C01772-2025

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)
Mar 18, 2025
2. SEC Identification Number
CS200719819
3. BIR Tax Identification No.
006-940-588-000
4. Exact name of issuer as specified in its charter
PXP ENERGY CORPORATION
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
2F LaunchPad, Reliance cor Sheridan St., Mandaluyong City Postal Code 1550
8. Issuer's telephone number, including area code
+63286311381
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 Shares 1,960,000,000
Debt 69,414,000
11. Indicate the item numbers reported herein
6

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.

PXP Energy CorporationPXP

PSE Disclosure Form 4-11 - Change in Number of Issued and Outstanding Shares References: Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Issuance of new PXP Energy Corporation Common Shares to Tidemark Holdings Limited

Background/Description of the Disclosure

On 18 March 2025, PXP Energy Corporation (“PXP” or the “Corporation”) issued 430,243,903 common shares (the “PXP Shares”) at the aggregate value of Php1,557,482,928.86 (or at an issue price of Php3.62 per share) to Tidemark Holdings Limited (“Tidemark”) in exchange for 24,125,383 shares held by Tidemark in Forum Energy Limited (“Tidemark FEL Shares”) valued at Php1,557,482,928.86 at the share swap ratio of 17.8337 PXP Shares for every Tidemark FEL Share (the “Share Swap”).

The Share Swap was approved by at least 2/3 of the Board of Directors of the Corporation at the Board Meeting held on 10 May 2024, and by the shareholders owning at least 69.43% of the outstanding capital stock of the Corporation at the Annual Stockholders’ Meeting held on 8 July 2024.

On 13 February 2025, the Securities and Exchange Commission (“SEC”) approved the valuation of the Tidemark FEL Shares in the amount of Php1,557,482,928.86 to be applied as payment for the issuance of the PXP Shares to Tidemark with additional paid-in capital of Php1,127,239,025.86.

Following the approval by the SEC of the valuation and satisfaction of other closing conditions, on 18 March 2025, PXP issued the PXP Shares to Tidemark, and Tidemark transferred the Tidemark FEL Shares to PXP.

Tidemark is a corporation organized and existing under and by virtue of the laws of Hong Kong, and is a wholly-owned subsidiary of PSE-listed Atok - Big Wedge Co., Inc. The Corporation and Tidemark are shareholders of Forum Energy Limited (“FEL”), a corporation organized under the laws of the United Kingdom. FEL, through its wholly-owned subsidiary, Forum (GSEC 101) Limited, is the designated Operator of Service Contract No. 72 (“SC72”) with a seventy percent (70%) participating interest in SC72.

After the Share Swap, (a) the Corporation’s effective interest in FEL increased from 77.88% to 97.88%, and effective interest in SC72 from 54.5% to 68.5%, and (b) Tidemark owns 18% of the resulting total issued and outstanding capital stock of the Corporation.

The issuance of new shares has been recorded in PXP's books as of today, March 18, 2025.

Change(s) in Number of Issued and Outstanding Shares

Issued Shares
Type of Security /Stock Symbol Before After
PXP 1,960,000,000 2,390,243,903
Outstanding Shares
Type of Security /Stock Symbol Before After
PXP 1,960,000,000 2,390,243,903
Other Changes, if any
In percent Before After
Public float 30.76 25.22
Foreign Ownership level 25.94 39.03
Filed on behalf by:
Name Mark Raymond Rilles
Designation Finance Controller