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)

Sep 8, 2025

2. SEC Identification Number

AS094-000088

3. BIR Tax Identification No.

003-058-789

4. Exact name of issuer as specified in its charter

SM Prime Holdings, Inc.

5. Province, country or other jurisdiction of incorporation

Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

7/F MOA Square, Seashell Lane cor. Coral Way, Mall of Asia Complex, Brgy. 76 Zone 10, CBP 1-A, Pasay City, Metro Manila, Philippines Postal Code 1300

8. Issuer's telephone number, including area code

(632) 8831-1000

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 STOCK, P1 PAR VALUE	28,871,122,694
DEBT SECURITIES - RETAIL BOND	141,458,500,000

11. Indicate the item numbers reported herein

ITEM # 9, LETTER B

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.

SM Prime Holdings, Inc.SMPH

PSE Disclosure Form 4-30 - Material Information/Transactions References: SRC Rule 17 (SEC Form 17-C) and
Sections 4.1 and 4.4 of the Revised Disclosure Rules

Subject of the Disclosure
Fixed income investor meetings for possible USD Notes issuance
Background/Description of the Disclosure
The Philippine Stock Exchange 6F PSE Tower 28th Street corner 5th Avenue BGC, Taguig City Attention of Atty. Johanne Daniel M. Negre Officer-in-Charge, Disclosure Department Philippine Dealing and Exchange Corp. 29th Floor, BDO Equitable Tower 8751 Paseo de Roxas, Makati City Attention of Atty. Suzy Claire R. Selleza Head, Issuer Compliance and Disclosure Department Re: Fixed income investor meetings for possible USD Notes issuance Ladies and Gentlemen: SM Prime Holdings, Inc. (“SMPH”, the “Guarantor”) has mandated HSBC, J.P. Morgan, Standard Chartered Bank and UBS* as Joint Lead Managers and Joint Bookrunners, alongside BDO Capital and Chinabank Capital as Joint Domestic Managers, to arrange a series of fixed income investor calls in Asia and Europe commencing on 8 September 2025. A USD-denominated benchmark-sized Regulation S offering of 5-year senior notes (the “Notes”) by SMPHI SG Holdings Pte. Ltd. (the “Issuer”) guaranteed by SMPH may follow, subject to market conditions. The Notes are expected to be drawn from the Issuer’s USD 3 billion Euro Medium Term Note Programme. The legal advisers of the Issuer and Guarantor are SyCip Salazar Hernandez & Gatmaitan for Philippine law, and Latham & Watkins LLP for English law. While legal advisors of the Joint Lead Managers and Joint Bookrunners are Picazo Buyco Tan Fider Santos & Dee for Philippine law, and Linklaters Singapore Pte. Ltd. for English law. Very truly yours, JOHN NAI PENG C. ONG Chief Finance Officer * incorporated in Switzerland with limited liability
Other Relevant Information
N/A