SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of June 2025
Commission File Number 1-03006
PLDT Inc.
(Exact Name of Registrant as Specified in Its Charter)
Ramon Cojuangco Building
Makati Avenue
Makati City
Philippines
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.)
Form 20-F Form 40-F
(Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes No
(If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________ )
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Some information in this report may contain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. We have based these forward-looking statements on our current beliefs, expectations and intentions as to facts, actions and events that will or may occur in the future. Such statements generally are identified by forward-looking words such as “believe,” “plan,” “anticipate,” “continue,” “estimate,” “expect,” “may,” “will” or other similar words.
A forward-looking statement may include a statement of the assumptions or bases underlying the forward-looking statement. We have chosen these assumptions or bases in good faith. These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the risk factors set forth in “Item 3. Key Information – Risk Factors” in our annual report on Form 20-F for the fiscal year ended December 31, 2024. You should also keep in mind that any forward-looking statement made by us in this report or elsewhere speaks only as at the date on which we made it. New risks and uncertainties come up from time to time, and it is impossible for us to predict these events or how they may affect us. We have no duty to, and do not intend to, update or revise the statements in this report after the date hereof. In light of these risks and uncertainties, you should keep in mind that actual results may differ materially from any forward-looking statement made in this report or elsewhere.
EXHIBITS
|
|
|
Exhibit Number |
|
Page |
|
Copy of the disclosure letter that PLDT Inc. (the “Company”) filed on June 10, 2025 with the Philippine Stock Exchange and the Philippine Securities and Exchange Commission in connection with the following: (a)Declaration of a cash dividend of P2,437,500.00 on all of the outstanding shares of Voting Preferred Stock of the Company for the quarter ending July 15, 2025 and payable on July 15, 2025 to the holder of record as of June 24, 2025. The cash dividend was declared out of the audited unrestricted retained earnings of the Company as at December 31, 2024, which are sufficient to cover the total amount of the dividend declared; and (b)Results of the Annual Meeting of Stockholders and the Organizational Meeting of the Company held on June 10, 2025. |
20 |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly authorized and caused this report to be signed on its behalf by the undersigned.
|
PLDT Inc. |
By : /s/Mark David P. Martinez Name : Mark David P. Martinez Title : Assistant Corporate Secretary Date : June 11, 2025 |
|
EXHIBITS
|
|
|
Exhibit Number |
|
Page |
|
Copy of the disclosure letter that PLDT Inc. (the “Company”) filed on June 10, 2025 with the Philippine Stock Exchange and the Philippine Securities and Exchange Commission in connection with the following: (a)Declaration of a cash dividend of P2,437,500.00 on all of the outstanding shares of Voting Preferred Stock of the Company for the quarter ending July 15, 2025 and payable on July 15, 2025 to the holder of record as of June 24, 2025. The cash dividend was declared out of the audited unrestricted retained earnings of the Company as at December 31, 2024, which are sufficient to cover the total amount of the dividend declared; and (b)Results of the Annual Meeting of Stockholders and the Organizational Meeting of the Company held on June 10, 2025. |
20 |
June 10, 2025
The Philippine Stock Exchange, Inc.
6/F Philippine Stock Exchange Tower
28th Street corner 5th Avenue
Bonifacio Global City, Taguig City
Attention: Atty. Johanne Daniel M. Negre
Officer-in-Charge – Disclosure Department
Securities & Exchange Commission
7907 Makati Avenue, Salcedo Village,
Barangay Bel-Air, Makati City
Attention: Atty. Oliver O. Leonardo
Director – Markets and Securities Regulation Department
Gentlemen:
In compliance with Section 17.1 (b) of the Securities Regulation Code and SRC Rule 17.1.1.1.3(b).2, we submit herewith a copy of SEC Form 17-C regarding the declaration of a cash dividend on all outstanding shares of Voting Preferred Stock of PLDT Inc.
Very truly yours,
/s/Mark David P. Martinez
Mark David P. Martinez
Assistant Corporate Secretary
PLDT Inc.
COVER SHEET
|
|
|
|
|
|
|
|
|
|
|
SEC Registration Number |
P |
W |
- |
5 |
5 |
|
|
|
|
|
|
Company Name
Principal Office (No./Street/Barangay/City/Town/Province)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R |
A |
M |
O |
N |
|
C |
O |
J |
U |
A |
N |
G |
C |
O |
|
B |
U |
I |
L |
D |
I |
N |
G |
|
|
|
|
|
|
|
M |
A |
K |
A |
T |
I |
|
A |
V |
E |
N |
U |
E |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
M |
A |
K |
A |
T |
I |
|
C |
I |
T |
Y |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Form Type |
|
|
|
Department requiring the report |
|
|
|
Secondary License Type, If Applicable |
|
|
17 |
- |
C |
|
|
|
|
|
|
|
|
M |
S |
R |
D |
|
|
|
|
|
|
|
|
|
|
|
|
|
COMPANY INFORMATION
|
|
|
|
|
|
|
|
Company’s Email Address |
|
Company’s Telephone Number/s |
|
Mobile Number |
|
|
|
|
88168553 |
|
|
|
|
|
|
|
|
|
|
|
No. of Stockholders |
|
Annual Meeting Month/Day |
|
Fiscal Year Month/Day |
|
|
11,334 As of May 31, 2025 |
|
Every 2nd Tuesday of June |
|
December 31 |
|
CONTACT PERSON INFORMATION
The designated contact person MUST be an Officer of the Corporation
|
|
|
|
|
|
|
Name of Contact Person |
|
Email Address |
|
Telephone Number/s |
|
Mobile Number |
Marilyn A. Victorio-Aquino |
|
mvaquino@pldt.com.ph |
|
82500254 |
|
|
|
Contact Person’s Address |
MGO Building, Legaspi St. corner Dela Rosa St., Makati City |
Note: In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.1
Date of Report (Date of earliest event reported)
2.SEC Identification Number: PW-55
3.BIR Tax Identification No. 000-488-793
Exact name of issuer as specified in its charter
5. PHILIPPINES 6.____________ (SEC Use Only)
Province, country or other jurisdiction Industry Classification Code
of Incorporation
7. Ramon Cojuangco Building, Makati Avenue, Makati City 1200
Address of principal office Postal Code
8. (632) 8250-0254
Issuer's telephone number, including area code
9. Not Applicable
Former name or former address, if changed since last report
10.Securities registered pursuant to Sections 8 and 12 of the Securities Regulation Code and Sections 4 and 8 of the Revised Securities Act
|
|
Title of Each Class |
Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding |
________________________________________________________________
________________________________________________________________
________________________________________________________________
11. Item 9 (Other Events)
We disclose that at the meeting of the Board of Directors of PLDT Inc. (respectively, the “Board” and the “Company”) held on June 10, 2025, the Board declared a cash dividend of ₱2,437,500.00 on all of the outstanding shares of Voting Preferred Stock of the Company for the quarter ending July 15, 2025 and payable on July 15, 2025 to the holder of record as of June 24, 2025.
The cash dividend was declared out of the audited unrestricted retained earnings of the Company as at December 31, 2024, which are sufficient to cover the total amount of the dividend declared.
Pursuant to the requirements of the Securities Regulation Code, the Company has duly authorized and caused this report to be signed on its behalf by the undersigned.
PLDT Inc.
By:
/s/Mark David P. Martinez
Mark David P. Martinez
Assistant Corporate Secretary
June 10, 2025
June 10, 2025
The Philippine Stock Exchange, Inc. 6/F Philippine Stock Exchange Tower 28th Street corner 5th Avenue Bonifacio Global City, Taguig City
Attention: Atty. Johanne Daniel M. Negre
Officer-in-Charge – Disclosure Department
Securities & Exchange Commission 7907 Makati Avenue, Salcedo Village, Barangay Bel-Air, Makati City
Attention: Atty. Oliver O. Leonardo
Director – Markets and Securities Regulation Department
Dear All:
In compliance with Section 17.1 (b) of the Securities Regulation Code (“SRC”) and SRC Rule
17.1.1.1.3 (b) 2, we submit herewith a copy of SEC Form 17-C with respect to actions approved in the Annual Meeting of Stockholders and the Organizational Meeting of the Board of Directors of PLDT Inc. on June 10, 2025.
This submission shall also serve as our compliance with the PSE Revised Disclosure Rules. Very truly yours,
/s/Mark Daid P. Martinez
Mark David P. Martinez Assistant Corporate Secretary PLDT Inc.
COVER SHEET
|
|
|
|
|
|
|
|
|
|
|
SEC Registration Number |
P |
W |
- |
5 |
5 |
|
|
|
|
|
|
Company Name
Principal Office (No./Street/Barangay/City/Town/Province)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R |
A |
M |
O |
N |
|
C |
O |
J |
U |
A |
N |
G |
C |
O |
|
B |
U |
I |
L |
D |
I |
N |
G |
|
|
|
|
|
|
|
M |
A |
K |
A |
T |
I |
|
A |
V |
E |
N |
U |
E |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
M |
A |
K |
A |
T |
I |
|
C |
I |
T |
Y |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Form Type |
|
|
|
Department requiring the report |
|
|
|
Secondary License Type, If Applicable |
|
|
17 |
- |
C |
|
|
|
|
|
|
|
|
M |
S |
R |
D |
|
|
|
|
|
|
|
|
|
|
|
|
|
COMPANY INFORMATION
|
|
|
|
|
|
|
|
Company’s Email Address |
|
Company’s Telephone Number/s |
|
Mobile Number |
|
|
|
|
88168553 |
|
|
|
|
|
|
|
|
|
|
|
No. of Stockholders |
|
Annual Meeting Month/Day |
|
Fiscal Year Month/Day |
|
|
11,334 As of May 31, 2025 |
|
Every 2nd Tuesday of June |
|
December 31 |
|
CONTACT PERSON INFORMATION
The designated contact person MUST be an Officer of the Corporation
|
|
|
|
|
|
|
Name of Contact Person |
|
Email Address |
|
Telephone Number/s |
|
Mobile Number |
Marilyn A. Victorio-Aquino |
|
mvaquino@pldt.com.ph |
|
82500254 |
|
|
|
Contact Person’s Address |
MGO Building, Legaspi St. corner Dela Rosa St., Makati City |
Note: In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.
CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.1
Date of Report (Date of earliest event reported)
2.SEC Identification Number PW-55
3.BIR Tax Identification No. 000-488-793
Exact name of issuer as specified in its charter
5.PHILIPPINES 6. (SEC Use Only)
Province, country or other jurisdiction Industry Classification Code of Incorporation
7.Ramon Cojuangco Building, Makati Avenue, Makati City 1200
Address of principal office Postal Code
Issuer's telephone number, including area code
Former name or former address, if changed since last report
10.Securities registered pursuant to Sections 8 and 12 of the Securities Regulation Code and Sections 4 and 8 of the Revised Securities Act
|
|
Title of Each Class |
Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding |
11.Item 4 (Election of Directors and Officers) and Item 9 (Other Events)
We disclose the following information pertaining to the Annual Meeting of Stockholders (the “Annual Meeting”) and Organizational Meeting of the Board of Directors (the “Organizational Meeting”) of PLDT Inc. (“PLDT” or the “Company”) on June 10, 2025 and actions approved in the said meetings:
1.Annual Meeting of Stockholders
1.1.The Annual Meeting was held on June 10, 2025 at 3:00 p.m. The Notice and Agenda of the Annual Meeting were published in the May 16 and 17, 2025 issues of the Philippine Star and the Manila Times (in printed and online editions). The Notice and Agenda together with the Information Statement, Proxy Form, 2024 Management Report/Annual Report for the year ended December 31, 2024 in SEC Form 17-A and Quarterly Report for the first quarter of 2025 in SEC Form 17-Q (the “Annual Meeting Materials”) are posted on the Company’s website and PSE EDGE. In addition, copies of the Annual Meeting Materials for the Annual Meeting of Stockholders held on June 11, 2024 and a copy of the Minutes of such Annual Meeting are likewise posted on the Company’s website.
(a)As at April 14, 2025 (the “Record Date”), the total outstanding PLDT shares entitling the holders thereof to attend and vote at the Annual Meeting is 366,055,775 (the “Voting Shares”), broken down as follows:
|
|
Class of Shares |
Number of Shares |
Common |
216,055,775 |
Voting Preferred |
150,000,000 |
Total |
366,055,775 |
(b)The total Common and Voting Preferred Shares owned or held by the stockholders present or represented by proxy at the Annual Meeting was 314,595,605 representing 85.94% of the total outstanding Voting Shares of PLDT as at the Record Date, broken down as follows:
|
|
|
Class of Shares |
Number of Shares |
% to Total Outstanding Shares |
Common |
164,595,605 |
44.96% |
Voting Preferred |
150,000,000 |
40.98% |
Total |
314,595,605 |
85.94% |
Therefore, there was a quorum for the valid transaction of business at the Annual Meeting.
(c)Thirteen (13) directors including the Chairman of the Board, the Chairpersons of the Audit, Risk, Governance, Nomination and Sustainability, Executive Compensation, Technology Strategy, and Data Privacy and Information Security Committees, the President and Chief Executive Officer and other key officers of the Company were present at the Annual Meeting. Representatives from the
Company’s independent auditors, SGV & Co. (“SGV”) were also present at the Annual Meeting.
1.2Each item on the Agenda of the Annual Meeting that is subject to stockholders’ approval was voted upon by means of written voting instructions or proxies.
1.3 The voting requirement and the votes cast for each one of the following items in the Agenda that is subject to stockholders’ approval are as follows:
(a)Approval of the audited financial statements for the year ended December 31, 2024 contained in the Company’s 2024 Annual Report in SEC Form 17-A:
|
|
|
|
CLASS OF SHARES |
VOTING REQUIREMENT |
Majority of Total Outstanding Common Shares and Voting Preferred Shares |
VOTES CAST |
FOR |
AGAINST |
ABSTAIN |
Common Shares |
158,261,510 |
3,150 |
6,323,944 |
Voting Preferred Shares |
150,000,000 |
- |
- |
Total |
308,261,510 |
3,150 |
6,323,944 |
Percentage to Outstanding Voting Shares |
84.21% |
0.001% |
1.73% |
With more than two-thirds (2/3) of the outstanding Voting Shares voted in favor of the approval of the audited financial statements of the Company for the year ended December 31, 2024 contained in the Company’s 2024 Annual Report in SEC Form 17-A, the Company’s financial statements were approved.
(b)Election of thirteen (13) directors, including three (3) independent directors for the ensuing year, whose background information are contained in the Information Statement:
The Chairman explained the review and screening process of the Governance, Nomination and Sustainability Committee (“GNSC”) to determine whether each of the director-nominees possesses the qualifications and none of the disqualifications for directorship, and whether each of the independent director- nominees meets the additional criteria and qualifications for an independent director, as well as the diversity aspects considered by the GNSC pursuant to the Company’s Board Diversity Policy.
|
|
NAME OF DIRECTOR/ INDEPENDENT DIRECTOR |
VOTING REQUIREMENT |
Thirteen (13) nominees receiving the highest number of votes from the holders of Common Shares and Voting Preferred Shares shall be declared elected and three (3) of them who have been pre-qualified as independent directors shall be declared elected as such |
VOTES CAST |
Mr. Bernido H. Liu (Independent Director) |
290,208,727 |
Ret. Chief Justice Artemio V. Panganiban (Lead Independent Director) |
288,757,527 |
Ms. Bernadine T. Siy (Independent Director) |
294,122,688 |
Atty. Marilyn A. Victorio-Aquino |
293,441,293 |
Mr. Robert Joseph M. de Claro |
289,145,273 |
Ms. Helen Y. Dee |
287,630,755 |
Atty. Ray C. Espinosa |
292,183,583 |
Mr. James L. Go |
299,168,655 |
Mr. Menardo G. Jimenez, Jr. |
293,332,876 |
Mr. Kazuyuki Kozu |
287,637,780 |
Mr. Manuel V. Pangilinan |
451,429,984 |
Mr. Alfredo S. Panlilio |
292,460,482 |
Mr. Kazutoshi Shimizu |
289,145,273 |
Each director/independent director-nominee received the votes of more than a majority of the outstanding Voting Shares. Since there are only thirteen (13) Board seats and thirteen (13) director-nominees, each director-nominee was elected. Three (3) of them, namely, Mr. Bernido H. Liu, Ret. Chief Justice Artemio V. Panganiban, and Ms. Bernadine T. Siy, who have been pre-qualified as independent directors, were elected as independent directors.
Attached are copies of the Certifications executed by Mr. Liu, Ret. Chief Justice Panganiban, and Ms. Siy in connection with their election as independent directors of the Company.
1.4SGV performed agreed upon procedures for the Company’s tabulation, registration, and reporting system (the “System”) in accordance with the Philippine Standards on Related Services 4400, Engagements and Agreed-Upon Procedures Regarding Financial Information issued by the Auditing Standards and Practices Council. Representatives from SGV were present at the Annual Meeting to check the accuracy and completeness of reports generated by the System.
1.5Questions raised by stockholders were addressed or responded to by the Chairman, President and Chief Executive Officer, and other key officers of the Company after the Election of Directors and prior to the discussion of Other Matters in the Agenda.
1.6Stockholders were also informed that pursuant to the authority vested in the Audit Committee under the Company’s By-Laws, the Audit Committee appointed SGV as independent auditors to audit the financial statements of the Company for the year 2025, and such appointment was confirmed by the Board of Directors.
2.1The Organizational Meeting was held immediately after the adjournment of the Annual Meeting.
The thirteen (13) directors, inclusive of three (3) independent directors, elected during the Annual Meeting were present in person in the Organizational Meeting. All nominees for appointment as members of the Advisory Board/Committee were also present in person.
2.2 The following actions were approved by the Board of Directors at the Organizational Meeting:
(a)Appointment of Mr. Manuel V. Pangilinan as Chairman of the Board of Directors and President and Chief Executive Officer of the Company.
(b)Appointment of Ret. Chief Justice Artemio V. Panganiban as Lead Independent Director.
(c)Appointment of the members of the Advisory Board/Committee: Mr. Benny S. Santoso;
Mr. Christopher H. Young; and
Fr. Roberto C. Yap, S.J., as Independent Advisor.
(d)Appointment of the Chairpersons, Members and Advisors of the six (6) Board Committees, as follows:
Audit Committee
Ms. Bernadine T. Siy, Chairperson/Independent Member;
Ret. Chief Justice Artemio V. Panganiban, Independent Member;
Mr. Bernido H. Liu, Independent Member;
Mr. James L. Go, Advisor;
Ms. Corazon S. de la Paz-Bernardo, Advisor (Audit Committee Financial Expert); and
Mr. Kazuyuki Kozu, Advisor.
Risk Committee
Ret. Chief Justice Artemio V. Panganiban, Chairperson/Independent Member;
Mr. Bernido H. Liu, Independent Member;
Ms. Bernadine T. Siy, Independent Member;
Mr. James L. Go, Member;
Mr. Kazuyuki Kozu, Member; and
Mr. Danny Y. Yu, Non-Voting Member.
Governance, Nomination and Sustainability Committee
Mr. Manuel V. Pangilinan, Chairperson;
Ret. Chief Justice Artemio V. Panganiban, Independent Member;
Mr. Bernido H. Liu, Independent Member;
Ms. Bernadine T. Siy, Independent Member;
Mr. Kazuyuki Kozu, Member;
Ms. Gina Marina P. Ordoñez, Non-Voting Member; and Ms. Melissa V. Vergel de Dios, Non-Voting Member.
Executive Compensation Committee
Mr. Manuel V. Pangilinan, Chairperson;
Ret. Chief Justice Artemio V. Panganiban, Independent Member;
Mr. Bernido H. Liu, Independent Member;
Ms. Bernadine T. Siy, Independent Member;
Mr. Kazuyuki Kozu, Member; and
Ms. Gina Marina P. Ordoñez, Non-Voting Member.
Technology Strategy Committee
Mr. Manuel V. Pangilinan, Chairperson;
Atty. Ray C. Espinosa Member;
Mr. James L. Go, Member;
Mr. Kazuyuki Kozu, Member; and
Mr. Menardo G. Jimenez, Jr., Non-Voting Member.
Data Privacy and Information Security Committee
Mr. Manuel V. Pangilinan, Chairperson;
Atty. Ray C. Espinosa, Member;
Mr. Bernido H. Liu, Independent Member;
Mr. Kazuyuki Kozu, Member; and
Atty. Marilyn A. Victorio-Aquino, Member.
(e)Election of the following officers to the positions indicated opposite their respective names:
|
|
|
Mr. Manuel V. Pangilinan |
- |
President and Chief Executive Officer |
Mr. Menardo G. Jimenez, Jr. |
- |
Executive Vice President and Chief Operating Officer |
Atty. Marilyn A. Victorio-Aquino |
- |
Senior Vice President, Senior Legal Advisor to the Chairman, and Corporate Secretary |
Ms. Gina Marina P. Ordoñez |
- |
Senior Vice President and Chief People Officer |
Mr. Victorico P. Vargas |
- |
Leadership Transition Officer |
Mr. Danny Y. Yu |
- |
Senior Vice President, Chief Financial Officer, and Chief Risk Management Officer |
Mr. Jeremiah M. de la Cruz |
- |
Senior Vice President and Senior Advisor to the Chief Operating Officer |
Mr. Joseph Ian G. Gendrano |
- |
Senior Vice President |
|
|
|
|
|
|
Mr. John Gregory Y. Palanca |
- |
Senior Vice President |
Mr. Patricio S. Pineda III |
- |
Senor Vice President |
Mr. Leo I. Posadas |
- |
Senior Vice President and Treasurer |
Mr. Luis S. Reñon |
- |
Senior Vice President and Senior Advisor to the Chairman |
Atty. Joan A. De Venecia-Fabul |
- |
First Vice President and Chief Legal Counsel |
Mr. Patrick F. Santos |
- |
First Vice President and Chief Information Security Officer |
Ms. Melissa V. Vergel de Dios |
- |
First Vice President and Chief Sustainability Officer |
Mr. Gil Samson D. Garcia |
- |
First Vice President and Financial Controllership Head |
Ms. Katrina L. Abelarde |
- |
First Vice President |
Mr. Jose Roberto A. Alampay |
- |
First Vice President |
Mr. Benedict Patrick V. Alcoseba |
- |
First Vice President |
Mr. Andrew T. Atienza |
- |
First Vice President |
Mr. Marco Alejandro T. Borlongan |
- |
First Vice President |
Ms. Mary Julie C. Carceller |
- |
First Vice President |
Mr. Bernard H. Castro |
- |
First Vice President |
Ms. Darlene Stephanie D. Chiong |
- |
First Vice President |
Mr. Joseph Michael Vincent G. Co |
- |
First Vice President |
Mr. Victor Emmanuel S. Genuino II |
- |
First Vice President |
Mr. John John R. Gonzales |
- |
First Vice President |
Atty. Ma. Criselda B. Guhit |
- |
First Vice President |
Ms. Leah Camilla R. Besa-Jimenez |
- |
First Vice President and Chief Data Privacy Officer |
Mr. Gary Manuel Y. Kho |
- |
First Vice President |
Mr. Albert Mitchell L. Locsin |
- |
First Vice President |
Ms. Loreevi Gail O. Mercado |
- |
First Vice President |
Ms. Anna Karina V. Rodriguez |
- |
First Vice President |
Ms. Jeanine R. Rubin |
- |
First Vice President |
Ms. Bernadette C. Salinas |
- |
First Vice President |
Mr. Roderick S. Santiago |
- |
First Vice President |
Ms. Gina B. Santos |
- |
First Vice President and Internal Audit Head |
Atty. Ma. Magdalene A. Tan |
- |
First Vice President and Chief Governance Officer |
Mr. Patrick S. Tang |
- |
First Vice President |
Mr. Victor Y. Tria |
- |
First Vice President |
Mr. Jude Michael H. Turcuato |
- |
First Vice President |
Mr. John Henri C. Yañez |
- |
First Vice President |
|
|
|
Atty. Mark David P. Martinez |
- |
Vice President and Assistant Corporate Secretary |
Ms. Cecille M. Alzona |
- |
Vice President |
Mr. Roy Victor E. Añonuevo |
- |
Vice President |
Atty. Tito Rodolfo B. Aquino, Jr. |
- |
Vice President |
Ms. Maria Cecilia A. Arevalo |
- |
Vice President |
Mr. Jerameel A. Azurin |
- |
Vice President |
Mr. Francis A. Bautista |
- |
Vice President |
Ms. Dianne M. Blanco |
- |
Vice President |
Mr. Benjamin Jose C. Causon, Jr. |
- |
Vice President |
Ms. Ma. Monica M. Consing |
- |
Vice President |
Mr. Rai Antonio A. De Jesus |
- |
Vice President |
Mr. Branden B. Dean |
- |
Vice President |
Mr. Ramil C. Enriquez |
- |
Vice President |
Mr. Aniceto M. Franco III |
- |
Vice President |
Mr. Leonard A. Gonzales |
- |
Vice President |
Mr. Silverio S. Ibay, Jr. |
- |
Vice President |
Mr. Gary F. Ignacio |
- |
Vice President |
Mr. Alvin S. Ilano1 |
- |
Vice President |
Mr. Javier C. Lagdameo |
- |
Vice President |
Mr. Ser John S. Layug |
- |
Vice President |
Mr. John Henry S. Lebumfacil |
- |
Vice President |
Mr. Czar Christopher S. Lopez |
- |
Vice President |
Ms. Maria Carmela F. Luque |
- |
Vice President |
Ms. Evert Chris R. Miranda |
- |
Vice President |
Ms. Ruby S. Montoya |
- |
Vice President |
Ms. Marseille N. Nograles |
- |
Vice President |
Ms. Audrey Lyn S. Oliva |
- |
Vice President |
Mr. Charles Louis L. Orcena |
- |
Vice President |
Ms. Regina P. Pineda |
- |
Vice President |
Mr. Emerson C. Roque |
- |
Vice President |
Ms. Marielle M. Rubio |
- |
Vice President |
Ms. Maria Christina C. Semira |
- |
Vice President |
Mr. Arvin L. Siena |
- |
Vice President |
Mr. Jerone H. Tabanera |
- |
Vice President |
Ms. Carla Elena A. Tabuena |
- |
Vice President |
Ms. Jecyn Aimee C. Teng |
- |
Vice President |
Mr. Milan M. Topacio |
- |
Vice President |
Ms. Ma. Delia V. Villarino |
- |
Vice President |
1 Mr. Alvin S. Ilano’s appointment as Vice President will become effective on July 1, 2025.
|
|
|
Mr. Radames Vittorio B. Zalameda |
- |
Vice President |
Pursuant to the requirements of the Securities Regulation Code, the Company has duly authorized and caused this report to be signed on its behalf by the undersigned.
PLDT INC.
By:
/s/Mark David P. Matinez
Mark David P. Martinez
Assistant Corporate Secretary
June 10, 2025
CERTIFICATION OF INDEPENDENT DIRECTOR
I, ARTEMIO V. PANGANIBAN, Filipino, of legal age and a resident of Makati City, after having been duly sworn to in accordance with law do hereby declare that:
1.I am an independent director of PLDT Inc. (“PLDT”), having been duly elected as such during PLDT’s Annual Meeting of Stockholders held on June 10, 2025.
2. I have been PLDT’s independent director since April 23, 2013.
3.I am affiliated with the following companies or organizations:
|
|
|
COMPANY/ORGANIZATION |
POSITION/RELATIONSHIP |
PERIOD OF SERVICE |
Pan Philippine Resources Corp. |
Chairman |
1976 – present |
Arpan Investment and Management, Inc. |
Chairman |
1976 – present |
GMA Network Inc. |
Independent Director |
2007 – present |
Manila Electric Company |
Independent Director |
2008 – present |
GMA Holdings, Inc. |
Independent Director |
2009 – present |
Petron Corporation |
Independent Director |
2010 – present |
Asian Terminals, Inc. |
Independent Director |
2010 – present |
JG Summit Holdings, Inc. |
Independent Director |
2021 – present |
RL Commercial REIT, Inc. |
Independent Director |
2021 – present |
Jollibee Foods Corp. |
Non-Executive Director |
2012 – present |
Metro Pacific Investments Corp. |
Independent Director Independent Advisor |
2007 – 2023 2023 – present |
Metro Pacific Tollways Corp. |
Independent Director |
2010 – present |
TeaM Energy Corporation |
Independent Director |
2015 – present |
|
|
|
COMPANY/ORGANIZATION |
POSITION/RELATIONSHIP |
PERIOD OF SERVICE |
Asian Hospital, Inc. |
Independent Director |
2017 – present |
State Investment House, Inc. |
Independent Director |
2021 – present |
State Properties Corporation |
Independent Director |
2021 – present |
Metropolitan Bank & Trust Co. |
Senior Adviser |
2007 – present |
Double Dragon Properties Corporation |
Adviser |
2014 – present |
MerryMart Consumer Corp. |
Adviser |
2020 – present |
For my full bio-data, log on to my personal website: cjpanganiban.com
4.I possess all the qualifications and none of the disqualifications to serve as an independent director of PLDT, as provided for in Section 22 of the Revised Corporation Code, Section 38 of the Securities Regulation Code, its Implementing Rules and Regulations and the Company’s By-Laws and Manual on Corporate Governance.
5.To the best of my knowledge, I am not related (other than the relationship provided under Rule 38.2.3 of the Implementing Rules and Regulations of the Securities Regulation Code) to any director/officer/substantial shareholder of PLDT and its subsidiaries and affiliates.
6.To the best of my knowledge, I am not the subject of any pending criminal or administrative investigation or proceeding pending in court.
7.To the best of my knowledge, I am neither an officer nor an employee of any government agency or government-owned and controlled corporation.
8.I shall faithfully and diligently comply with my duties and responsibilities as independent director under the Securities Regulation Code and its Implementing Rules and Regulations, and PLDT’s By-Laws and Manual on Corporate Governance.
9.I shall inform the Corporate Secretary of PLDT of any changes in the abovementioned information within five days from its occurrence.
Done, this 10th day of June 2025, at Makati City.
_______________________
ARTEMIO V. PANGANIBAN
SUBSCRIBED AND SWORN to before me this 10th day of June 2025 at Makati City, affiant personally appeared before me and exhibited to me his Philippine Passport No. P0388884B expiring on 23 January 2029.
NOTARY PUBLIC
Doc. No. _____;
Page No. _____;
Book No. _____;
Series of 2025.
CERTIFICATION OF INDEPENDENT DIRECTOR
I, BERNIDO H. LIU, Filipino, of legal age and with office address at GABC 1155, 1155 North EDSA, Balintawak, Quezon City, after having been duly sworn to in accordance with law do hereby declare that:
1.I am an independent director of PLDT Inc. (“PLDT”), having been duly elected as such during PLDT’s Annual Meeting of Stockholders held on June 10, 2025.
2.I have been PLDT’s independent director since September 28, 2015.
3.I am affiliated with the following companies or organizations:
|
|
|
COMPANY/ORGANIZATION |
POSITION/RELATIONSHIP |
PERIOD OF SERVICE |
Liu and Hong Family Holding Corporation |
Chairman, President and CEO |
Sept 2012 – present |
LH Paragon Inc. |
Chairman & President |
2006 – present |
Matimco Incorporated |
Chairman |
2003 – present |
GOLDEN ABC, Inc. |
President CEO Chairman |
2008 – Feb 2023 2008 – Dec 2024 2008 – present |
Oakridge Realty Development Corporation |
Chairman |
June 2016 – present |
Medellin Realty Development Corporation |
Chairman |
Sep 2023 - present |
Basic Graphics Inc. |
Chairman |
June 2016 – present |
GABC International Pte. Ltd. |
Director |
May 19, 2015 – present |
|
|
|
GABC Singapore Retail Pte. Ltd. |
Director |
May 19, 2015 – present |
Mga Likha ni Inay, Inc. (member of CARD MRI) |
Director |
2015 – present |
Matserv, Inc. |
Chairman |
Oct 2023 – present |
MTC Holdings, Inc. |
Chairman |
Sept 2024 – present |
OIP Holdings, Inc. |
Chairman |
Sept 2024 – present |
Red Logo Lifestyle, Inc. |
Chairman |
June 2011 – present |
4.I possess all the qualifications and none of the disqualifications to serve as an independent director of PLDT, as provided for in Section 22 of the Revised Corporation Code, Section 38 of the Securities Regulation Code, its Implementing Rules and Regulations and PLDT’s By-Laws and Manual on Corporate Governance.
5.To the best of my knowledge, I am not related (other than the relationship provided under Rule 38.2.3 of the Implementing Rules and Regulations of the Securities Regulation Code) to any director/officer/substantial shareholder of PLDT and its subsidiaries and affiliates.
6.To the best of my knowledge, I am not the subject of any pending criminal or administrative investigation or proceeding pending in court.
7.To the best of my knowledge, I am neither an officer nor an employee of any government agency or government-owned and controlled corporation.
8.I shall faithfully and diligently comply with my duties and responsibilities as independent director under the Securities Regulation Code and its Implementing Rules and Regulations, and PLDT’s By-Laws and Manual on Corporate Governance.
9.I shall inform the Corporate Secretary of PLDT of any changes in the abovementioned information within five days from its occurrence.
Done, this 10th day of June 2025, at Makati City.
__________________
BERNIDO H. LIU
SUBSCRIBED AND SWORN to before me this 10th day of June 2025 at Makati City, affiant personally appeared before me and exhibited to me his Philippine Passport No. P5687010B expiring on 26 October 2030.
NOTARY PUBLIC
Doc. No. _____;
Page No. _____;
Book No. _____;
Series of 2025.
CERTIFICATION OF INDEPENDENT DIRECTOR
I, BERNADINE T. SIY, Filipino, of legal age and a resident of Makati City, after having been duly sworn to in accordance with law do hereby declare that:
1.I am an independent director of PLDT Inc. (“PLDT”), having been duly elected as such during PLDT’s Annual Meeting of Stockholders held on June 10, 2025.
2.I have been PLDT’s independent director since June 8, 2021.
3.I am affiliated with the following companies or organizations:
|
|
|
COMPANY/ORGANIZATION |
POSITION/ RELATIONSHIP |
PERIOD OF SERVICE |
Cebu Air, Inc. |
Independent Director |
Feb. 2021 – present |
JG Summit Holdings, Inc. |
Independent Director |
June 2024 – present |
Anvaya Cove Golf and Country Club, Inc. |
Independent Director |
Sept. 2021 – present |
Ateneo de Manila University |
Chairperson/ Trustee |
Feb. 2020 – present May 2014 – present |
B289 Properties Inc. |
Director/President |
Mar. 2016 – present |
Ruby Jacks Manila, Inc. |
Director |
Feb. 2015– present |
Epicurean Partners Exchange Inc. (“EPEI”) |
Director |
Nov. 2008 – present |
BWF Holdings, Inc. |
Director |
Aug. 2004 – present |
Coffee Concepts Corporation |
Director |
Jan. 2002 – present |
Ramona Holdings Corporation |
Director/President |
July 2000 – present |
Coffee Masters, Inc. |
Director |
2000 – present |
|
|
|
COMPANY/ORGANIZATION |
POSITION/ RELATIONSHIP |
PERIOD OF SERVICE |
Lauderdale Corporation |
Director |
Oct. 1997 – present |
Interworld Properties Corporation |
Director/President |
Sept. 1995 – present |
Glenfield Properties, Inc. |
Director/President |
Mar. 1995 – present |
Glen Eden Holdings, Inc. |
Director/President |
2016 – present |
Roasters Phils., Inc. |
Director |
Aug. 1994 – present |
Master Holdings Corporation |
Director |
July 1994 – present |
Twin Rivers Holdings Corporation |
Director |
July 1994 – present |
Goldlink Holdings, Inc. |
Director |
June 1994 – present |
L.A. Kustom Corporation |
Director |
July 2006 – present |
Fil-Pacific Apparel Corporation |
Director |
1987 – present |
Salomon Realty Corporation |
Director |
Sept. 1988 – present |
Foundation for Economic Freedom |
Trustee Fellow |
July 2020 – present June 2011 – present |
4.I possess all the qualifications and none of the disqualifications to serve as an Independent Director of PLDT, as provided for in Section 22 of the Revised Corporation Code, Section 38 of the Securities Regulation Code, its Implementing Rules and Regulations and the Company’s By-Laws and Manual on Corporate Governance.
5.To the best of my knowledge, I am not related (other than the relationship provided under Rule 38.2.3 of the Implementing Rules and Regulations of the Securities Regulation Code) to any director/officer/substantial shareholder of PLDT and its subsidiaries and affiliates.
6.To the best of my knowledge, I am not the subject of any pending criminal or administrative investigation or proceeding pending in court.
7.To the best of my knowledge, I am neither an officer nor an employee of any government agency or government-owned and controlled corporation.
8.I shall faithfully and diligently comply with my duties and responsibilities as independent director under the Securities Regulation Code and its Implementing Rules and Regulations, and PLDT’s By-Laws and Manual on Corporate Governance.
9.I shall inform the Corporate Secretary of PLDT of any changes in the abovementioned information within five days from its occurrence.
Done, this 10th day of June 2025, at Makati City.
_________________________
BERNADINE T. SIY
SUBSCRIBED AND SWORN to before me this 10th day of June 2025 at Makati City, affiant personally appeared before me and exhibited to me her Philippine Passport No. P5789993A expiring on 26 January 2028.
NOTARY PUBLIC
Doc. No. _____;
Page No. _____;
Book No. _____;
Series of 2025.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly authorized and caused this report to be signed on its behalf by the undersigned.
|
PLDT Inc. |
By : /s/Mark David P. Martinez Name : Mark David P. Martinez Title : Assistant Corporate Secretary Date : June 11, 2025 |
|