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)
Feb 11, 2026
2. SEC Identification Number
PW-277
3. BIR Tax Identification No.
000-060-741-000
4. Exact name of issuer as specified in its charter
SAN MIGUEL CORPORATION
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
No. 40 San Miguel Avenue, Mandaluyong City, Metro Manila, PhilippinesPostal Code1550
8. Issuer's telephone number, including area code
(632) 8 632-3000
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
SMC
2,383,896,588
SMC2I
169,333,400
SMC2L
165,358,600
SMC2M
173,333,325
SMC2N
100,115,100
SMC2O
187,859,700
SMC2P
171,370,380
SMC2Q
53,815,840
SMC2R
26,287,800
SMC2S
179,837,540
SMC2T
73,983,880
SMC2U
146,178,580
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.
San Miguel CorporationSMC
PSE Disclosure Form 4-4 - Amendments to By-Laws References: SRC Rule 17 (SEC Form 17-C) and Section 4.4 of the Revised Disclosure Rules
Subject of the Disclosure
Amendments to the Amended By-Laws of the Corporation
Background/Description of the Disclosure
At the Regular Meeting of the Board of Directors of the Corporation held today, July 3, 2025, the Board of Directors approved the amendments to the Amended By-Laws of the Corporation, as per attached disclosure.
The Corporation shall file the corresponding application for the amendment of the Amended By-laws of the Corporation with the Commission, without the need for the approval of the stockholders of the Corporation following the delegation by the stockholders to the Board of Directors of the authority to amend the By-laws, during the Special Stockholders meeting held on March 27, 2025.
Date of Approval by Board of Directors
Jul 3, 2025
Date of Approval by Stockholders
N/A
Other Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Relevant Regulatory Agency, if applicable
N/A
Date of Approval by Securities and Exchange Commission
Feb 10, 2026
Date of Receipt of SEC approval
Feb 11, 2026
Amendment(s)
Article and Section Nos.
From
To
Please see attached
Please see attached
Please see attached
Rationale for the amendment(s)
The foregoing amendments were made to align and conform with the provisions of the Revised Corporation Code (RCC) and the relevant issuances of the Securities and Exchange Commission (the “Commission”).
The Corporation shall file the corresponding application for the amendment of the Amended By-laws of the Corporation with the Commission, without the need for the approval of the stockholders of the Corporation following the delegation by the stockholders to the Board of Directors of the authority to amend the By-laws, during the Special Stockholders meeting held on March 27, 2025.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the By-Laws with the SEC
Jul 31, 2025
Expected date of SEC approval of the Amended By-Laws
Feb 10, 2026
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any
None.The proposed amendments refer to regulations and provisions of the RCC which are already being complied with by the Corporation.
Other Relevant Information
The amendment relates to the updating on Item 10 and the date of approval of the SEC of the amendment of the By-Laws of the Corporation. Attached hereto is a copy of the approved Amended By-Laws of the Corporation.
Filed on behalf by:
Name
Mary Rose Tan
Designation
Associate General Counsel and Assistant Corporate Secretary