in-Charge of Public Affairs Group, effective October 1, 2023;

3. Recall of the appointment of Mr. Aidell Amor R. Gregorio, SVP, as Acting CFO and Officer-in-Charge of FMS, effective September 18, 2023;

4. Resignation of Dr. Lucio C. Tan as Director of the Bank, effective September 22, 2023. Dr. Tan has been a Director of the Bank since December 8, 1999;

5. Creation of the Chairman Emeritus position and the appointment of Dr. Lucio C. Tan as Chairman Emeritus of the Bank, effective September 22, 2023;

6. Resignation of Ms. Carmen K. Tan as Director of the Bank, effective September 22, 2023. Ms. Tan has been a Director of the Bank since May 31, 2016;

7. Appointment of Ms. Carmen K. Tan as Board Advisor of the Bank, effective September 22, 2023;

8. Election of Mr. Chester Y. Luy as Director of the Bank, effective September 22, 2023.

Mr. Chester (Chet) Y. Luy has been a Board Advisor of the Bank since 2020. He previously served as PNB's Chief Strategy Officer and Head of the Wealth Management Group. He has extensive international leadership experience serving as Managing Director for several global banks and was based in New York, Singapore, and Manila. He held senior leadership roles at JPMorgan, Bank of America Merrill Lynch, Barclays Capital, HSBC, Julius Baer, Bank of Singapore, RCBC, and PNB.

In addition to serving as Board Advisor of PNB, he serves on the board of various corporations including LT Group Inc., Tanduay Distillers Inc., Eton Properties Philippines Inc. Mr. Luy garnered the Top Analyst award by the Institutional Investor magazine in the U.S. for several years and was conferred the “Men Who Matter” award by People Asia magazine.

Mr. Luy obtained his MBA (Masters of Management) from the J. L. Kellogg Graduate School of Management. He garnered a B.S. Business Administration degree from the University of the Philippines (Magna Cum Laude). He was awarded as the Most Outstanding University of the Philippines Business Administration student, graduating at the top of the class of 1990 and obtaining the highest G.P.A. in the graduating B.S. Business Administration batch of the University of the Philippines. Mr. Luy is a Chartered Financial Analyst (CFA).

9. Election of Mr. Eusebio V. Tan as Director of the Bank, effective September 22, 2023.

Atty. Eusebio (Ebot) V. Tan previously served as Managing Partner and currently serves as Senior Counsel at ACCRALAW. His areas of expertise include banking, mergers and acquisitions, investments, business law among others. He served as the President of the Management Association of the Philippines, FINEX, and as Chairman of the Philippines-Japan Economic Cooperation Committee (PHILJEC) (where he now sits as a member of its Board of Advisers). He was conferred the award of “The Order of the Rising Sun, Gold Rays with Neck Ribbon” by the Emperor of Japan and the Japanese government.

Atty. Tan obtained his Bachelor of Arts degree, majoring in Economics (Summa Cum Laude), through the Liberal Arts Accelerated Honors Program from the De La Salle University in 1971 and was awarded the General Excellence Gold Medal and the Dr. Jose Rizal Honors Society ring. He obtained his Bachelor of Laws degree from the Ateneo de Manila University School of Law in 1975 and was awarded the Second Honors Silver Medal. He obtained his Master of Laws degree from Columbia University School of Law in the U.S.

We trust you will take note accordingly. Thank you.
Resignation/Removal or Replacement
Name of Person Position/Designation Effective Date of Resignation/Cessation of term
(mmm/dd/yyyy)		 Reason(s) for Resignation/Cessation
Lucio C. Tan Director Sep/22/2023 shift in role from Director to Chairman Emeritus
Carmen K. Tan Director Sep/22/2023 shift in role from Director to Board Advisor
Election or Appointment
Name of Person Position/Designation Date of Appointment/Election
(mmm/dd/yyyy)		 Effective Date of Appointment Election
(mmm/dd/yyyy)		 Shareholdings in the Listed Company Nature of Indirect Ownership
Direct Indirect
Lucio C. Tan Chairman Emeritus Sep/22/2023. Sep/22/2023 14,843,119 0 N.A.
Carmen K. Tan Board Advisor Sep/22/2023 Sep/22/2023 0 5,000 Under PCDNC (Filipino) - Broker
Chester Y. Luy Director Sep/22/2023 Sep/22/2023 0 10 Under PCDNC (Filipino) - Broker
Eusebio V. Tan Director Sep/22/2023 Sep/22/2023 0 10 Under PCDNC (Filipino) - Broker
Promotion or Change in Designation
Name of Person Position/Designation Date of Approval
(mmm/dd/yyyy)		 Effective Date of Change
(mmm/dd/yyyy)		 Shareholdings in the Listed Company Nature of Indirect Ownership
From To Direct Indirect
Francis B. Albalate Executive Vice President, Chief Financial Officer and Head of Financial Management Sector Executive Vice President, Chief Financial Officer and Head of Financial Management, Strategy and Sustainability Sector Sep/22/2023 Oct/01/2023 0 2,200 Under PCDNC (Filipino) - Broker
Jose German M. Licup First Senior Vice President, Chief of Staff to the President and CEO, and Officer-in-Charge of Public Affairs Group First Senior Vice President and Chief of Staff to the President and CEO Sep/22/203 Oct/01/2023 0 0 N.A.
Aidell Amor R. Gregorio Senior Vice President, Acting Chief Financial Officer and Officer-in-Charge of Financial Management Sector in concurrent capacity as Head of Accounting and Controllership Group Senior Vice President, Deputy Chief Financial Officer and Controller Sep/22/2023 Sep/18/2023 0 0 N.A.
Other Relevant Information

The relinquishment by Dr. Lucio C. Tan and Ms. Carmen K. Tan of their directorships in PNB is part of succession planning and their commitment to good governance and promotes diversity in the board composition.
Filed on behalf by:
Name Ruth Pamela Tanghal
Designation Corporate Secretary