C08127-2025

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)
Nov 17, 2025
2. SEC Identification Number
37535
3. BIR Tax Identification No.
005-056-869_
4. Exact name of issuer as specified in its charter
ATN Holdings Inc
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
Unit 904, Summit One Tower, 530 Shaw Blvd., Mandaluyong City Postal Code Summ
8. Issuer's telephone number, including area code
+632-77170523
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 A 402,505,542
Common B 280,000,000
11. Indicate the item numbers reported herein
1

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.

ATN Holdings, Inc.ATN

PSE Disclosure Form 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Amendments to Articles of Incorporation - Article Seventh

Background/Description of the Disclosure

On September 29, 2025, the Board of Directors of ATN Holdings, Inc. approved a resolution amending Article Seventh (Capital Stock) of the Corporation’s Articles of Incorporation to:
• Declassify the existing Class “A” and Class “B” common shares into a single class of common shares, with equal rights and privileges;
• Retain the authorized preferred shares of the Corporation.
The amendment will be submitted for ratification by the stockholders at the Annual Stockholders’ Meeting (ASM) for the Year 2025.

Date of Approval by
Board of Directors
Sep 29, 2025
Date of Approval by Stockholders Nov 13, 2025
Other Relevant Regulatory Agency, if applicable Securities and Exchange Commission
Date of Approval by Relevant Regulatory Agency, if applicable TBA
Date of Approval by Securities and Exchange Commission TBA
Date of Receipt of SEC approval TBA
Amendment(s)
Article No. From To
Seventh “SEVENTH: That the authorized capital stock of the Corporation is One Billion Two Hundred Million Pesos (¿1,200,000,000.00), Philippine Currency, divided into: • Four Billion Two Hundred Million (4,200,000,000) Class ‘A’ common shares, par value of ¿0.10; • Two Billion Eight Hundred Million (2,800,000,000) Class ‘B’ common shares, par value of ¿0.10; and • Five Billion (5,000,000,000) preferred shares, par value of ¿0.10.” “SEVENTH: That the authorized capital stock of the Corporation is One Billion Two Hundred Million Pesos (¿1,200,000,000.00), Philippine Currency, divided into: • Seven Billion (7,000,000,000) common shares, with a par value of ¿0.10 per share, with no distinction or classification between Class ‘A’ and Class ‘B’; and • Five Billion (5,000,000,000) preferred shares, par value of ¿0.10, with such rights, preferences, and restrictions as provided in the Articles of Incorporation.”
Rationale for the amendment(s)

The amendment is being undertaken in compliance with SEC Memorandum Circular No. 10, Series of 2025, which mandates the declassification of Class “A” (Filipino ownership only) and Class “B” (open to Filipino and foreign ownership) common shares of listed companies into a single class of common shares.

The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the Articles of Incorporation with the SEC TBA
Expected date of SEC approval of the Amended Articles of Incorporation TBA
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

1. On Business Operations
No change in the nature of the Corporation’s business, operations, or strategic direction. The Corporation continues to operate under its existing business purposes.

2. On Capital Structure
Authorized capital stock remains unchanged at ¿1,200,000,000.00, divided into:
7,000,000,000 common shares (previously split into 4.2B Class A and 2.8B Class B), and
5,000,000,000 preferred shares.

The amendment removes the distinction between Class “A” and Class “B” common shares, consolidating them into a single class of common shares with equal rights and privileges. The authorized preferred shares are not affected.

3. On Trading and Shareholders
All outstanding Class A and B shares will be treated as one class of common shares, simplifying shareholder rights and trading. There will be no dilution of existing shareholders’ interests, as the total number of common shares and par value per share remain the same.
Foreign ownership will continue to be monitored by the Philippine Stock Exchange (PSE) trading system, in compliance with constitutional and statutory limits.

4. On Governance/Administration
The amendment eliminates administrative inefficiencies tied to maintaining two classes of common shares. Shareholders will have a more uniform set of rights, avoiding price disparities and confusion between A and B share classifications.

In summary, the amendment has no adverse effect on ATN’s business or operations. It only simplifies the capital structure by consolidating common shares into a single class, while retaining the same authorized capital stock and preferred shares.

Other Relevant Information

Updated report. Indicated approval of Stockholders on November 13, 2025

Filed on behalf by:
Name Paul Saria
Designation Chief Operations Officer, Corporate Information Officer, Assistant Corporate Secretary