C06481-2026

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)
Aug 3, 2026
2. SEC Identification Number
A200115151
3. BIR Tax Identification No.
219-045-668
4. Exact name of issuer as specified in its charter
Ferronoux Holdings, Inc.
5. Province, country or other jurisdiction of incorporation
Republic of the Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
15th Floor, Jollibee Tower, F. Ortigas Jr. Road and Garnet Road, Ortigas Center, San Antonio, Pasig City Postal Code 1605
8. Issuer's telephone number, including area code
+(632)8779 6540
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
Common 341,824,002
11. Indicate the item numbers reported herein
Item 9. Other Events

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.

Ferronoux Holdings, Inc.FERRO

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

Amendment to Articles of Incorporation

Reason for Amendment: The prior disclosure is being amended to reflect the date of shareholder approval.

Background/Description of the Disclosure

Ladies and Gentlemen:

During the special meeting of the Board of Directors (“Board”) of Ferronoux Holdings, Inc. (the “Company”) held on 18 December 2024, the Board approved the amendment of the Seventh Article of the Company’s Articles of Incorporation to increase the Company’s authorized capital stock from PhP550,000,000.00 divided into 550,000,000 common shares at a par value of One Peso (PhP 1.00) per share to PhP 2,500,000,000.00 divided into 2,500,000,000 common shares at a par value of One Peso (PhP 1.00) per share.

Further, the Company's shareholders approved said amendment of the Seventh Article of the Company’s Articles of Incorporation during the Special Stockholders' Meeting held on 19 March 2025.

We advise that at the special meeting of the Board of the Company held today, 03 August 2026, the Board approved the following updated amendments to the Company’s Articles of Incorporation:

1. Increase of authorized capital stock from Php550,000,000.00, divided into 550,000,000 common shares with a par value of Php1.00 per share, to Php1,000,000,000.00, divided into 1,000,000,000 common shares with a par value of Php1.00 per share, amendment to the Seventh Article of the Articles of Incorporation to reflect the increase, and issuance of at least 386,000,000 common shares in support of the increase; and
2. Decrease in the number of directors from nine (9) to seven (7), and the corresponding amendments to the Sixth Article of the Articles of Incorporation.

These supersede the amendments previously approved by the Board on 18 December 2024, and by the shareholders on 19 March 2025, which were never implemented due to supervening events. The updated amendments are part of the revised plan for the Company’s increase in authorized capital stock and related transactions.

Date of Approval by
Board of Directors
Aug 3, 2026
Date of Approval by Stockholders Aug 25, 2026
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
Sixth That the number of directors of said corporation shall be NINE(9) and the names, nationalities, and residences of the directors who, are to serve until their successors are elected and qualified, as provided by the By-Laws, are as follows: xxx That the number of directors of said corporation shall be SEVEN (7) and the names, nationalities, and residences of the directors who, are to serve until their successors are elected and qualified, as provided by the By-Laws, are as follows: xxx
Seventh That the authorized capital stock of the corporation is FIVE HUNDRED FIFTY MILLION PESOS (PhP 550,000,000.00) and said capital stock is divided into FIVE HUNDRED FIFTY MILLION (550,000,000.00) shares of common stock with a par value of ONE PESO (PhP 1.00) each. xxx That the authorized capital stock of the corporation is ONE BILLION PESOS (PhP 1,000,000,000.00) and said capital stock is divided into ONE BILLION (1,000,000,000) shares of common stock with a par value of ONE PESO (PhP1.00) each. xxx
Rationale for the amendment(s)

The rationale for the increase in capital stock is to accommodate the shares to be issued for the revised property-for-share swap with Eagle I Landholdings Inc., private placements with investors to comply with minimum public ownership requirements, and future expansion and subscription opportunities.

Meanwhile, the proposed decrease in the number of directors is aimed at streamlining the corporate governance of the Company.

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

The amendment of the Seventh Article of the Company’s Articles of Incorporation will increase the Company’s authorized capital stock from PhP550,000,000.00 divided into 550,000,000 common shares with par value of PhP1.00 per share, to Php1,000,000,000.00, divided into 1,000,000,000 common shares with a par value of Php1.00 per share.

The amendment of the Sixth Article for the decrease in the number of Directors is aimed at streamlining the corporate governance of the Company.

The Board does not expect the proposed amendments to have any adverse effect on the Company’s business, operations, and capital structure.

Other Relevant Information

Reason for Amendment: The prior disclosure is being amended to reflect the date of shareholder approval.

Please see attached SEC Form 17-C.

Filed on behalf by:
Name Phil Ivan Chan
Designation Corporate Secretary