Prime Media : Amendments to Articles of Incorporation

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) May 20, 20222. SEC Identification Number 224013. BIR Tax Identification No. 000-491-0074. Exact name of issuer as specified in its charter PRIME MEDIA HOLDINGS, INC.5. Province, country or other jurisdiction of incorporation Metro Manila, Philippines6. Industry Classification Code(SEC Use Only) 7. Address of principal office 16TH FLOOR BDO TOWERS VALERO, 8741 PASEO DE ROXAS MAKATI CITYPostal Code12278. Issuer's telephone number, including area code 8831-44799. 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	700,298,616
PREFERRED	14,336,260

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.

Prime Media Holdings, Inc.PRIM PSE Disclosure Form 4-3 - Amendments to Articles of Incorporation References: SRC Rule 17 (SEC Form 17-C) and
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

SEC Approval of the Amendment to the Articles of Incorporation to Remove Provisions that are no longer relevant to the Company's Current Activities

Background/Description of the Disclosure

The Amendments to the Articles of Incorporation (AOI) to remove provisions that are no longer applicable or relevant to the Company's limited activities or business, as earlier approved by the Board of Directors and shareholders of representing at least 2/3 of the outstanding capital stock, were likewise approved by Securities and Exchange Commission (SEC). Please see attached summary of status of SEC approval.

Date of Approval by Board of Directors	Jul 28, 2021
Date of Approval by Stockholders	Oct 13, 2021
Other Relevant Regulatory Agency, if applicable	The Securities and Exchange Commission
Date of Approval by Relevant Regulatory Agency, if applicable	Nov 24, 2021
Date of Approval by Securities and Exchange Commission	Nov 24, 2021
Date of Receipt of SEC approval	Dec 9, 2021

Amendment(s)

Article No.	From	To
SIXTH ARTICLE	PLEASE SEE ATTACHED	PLEASE SEE ATTACHED
SEVENTH ARTICLE	PLEASE SEE ATTACHED	PLEASE SEE ATTACHED

Rationale for the amendment(s)

The amendment of the Sixth and Seventh Articles is necessary to delete compliance to the provisions of the General Banking Act, which is no longer relevant and applicable to the current business of the Company.

The timetable for the effectivity of the amendment(s)

Expected date of filing the amendments to the Articles of Incorporation with the SEC	Nov 4, 2021
Expected date of SEC approval of the Amended Articles of Incorporation	Nov 24, 2021

Effect(s) of the amendment(s) to the business, operations and/or capital structure of the Issuer, if any

The foregoing amendments no more than serves as a recognition of the current activities of the Company, which is longer no longer engaged in banking operations or the banking business since 2002. The foregoing amendments do not have an effect on the capital structure of the issuer.

Other Relevant Information

Please see attached Certificate of Filing Amended Articles of Incorporation from the Securities and Exchange Commission (SEC). The deletion of the reference to the Sixth Article in the last paragraph of Article Seventh, as reproduced below, is likewise approved by the SEC. However, the same is now replaced by a reference to a provision proscribing foreign ownership and now reads as follows: "The provisions of the preceding paragraph of the SEVENTH Article hereof shall be printed on all stock certificates to be issued by the Corporation." The amendment to proscribe foreign ownership is covered by separate disclosures of the Company. This disclosure is also intended to include the attached summary of the status of SEC approval of the various other amendments, and as previously approved by the Corporation's Board of Directors and shareholders.

Filed on behalf by:

Name	Reuben Carlo General
Designation	Corporate Secretary