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 23, 2025

2. SEC Identification Number

ASO94-08880

3. BIR Tax Identification No.

004-471-419-000

4. Exact name of issuer as specified in its charter

PETROENERGY RESOURCES CORPORATION

5. Province, country or other jurisdiction of incorporation

Philippines

6. Industry Classification Code(SEC Use Only)

7. Address of principal office

7F, JMT BUILDING, ADB AVE., ORTIGAS CENTER, PASIG CITY Postal Code 1605

8. Issuer's telephone number, including area code

0286372917

9. Former name or former address, if changed since last report

--

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	568,711,842

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.

PetroEnergy Resources CorporationPERC

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
Execution of Share Purchase Agreement to acquire BCPG Wind Cooperatief U.A.’s 40% equity interest in PetroWind Energy Inc. (PWEI) by PetroEnergy Resources Corporation (PERC).
Background/Description of the Disclosure
On December 18, 2025, PERC signed a Share Purchase Agreement with BCPG Wind Cooperatief U.A. for the acquisition of 7,813,942 common shares (40% equity interest PWEI). Upon closing (subject to internal and regulatory clearances), PERC and PetroGreen Energy Corporation (75% owned by PERC) will jointly own 100% of PWEI.

Date of Approval by Board of Directors	May 14, 2025

Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction
To achieve full ownership (100%) of PWEI and enable full control over the operations, governance and financing of the 49.2 MW Nabas Wind Power Project.

Details of the acquisition or disposition

Date	TBA

Manner
Execution of Share Purchase Agreement; closing and payment after regulatory clearances.
Description of the company to be acquired or sold
PetroWind Energy Inc. (PWEI), a Philippine corporation operating the 49.2 MW Nabas Wind Power Project in Aklan.

The terms and conditions of the transaction

Number of shares to be acquired or disposed	7,813,942
Percentage to the total outstanding shares of the company subject of the transaction	40
Price per share	PHP 243.15 (computed as PHP 1,900,000,000 ÷ 7,813,

Nature and amount of consideration given or received
Cash consideration to be paid after regulatory clearances.
Principle followed in determining the amount of consideration
Negotiated value.
Terms of payment
Full payment after regulatory clearance via electronic bank transfer.
Conditions precedent to closing of the transaction, if any
Philippine Competition Commission clearance
Any other salient terms
- If regulatory clearances not obtained and no alternative structure agreed within 6 months, SPA terminates, parties revert to pre-SPA positions. - Profits after Dec 31, 2024 accrue to PERC/PGEC.

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
BCPG Wind Cooperatief U.A.	None, other than being a co-shareholder in PWEI.

Effect(s) on the business, financial condition and operations of the Issuer, if any
The transaction will result in full ownership of PWEI, giving PERC and PGEC complete control over governance, financing, and strategic decisions. This is expected to streamline decision-making for the Nabas Wind Power Project, optimize capital allocation, and potentially enhance long-term revenue and shareholder value.
Other Relevant Information
Closing subject to regulatory clearances