C03327-2023

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)
Apr 28, 2023
2. SEC Identification Number
36073
3. BIR Tax Identification No.
000-508-271-000
4. Exact name of issuer as specified in its charter
UNION BANK OF THE PHILIPPINES
5. Province, country or other jurisdiction of incorporation
METRO MANILA
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
UNIONBANK PLAZA, MERALCO AVENUE CORNER ONYX STREET, ORTIGAS CENTER, PASIG CITY Postal Code 1605
8. Issuer's telephone number, including area code
(02) 667-6388
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 2,353,746,590
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.

Union Bank of the PhilippinesUBP

PSE Disclosure Form 6-2 - Declaration of Stock Dividends References: SRC Rule 17 (SEC Form 17-C) and
Sections 6 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Declaration of Stock Dividends
Background/Description of the Disclosure

Please be informed that Union Bank of the Philippines (the “Bank”) held its Annual Stockholders’ Meeting (“ASM”) today, April 28, 2023, in accordance with its By-Laws, which was conducted virtually via https://asm.unionbankph.com., the following matters were approved:

a. Amendment of the Bank’s Articles of Incorporation to increase the authorized capital stock from Php 35,307,852,380.00 to Php 60,307,852,380.00.

Accordingly, Article 7 of the Articles of Incorporation as amended shall read as follows:

“7. The authorized capital stock of the corporation shall be SIXTY BILLION THREE HUNDRED SEVEN MILLION EIGHT HUNDRED FIFTY-TWO THOUSAND THREE HUNDRED EIGHTY PESOS (Php 60,307,852,380.00).

Said capital stock is divided into FIVE BILLION THIRTY MILLION SEVEN HUNDRED EIGHTY-FIVE THOUSAND TWO HUNDRED THIRTY-EIGHT common shares (5,030,785,238) at par value of TEN PESOS (Php 10.00) each, and ONE HUNDRED MILLION preferred shares (100,000,000) at par value of ONE HUNDRED PESOS (Php 100.00) each.

xxx”

b. Declaration of stock dividend equivalent to 27% of the Bank’s outstanding capital stock as of February 28, 2023, amounting to Php 6,355,191,330.00 or 635,519,133 shares with par value of Php 10.00, to comply with the required subscription of at least 25% of the increase in authorized capital stock amounting to Php 25,000,000,000.00. The stock dividend will be sourced from the approved increase in authorized capital stock and paid to stockholders as of the record date and payment date to be fixed after all regulatory approvals have been secured.

Fractional shares resulting from the stock dividend declaration will be paid in cash based on the closing rate of Php 87.50 as of February 27, 2023, the next trading day at the PSE following the date of approval by the Board of Directors of the stock dividend declaration and computed up to two (2) decimal places.

The President or the Corporate Secretary of the Bank is authorized to implement the foregoing actions upon setting and approval of Record Date by the Board of Directors.

Type of Securities

Stock Dividend
Date of Approval by Board of Directors Feb 24, 2023
Date of Approval by Stockholders Apr 28, 2023
Other Relevant Regulatory Agency, if applicable Bangko Sentral ng Pilipinas
Date of Approval by Relevant Regulatory Agency, if applicable TBA
Date of Approval by Securities and Exchange Commission TBA
Stock Dividend Rate

27%
Source of Dividend Payment

Stock dividend equivalent to 27% of the Bank’s outstanding capital stock, amounting to 635,519,133 shares with par value of Php 6,355,191,330.00, to comply with the required subscription of at least 25% of the increase in authorized capital stock amounting to Php 25,000,000,000.00.
Source of Shares for Distribution
To be taken from the unissued capital stock
Number of Shares to be Issued : -
To be taken from an increase in authorized capital stock
From: Php 35,307,852,380.00

To:Php 60,307,852,380.00

Number of Shares to be Issued : 635,519,133
Others:
-
Number of Shares to be Issued : -
Record Date TBA
Payment Date TBA
Other Relevant Information

The disclosure is being amended to reflect the date of approval by the stockholders and to update the statement on fractional shares.
Filed on behalf by:
Name Joselito Banaag
Designation Senior Vice President, General Counsel and Corporate Secretary