C06349-2024

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)
Oct 2, 2024
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 9

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 4-32 - Reply to Exchange's Query

Subject of the Disclosure

Update on Property Dividend Declaration of PNB
Description of the Disclosure

We write in response to the request of the Exchange to provide information on the total number of electronic Certificates Authorizing Registration (eCAR) received from the relevant stockholders as against all those entitled to receive the property dividends. The Bank is also requested to provide the necessary requirements and/or process, if applicable, in order for the stockholders to obtain their eCAR and be entitled for the property dividends, as well as other relevant information relative to this matter.
Information Requested

In reply, we wish to advise that the electronic Certificates Authorizing Registration (eCAR) applications of all shareholders entitled of the property dividend as of record date are being handled by PNB and the Bank is continuously working with the Bureau of Internal Revenue (BIR) for its issuance. As of today, we have 902 eCARs out of the 36,362 entitled PNB shareholders with certificated shares, excluding the brokers/trading participants under PCD Nominee Corporation. 224 out of the 902 shareholders with eCARs have fully settled their obligations with the BIR, and their PNB Holdings Corporation (PHC) stock certificates are being prepared and shall be released accordingly.

Kindly be guided that to facilitate the issuance of eCARs, the BIR requires the information on the shareholders’ tax identification numbers (TIN), corresponding number of PHC shares entitled, and other supporting document/s that may be requested by the BIR. Consequently, letters are being sent as we speak to inform shareholders the status of their eCAR application and other information request that are requested by the BIR. These letters also cover the shareholders’ entitlement and the corresponding final withholding tax (FWT) that needs to be paid to the Bank as well as the modes of payment, they can use to pay said FWT. Once the shareholder pays its FWT and eCAR is already issued by the BIR, the PHC stock certificate shall be prepared and released accordingly. Kindly also note that PNB will continue to accept FWT payments to accommodate the processing of eCARs that are still pending with the BIR.

As previously disclosed, the property dividend shall be paid at a ratio of 0.156886919 shares of PHC for every 1 share of PNB. The ratio for property dividend was determined by dividing the total number of outstanding shares declared as property dividends of PHC, which is 239,353,710 common shares, by the total number of outstanding shares of PNB of 1,525,764,850. In case a stockholder is entitled to a fractional PHC share, PNB shall pay for such fraction in cash based on par value on the payment or settlement date.

For questions or concerns, feel free to contact the Bank via email at [email protected].

We appreciate your understanding and cooperation as we work to complete this process.

The disclosure was amended to include the basis for the valuation of the property dividend and the contact details of the Bank where the public can send their additional inquiries about the property dividend.
Filed on behalf by:
Name Ruth Pamela Tanghal
Designation Corporate Secretary