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
940,403,854
PREFFERED
6,549,960
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.
Prime Media Holdings, Inc.PRIM
PSE Disclosure Form 4-20 - Reclassification of Shares References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Reclassification of Foreign-owned Common Shares to Series C Non-Voting and Redeemable Preferred Shares
Background/Description of the Disclosure
On 03 July 2025, the Securities and Exchange Commission (SEC) approved, among others, the amendment of the Seventh Article of the Corporation’s Amended Articles of Incorporation to create Series “C” non-voting and redeemable preferred shares with a par value of PhP 1.00 per share and replace all foreign-owned common shares with a par value of PhP 1.00 per share into Series “C” non-voting and redeemable preferred shares with a par value of PhP 1.00 per share.
Date of Approval by Board of Directors
Aug 22, 2024
Date of Approval by Stockholders
Aug 30, 2024
Date of Approval by Securities and Exchange Commission
Jul 3, 2025
Reason or purpose of the reclassification of shares
The purpose of the reclassification of all foreign-owned common shares into Series C Non-voting and Redeemable Preferred Shares is to eventually eliminate all foreign-held shares through subsequent redemption and retirement of Series C preferred shares in order to comply with the Corporation’s Amended Articles of Incorporation restricting foreign ownership.
Effects on Capital Structure
Issued Shares
Type of Security/Stock Symbol
Before
After
Common Shares/PRIM
940,611,268
940,403,854
Series C Preferred Shares
0
207,414
Outstanding Shares
Type of Security/Stock Symbol
Before
After
Common Shares/PRIM
940,611,268
940,403,854
Series C Preferred Shares
0
207,414
Treasury Shares
Type of Security/Stock Symbol
Before
After
Not Applicable
-
-
Listed Shares
Type of Security/Stock Symbol
Before
After
Common Shares/PRIM
888,713,458
888,713,458
Procedure(s) for updating stock certificates
Details of Stock Transfer Agent
Name
Stock Transfer Service, Inc.
Address
34-D Rufino Pacific Tower, 6784 Ayala Avenue, Makati City
Contact Person
Mr. Ricardo D. Regala
Inclusive dates when the old stock certificates can be replaced
Start Date
N/A
End Date
N/A
Documentary requirements
Individual Shareholders
N/A
Corporate Shareholders
N/A
Date of availability of new stock certificates
N/A
Procedures in case of lost stock certificates
N/A
Other Relevant Information
Upon issuance of series C non-voting and redeemable preferred shares, the Corporation shall immediately redeem the subject shares at a redemption price of PhP2.00 per share and shall retire the same. The Corporation shall file a decrease in authorized capital stock to eliminate the Series C Class.
Prime Media Holdings, Inc.PRIM