C06989-2026

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)
Sep 23, 2026
2. SEC Identification Number
40621
3. BIR Tax Identification No.
000-284-138
4. Exact name of issuer as specified in its charter
Apex Mining Co., Inc.
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
3304B West Tower, Tektite Towers, Exchange Road, Ortigas Center, Pasig City Postal Code 1605
8. Issuer's telephone number, including area code
(+02) 87062805
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 6,227,887,491
11. Indicate the item numbers reported herein
Item 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.

Apex Mining Co., Inc.APX

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

Amendment of By-laws
Background/Description of the Disclosure

On 17 March 2026, the Board of Directors approved the amendment of the following provisions in the Company's by-laws: (1) Article II, Section 4; (2)Article III, Sections 4 to 6, and 10 to 11; (3) Article IV, Section 6; and (4) Article VI, Section 1.

The Company received the Certificate of Filing of Amended By-Laws dated 16 September 2026 from the SEC on 23 September 2026. A copy of the Certificate of Filing of Amended By-Laws and the Amended By-Laws, together with amendment documents, as submitted to the SEC is enclosed.
Date of Approval by Board of Directors Mar 17, 2026
Date of Approval by Stockholders Apr 30, 2026
Other Relevant Regulatory Agency, if applicable None.
Date of Approval by Relevant Regulatory Agency, if applicable N/A
Date of Approval by Securities and Exchange Commission Sep 16, 2026
Date of Receipt of SEC approval Sep 16, 2026
Amendment(s)
Article and Section Nos. From To
Article II, Section 4 (4) NOTICE OF THE TIME and place of any meeting of the stockholders shall be given by mailing written or printed notice of the same, at least fifteen (15) days prior to the meeting with postage pre-paid to each stockholder of record of the corporation entitled to vote at such meeting, and addressed to the stockholders Section 4. NOTICE OF THE TIME and place of any meeting of the stockholders shall be given, by mail, courier, telephone, text/short messaging service, by electronic forms of communications, digital tools, applications, and platforms, including Zoom, Viber, Telegram, electronic mail and other forms of modern communications, or such other modes as the Securities and Exchange Commission (SEC), law or regulation may allow, to each stockholder of record at their last known address or number in the records of the Corporation, or the notice may be published in a newspaper of general circulation prior to the date of the meeting, or in such manner as the Securities and Exchange Commission may allow. The notice shall state the place, date and hour of the meeting, and the purpose or purposes for which the meeting is called. When the meeting of stockholders is adjourned to another time or place, it shall not be necessary to give any notice of the adjourned meeting if the time and place to which the meeting is adjourned are announced at the meeting at which the adjournment is taken. Any business that might have been transacted on the original date of the meeting may be transacted at the reconvened meeting. For this purpose all stockholders shall submit to the office of the corporate secretary of the Corporation a phone number, mobile phone number and/or electronic mail address where the Corporation may be able to communicate with them for sending notices of meetings, reports, correspondence and other communications.
Article III, Section 4 (4) REGULAR MEETING of the Board of Directors may be held without notice at the office of the corporation on the last Wednesday of each month or at such other place and time within or without the Philippines as the Board of Directors may from time to time designate. (4) REGULAR MEETING of the Board of Directors shall be held on such dates and at places or meeting platforms as may be fixed by the Board of Directors, provided that there should be at least four (4) regular board meetings in one year.
Article III. Section 5 (5) SPECIAL MEETING of the Board of Directors may be called at any time by the President or in his absence by the Executive Vice President (5) SPECIAL MEETING of the Board of Directors may be called at any time by the Chairman of the Board, the President, or any officer when there is need to secure board resolutions or board actions that the business of the Corporation may require.
Article III, Section 6 (6) NOTICE of all special meetings of the Board of Directors shall be given to each director by two (2) days service of the same, personally or in writing. (6) NOTICE of all regular or special meetings of the Board of Directors, specifying the date, time and place or platform of the meeting, shall be communicated by the Secretary to each director by personal delivery, by mail, courier, telephone, text/short messaging service, by electronic forms of communications, digital tools, applications, and platforms, including Zoom, Viber, Telegram, electronic mail and other forms of modern communications. A director may waive this requirement, either expressly or impliedly.
Article III, Section 10 No provision. (10) CONDUCT OF MEETINGS - . Meetings of the Board of Directors shall be presided over by the Chairman of the Board, or in his absence the Vice-Chairman, or in the absence of the latter, the President or if none of the foregoing is present and acting, by any other director chosen by the Board. The Secretary shall act as secretary of every meeting; if not present, the Assistant Secretary shall take the minutes. The Chairman of the meeting shall appoint a secretary of the meeting if the Secretary or the Assistant Secretary is not present to take the minutes. Participation of directors, including voting, at board meetings and committee meetings can be in person, through remote communication, such as videoconferencing, teleconferencing, other electronic forms of communication, digital tools, applications, and platforms, including Zoom, Viber, Telegram, electronic mails and other forms of modern communications, where the presence or participation of each Director can be recorded, or verified or determined with reasonably certainty. Participation and voting by a director in a board meeting cannot be done by proxy.
Article III, Section 11 No provision. (11) EXECUTIVE COMMITTEE - There shall be an Executive Committee to be composed of the Chairman of the Board, the President and Chief Executive Officer and a third member who shall be a member of the Board of Directors who shall be designated by the Board. The Executive Committee may act, by majority vote of all its members, on such specific matters within the competence of the board, including appointments of officers, approval of contracts, application for or renewal of registrations, permits, licenses, authorizations, appointments or designation of representatives authorized signatories for any transaction involving the Corporation, and other actions requiring board approvals, except with respect to the Reserved Matters. The following are Reserved Matters which cannot be delegated to the Executive Committee: (a) approval of any action for which shareholders’ approval is also required; (b) filling of vacancies in the board; (c) amendment or repeal of bylaws or the adoption of new bylaws; (d) amendment or repeal of any resolution of the board which by its express terms is not amendable or repeatable; (e) distribution of cash dividends to the shareholders; and (f) other matters which the board of directors may exclude from the authority of the Executive Committee. The Executive Committee shall provide to the Board of Directors a list of the resolutions and matters that it had approved, and shall explain the same to the board if any director requests for such explanation.
Article IV, Section 6 (6) The President shall be the Chief Executive Officer of the company. In addition to such duties as may be imposed upon him by the board of directors he shall act as chairman at and call to order all meetings of the stockholders of the Company... 6) The President shall be the Chief Executive Officer of the company. In addition to such duties as may be imposed upon him by the board of directors he shall act as chairman of the meetings of the stockholders of the Company in the absence of the Chairman of the Board...
Article VI. Section 1 (1) DIVIDENDS may be declared by the Board of Directors and paid out of the annual net profits of the corporation or out of its assets in excess of its capital and liabilities subject to conditions and limitations imposed by law. The company will every year give a bonus of five percent (5) of the net profit before tax and that 40% thereof be given as bonus to be equally distributed to the directors and 60% thereof to be given to the officers and staff members. (1) DIVIDENDS may be declared by the Board of Directors and paid out of the unrestricted retained earnings of the corporation. The company may every year give a bonus of not more than five percent (5) of the net profit before tax and that 40% thereof may be given as bonus to be equally distributed to the directors and 60% thereof may be given to the officers and staff members.
Rationale for the amendment(s)

Below are the rationale for the amendments of each provision:
(1) Article II, Section 4 - To allow APX to avail of modern modes of communications which are faster and cost effective than traditional mail in sending notices to its stockholders for stockholder meetings and encourage their participation therein.

(2) Article III, Section 4 - To allow the Board of Directors of APX the flexibility to schedule regular board meetings as the business of the Company may require

(3) Article III. Section 5 - To expand the triggers for special board meetings based on actual need for board resolutions.

(4) Article III, Section 6 - To allow APX to avail of modern modes of communications which are faster and cost effective than traditional mail in sending notices to its directors.

(5) Article III, Section 10 - To give APX flexibility in the manner of conduct of its board meetings and committee meetings to avail of modern forms and platforms for communications and meetings, including digital and electronic forms of communications and meetings which are more convenient and cost effective than traditional physical meetings, and minimize the need to physically travel for a physical face-to-face meeting.

(6) Article III, Section 11 - To allow an Executive Committee to act quickly when necessary when the Board of Directors is unable to meet to address an urgent matter requiring board level approval. Also to allow the Executive Committee to handle routine matters without need for the Board itself to meet on the same.

(7) Article IV, Section 6 - To make the Chairman of the Board the presiding officer of all stockholders’ meetings, which is the normal practice in corporations. The President/ CEO should preside over stockholders meeting only if the Chairman of the Board is absent.

(8) Article VI. Section 1 - To align the provision on dividend declaration with the provision of the Revised Corporation Code (RCC). And to give the Board of Directors the flexibility to determine the amount of dividend declarations as well as the amount of bonus to the directors and bonus to officers and staff.
The timetable for the effectivity of the amendment(s)
Expected date of filing the amendments to the By-Laws with the SEC Aug 27, 2026
Expected date of SEC approval of the Amended By-Laws Sep 16, 2026
Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

None.
Other Relevant Information

The following information were amended:
1. Date of Approval by the SEC was amended to 16 September 2026.
2. Date of Receipt of the SEC Approval was amended to 16 September 2026.
3. Expected date of filing the amendments to the By-Laws with the SEC was updated to 27 August 2026.
4. Expected date of SEC approval of the Amended By-Laws was amended to 16 September 2026.
5. Background/Description of the Disclosure was amended to state that the Company received the Certificate of Filing of Amended By-Laws on 23 September 2026 from the SEC.
6. Date of Approval by Relevant Regulatory Agency was amended to N/A.
Filed on behalf by:
Name Billy Torres
Designation SVP-CFO, Treasurer and Compliance Officer