C08690-2025

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)
Dec 15, 2025
2. SEC Identification Number
22401
3. BIR Tax Identification No.
000-491-007
4. Exact name of issuer as specified in its charter
PRIME MEDIA HOLDINGS, INC.
5. Province, country or other jurisdiction of incorporation
Metro Manila, Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
16th Floor BDO Towers Valero (formerly Citibank Tower), 8741 Paseo de Roxas, Makati City Postal Code 1227
8. Issuer's telephone number, including area code
(632) 8831-4479
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 940,403,854
PREFERRED 6,549,960
11. Indicate the item numbers reported herein
Item No. 9 Other Events

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.

Prime Media Holdings, Inc.PRIM

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

Results of the Board of Directors Meeting dated 15 December 2025

Background/Description of the Disclosure

On 15 December 2025, the Board discussed the claim of the Bangko Sentral ng Pilipinas (the “BSP”) regarding payment of PhP 671,497,455.75 for alleged shortfall arising from the Memorandum of Agreement (the “MOA”) dated 14 January 1997 executed between the BSP and PDCP Development Bank, Inc. (“PDCP”) with conformity of First Producers Holding Corporation (formerly First Philippine International Bank). Notably, the MOA stemmed more than thirty (30) years ago arising from the previous banking operations of the defunct bank, First Philippine International Bank, which pre-dates the Merger with PDCP as well as other material events including the cessation of banking operations and eventual involuntary acquisition by the current controlling shareholders of the Company.

The Board directed management to conduct a review of the circumstances, including the sequence of events leading to the claim, evaluate veracity of the claim and available defenses, and engage appropriate legal counsel to contest the claim.

The potential financial impact of the BSP claim on the Company cannot, at this time, be reasonably determined pending completion of management’s review and evaluation of the veracity of the claim and available defenses. The Company will make further disclosures as may be appropriate should there be any material developments in relation to this matter.

The Board of Directors also approved the extension of the Loan Agreements with Philippine CollectiveMedia Corporation (PCMC) to 31 December 2026 under the same terms and conditions.

Other Relevant Information

Please see attached SEC Form 17-C.

Filed on behalf by:
Name Jeanette Elaine Gesmundo
Designation Legal Assistant