C08183-2025

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 18, 2025
2. SEC Identification Number
11341
3. BIR Tax Identification No.
000-051-037
4. Exact name of issuer as specified in its charter
Benguet Corporation
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
7th Floor, Universal Re Building, 106 Paseo de Roxas, Makati City Postal Code 1226
8. Issuer's telephone number, including area code
0288121380
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
Convertible Preferred Class A (BCP) 214,788
Common Class A (BC) 429,565,838
Common Class B (BCB) 286,015,617
11. Indicate the item numbers reported herein
Item 9

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.

Benguet CorporationBC

PSE Disclosure Form 4-19 - Declassification of Shares References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Declassification of Common Class A and Common Class B shares of Benguet Corporation

Background/Description of the Disclosure

On August 7, 2025, the Securities and Exchange Commission (SEC) issued Memorandum Circular No. 10, Series of 2025, entitled “Repeal of the Rules Allowing the Trading of “B” Shares on the Regular Board and Requiring Buyers To Accept Either “B” or “A” Certificates.” The Circular requires the Company to amend its Articles of Incorporation and By-Laws within one (1) year from its effectivity. At the regular board meeting held today, November 18, 2025, the Board of Directors approved the declassification of Common Class A and Class B shares, and the corresponding amendments to Article Seventh of the amended Articles of Incorporation and Article I, Section 1, and Article 3, Sections 5 and 6 of the amended By-Laws. The matter was also approved by the stockholders representing at least two-thirds of the outstanding capital stock of the Company in its recently concluded 2025 Annual Stockholders Meeting held on the same day.

Date of Approval by Board of Directors Nov 18, 2025
Date of Approval by Stockholders Nov 18, 2025
Date of Approval by Securities and Exchange Commission TBA
Reason or purpose of the declassification of shares

The reason for declassification is to promote market efficiency, transparency, and equitable shareholder treatment within publicly listed Companies.

Effects on Capital Structure

Issued Shares
Type of Security/Stock Symbol Before After
Common Class A - BC 429,879,632 0
Common Class B - BCB 286,052,892 0
Common (BC) - Resulting No. of shares due to declassification of shares - 715,932,524
Outstanding Shares
Type of Security/Stock Symbol Before After
Common Class A - BC 429,568,838 0
Common Class B - BCB 286,015,617 0
Common (BC) - Resulting No. of shares due to declassification of shares - 715,584,455
Treasury Shares
Type of Security/Stock Symbol Before After
Common Class A - BC 310,794 0
Common Class B - BCB 37,275 0
Common (BC) - Resulting No. of shares due to declassification of shares - 348,069
Listed Shares
Type of Security/Stock Symbol Before After
Common Class A - BC 376,858,067 0
Common Class B - BCB 249,052,892 0
Common (BC) - Resulting No. of shares due to declassification of shares - 625,910,959

Procedure(s) for updating stock certificates

Details of Stock Transfer Agent
Name Stock Transfer Service, Inc
Address 34th Floor, Unit D., Rufino Pacific Tower, 6784 Ayala Avenue, Makati City
Contact Person Ms. Marites F. Yumol/Mr. Michael C. Capoy (632) 403-2410/ 403-2412 / 403-3433
Inclusive dates when the old stock certificates can be replaced
Start Date TBA
End Date TBA
Documentary requirements
Individual Shareholders

Individual shareholders should submit a photocopy of two (2) valid identification cards, one of which must be government issued, bearing the stockholder’s photograph and specimen signature (“Proof of Identity”).

Corporate Shareholders

Corporate/Firm shareholders should submit the following: a) photocopies of the latest Articles of Incorporation/Partnership; b) notarized copy of Secretary’s Certificate designating the authorized representative(s) of the corporate stockholder, and c) photocopy of the authorized representative(s) valid identification cards bearing his/her photograph and specimen signature.

Date of availability of new stock certificates TBA
Procedures in case of lost stock certificates

In case of lost stock certificate/s, the stockholder of record is required to submit a notarized Affidavit of Loss and an Affidavit of Publication certifying that the publication in a newspaper of general circulation in the Philippines was made once a week for three (3) consecutive weeks. A sample cut-out of the published details of the stock certificate must accompany the Affidavit of Publication. Issuance of new Stock Certificate(s) will be made after one (1) year from the last date of publication. If the stockholder wishes to expedite the issuance of new Stock Certificate/s, a surety bond issued by a reputable insurance company must be submitted to the Company, insuring 100% of the market value of that lost shares.

Other Relevant Information

1. Additional Requirements – For assignees, transferees, successors, executors, administrators, trustees or agents of Shareholders of record, a copy of the documents evidencing the transfer of Shares and Proof of Identification of the person purporting to be such assignee, transferee, successor, executor, administrator, trustee or agent shall likewise be required.

2. Information Sheet – The shareholders are required to submit the information sheet indicating the shareholders current business or residential address, tax identification number (TIN) and relevant contact information.

3. Please refer to the attached Company's disclosure (SEC 17-C) dated November 18, 2025 on Board's approval on the declassification of Common Class "A" and "B" shares of the Company.

4. The amendment of this report is mainly due to the approval of the Stockholders on the declassification of Common Class A and B shares the Company. Please refer to item no. 6 of attached results of annual stockholders' meeting and organizational meeting of the board of directors of the Company for the stockholders' approval.

Filed on behalf by:
Name HERMOGENE REAL
Designation Corporate Secretary