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 4, 2024

2. SEC Identification Number

12397

3. BIR Tax Identification No.

000107026000

4. Exact name of issuer as specified in its charter

PHINMA Corporation

5. Province, country or other jurisdiction of incorporation

Makati City, Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

Level 12 PHINMA Plaza, 39 Plaza Drive, Rockwell Center, Makati City Postal Code 1210

8. Issuer's telephone number, including area code

(632)8-8700100

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	286,325,265

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.

Phinma CorporationPHN

PSE Disclosure Form 16-1- Update on Corporate Actions/
Material Transactions/Agreements References: SRC Rule 17 (SEC Form 17-C) and
Section 16 of the Revised Disclosure Rules

Subject of the Disclosure
PHINMA Education receipt of investment placement of KKR
Background/Description of the Disclosure
PHINMA Education Holdings, Inc. (PEHI), a subsidiary of PHINMA Corporation (PHN), confirmed on October 3, 2024, the closing of the investment transaction with Phoenix Investments II Pte. Ltd, an investment vehicle of funds managed by KKR (KKR), a leading global investment firm, after receipt of the initial investment amount of Php 2.52 billion. This initial remittance represents 70.22% of KKR’s total investment amount of Php 3.59 billion. In addition, funds managed by KKR have also acquired all of the shares in PEHI owned, directly or indirectly, by Asian Development Bank (ADB), Nederlandse Financierings- Maatschappij voor Ontwikkelingslanden N.V. (FMO), and Kaizen Private Equity II Pte. Ltd. (Kaizenvest II), who all invested in the Company in 2019. On May 22, 2024, PEHI disclosed the signing of an Investment Agreement with (i) Phoenix Investments II Pte. Ltd, an investment vehicle of funds managed by KKR, and (ii) Rise Edu Pte. Ltd., an investment vehicle of funds managed by Kaizenvest (Kaizenvest III), an education-focused private equity fund focused on emerging markets in South and South-East Asia. The Investment Agreement relates to the issuances amounting to Php 3.59 billion and Php 898.61 million of newly issued shares by the Company (Primary Transaction) to KKR and Kaizenvest III, respectively. Concurrently, funds managed by KKR entered into an agreement to acquire all of the shares in the Company owned, directly or indirectly, by Asian Development Bank (ADB), Nederlandse Financierings- Maatschappij voor Ontwikkelingslanden N.V. (FMO), and Kaizen Private Equity II Pte. Ltd. (Kaizenvest II), who all invested in the Company in 2019 (Secondary Transaction). The Company is currently a 66.41%-owned subsidiary of PHINMA Corporation, which holds its investments in the education sector.
Other Relevant Information
This is to provide an update to PHN disclosure with reference number C03385-2024.