C08838-2025

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 22, 2025
2. SEC Identification Number
62893
3. BIR Tax Identification No.
004-710-062-000
4. Exact name of issuer as specified in its charter
ROCKWELL LAND CORPORATION
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
2F 8 Rockwell, Hidalgo Drive, Rockwell Center, Makati City Postal Code 1200
8. Issuer's telephone number, including area code
(632) 7793-0088
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 Shares 6,116,762,198
11. Indicate the item numbers reported herein
Item 9 - Other Matters

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.

Rockwell Land CorporationROCK

PSE Disclosure Form 4-2 - Acquisition/Disposition of Shares of Another Corporation
References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

Purchase of 74.8% stake in Alabang Commercial Corporation (ACC)

Background/Description of the Disclosure

Rockwell Land Corporation (PSE: ROCK) executed today share purchase agreements (SPA) with Mr. Francisco M. Bayot, Jr. and other shareholders of ACC.

Date of Approval by
Board of Directors
Dec 22, 2025
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction

With the acquisition, ROCK will have the opportunity to expand its footprint in a prime location with long term redevelopment opportunities. The existing assets of ACC will add 137,000 sqm of gross leasable area to ROCK's existing retail and office portfolio, representing a 58% growth.

Details of the acquisition or disposition
Date Dec 22, 2025
Manner

ROCK executed SPAs with Mr. Francisco M. Bayot, Jr. and other ACC Shareholders.

Description of the company to be acquired or sold

ACC is a domestic corporation that owns and operates Alabang Town Center, a shopping mall located in Muntinlupa City.

The terms and conditions of the transaction
Number of shares to be acquired or disposed 611,242
Percentage to the total outstanding shares of the company subject of the transaction 74.8
Price per share 35337.88
Nature and amount of consideration given or received

Total consideration of Php 21.6 Billion will be paid in 3 equal installments.

Principle followed in determining the amount of consideration

Arms-length negotiations

Terms of payment

3 equal installment payments due on or before December 22, 2025, December 15, 2026 and December 15, 2027

Conditions precedent to closing of the transaction, if any

Usual Conditions

Any other salient terms

n/a

Identity of the person(s) from whom the shares were acquired or to whom they were sold
Name Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates
Francisco M. Bayot Jr. Director and shareholder of ACC
Balvic Corporation Shareholder of ACC
Gerardo AS Madrigal Shareholder of ACC
Vicente M. Bayot Shareholder of ACC
Ma. Victoria B. Ortigas Shareholder of ACC
Susana B. Ortigas Shareholder of ACC
Vicente Gustav P. Warns Shareholder of ACC
Christopher Emmanuel P. Warns Shareholder of ACC
Maria Delos Angeles P. Warns Shareholder of ACC
Effect(s) on the business, financial condition and operations of the Issuer, if any

58% increase in ROCKs gross leasable area.

Other Relevant Information

N/A

Filed on behalf by:
Name Ellen Almodiel
Designation Senior Vice President and Chief Finance Officer and Chief Compliance Officer