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)

Nov 14, 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	28,830,777,994
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 9-1 - Share Buy-Back Transactions References: Section 9 of the Revised Disclosure Rules

Subject of the Disclosure
Buyback of SMPH shares
Background/Description of the Disclosure
Please be informed that the Company purchased 3,200,000 common shares. This is pursuant to the Company’s share buyback program approved by the Board last December 9, 2024.

Type of Securities

• Common
• Preferred-
• Others-

Details of Share Buy-Back Transaction(s)

Date of Transaction	Number of Shares Purchased	Price Per Share
Nov 14, 2025	20,000	18.8800
Nov 14, 2025	181,600	18.9000
Nov 14, 2025	50,000	18.9200
Nov 14, 2025	42,300	18.9400
Nov 14, 2025	80,000	18.9600
Nov 14, 2025	163,400	18.9800
Nov 14, 2025	1,512,700	19.0000
Nov 14, 2025	20,000	19.0200
Nov 14, 2025	60,000	19.0400
Nov 14, 2025	20,000	19.0600
Nov 14, 2025	20,000	19.0800
Nov 14, 2025	110,000	19.1000
Nov 14, 2025	170,000	19.1200
Nov 14, 2025	50,000	19.1400
Nov 14, 2025	90,000	19.2000
Nov 14, 2025	20,000	19.2600
Nov 14, 2025	20,000	19.2800
Nov 14, 2025	140,000	19.3000
Nov 14, 2025	50,000	19.3200
Nov 14, 2025	20,000	19.3800
Nov 14, 2025	20,000	19.4000
Nov 14, 2025	50,000	19.4200
Nov 14, 2025	100,000	19.4400
Nov 14, 2025	20,000	19.4600
Nov 14, 2025	145,000	19.4800
Nov 14, 2025	25,000	19.5000
	3,200,000

Effects on Number of Shares

	Before	After
Outstanding Shares	28,830,777,994	28,827,577,994
Treasury Shares	4,335,522,081	4,338,722,081

Cumulative Number of Shares Purchased to Date 1	51,653,700
Total Amount Appropriated for the Buy-Back Program	PHP5 to 10 Billion
Total Amount of Shares Repurchased	PHP1,092,908,219

Other Relevant Information
-

¹ From the date when the share buy-back program commenced.