PHI 6-K
PLDT Inc. (PHI)
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 2026
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, 2025. 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 |
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Copy of the disclosure letter that PLDT Inc. (the “Company”) filed on June 9, 2026 with the Philippine Stock Exchange and on June 10, 2026 with the Philippine Securities and Exchange Commission in connection with the results of the Annual Meeting of Stockholders and the Organizational Meeting of the Company held on June 9, 2026.
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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.
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By : /s/Mark David P. Martinez Name : Mark David P. Martinez Title : Assistant Corporate Secretary Date : June 10, 2026 |
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EXHIBITS
Exhibit Number |
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Copy of the disclosure letter that PLDT Inc. (the “Company”) filed on June 9, 2026 with the Philippine Stock Exchange and on June 10, 2026 with the Philippine Securities and Exchange Commission in connection with the results of the Annual Meeting of Stockholders and the Organizational Meeting of the Company held on June 9, 2026.
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June 9, 2026
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
Head – 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 9, 2026.
This submission shall also serve as our compliance with the PSE Revised Disclosure Rules. Very truly yours,
/s/Mark David P. Martinez
Mark David P. Martinez Assistant Corporate Secretary PLDT Inc.
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COVER SHEET
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Principal Office (No./Street/Barangay/City/Town/Province)
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COMPANY INFORMATION
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Company’s Email Address |
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Company’s Telephone Number/s |
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Mobile Number |
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88168553 |
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No. of Stockholders |
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Annual Meeting |
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Fiscal Year |
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11,318 As of May 31, 2026 |
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Every 2nd Tuesday of June |
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December 31 |
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CONTACT PERSON INFORMATION
The designated contact person MUST be an Officer of the Corporation
Name of Contact Person |
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Email Address |
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Telephone Number/s |
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Mobile Number |
Marilyn A. Victorio-Aquino |
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82500254 |
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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.
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CURRENT REPORT UNDER SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17.1
Date of Report (Date of earliest event reported)
Exact name of issuer as specified in its charter
Province, country or other jurisdiction Industry Classification Code of Incorporation
Address of principal office Postal Code
Issuer's telephone number, including area code
Former name or former address, if changed since last report
Title of Each Class |
Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding |
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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 9, 2026 and actions approved in the said meetings:
Class of Shares |
Number of Shares |
Common |
216,055,775 |
Voting Preferred |
150,000,000 |
Total |
366,055,775 |
Class of Shares |
Number of Shares |
% to Total Outstanding Shares |
Common |
163,422,757 |
44.64% |
Voting Preferred |
150,000,000 |
40.98% |
Total |
313,422,757 |
85.62% |
Therefore, there was a quorum for the valid transaction of business at the Annual Meeting.
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Company’s independent auditors, SGV & Co. (“SGV”) were also present at the Annual Meeting.
CLASS OF SHARES |
VOTING REQUIREMENT |
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Majority of Total Outstanding Common Shares and Voting Preferred Shares |
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VOTES CAST |
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FOR |
AGAINST |
ABSTAIN |
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Common Shares |
163,322,194 |
11,965 |
29,604 |
Voting Preferred Shares |
150,000,000 |
- |
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Total |
313,322,194 |
11,965 |
29,604 |
Percentage to Outstanding Voting Shares |
85.59% |
0.003% |
0.008% |
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, 2025 contained in the Company’s 2025 Annual Report in SEC Form 17-A, the Company’s financial statements were approved.
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.
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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 |
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VOTES CAST |
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Dr. Erika Fille T. Legara (Independent Director) |
299,068,244 |
Mr. Benedicto C. Sison (Independent Director) |
298,080,234 |
Ms. Bernadine T. Siy (Lead Independent Director) |
290,339,951 |
Atty. Marilyn A. Victorio-Aquino |
288,217,685 |
Mr. Robert Joseph M. de Claro |
289,676,102 |
Ms. Helen Y. Dee |
284,902,059 |
Atty. Ray C. Espinosa |
290,142,709 |
Mr. James L. Go |
296,255,091 |
Mr. Hidetada Hayashi |
286,806,933 |
Mr. Menardo G. Jimenez, Jr. |
288,558,526 |
Mr. Manuel V. Pangilinan |
452,904,466 |
Mr. Kazutoshi Shimizu |
292,368,397 |
Fr. Roberto C. Yap, S.J. |
289,401,001 |
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, Dr. Erika Fille T. Legara, Mr. Benedicto C. Sison, 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 Dr. Legara, Mr. Sison, and Ms. Siy in connection with their election as independent directors of the Company.
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The thirteen (13) directors, inclusive of three (3) independent directors, elected during the Annual Meeting were present in the Organizational Meeting. All nominees for appointment as members of the Advisory Board/Committee were also present.
Mr. Christopher H. Young; and
Ret. Chief Justice Artemio V. Panganiban, as Independent Advisor.
Audit Committee
Ms. Bernadine T. Siy, Chairperson;
Mr. Benedicto C. Sison, Independent Member;
Dr. Erika Fille T. Legara, Independent Member;
Mr. James L. Go, Advisor;
Ms. Corazon S. de la Paz-Bernardo, Advisor (Audit Committee Financial Expert); and
Mr. Hidetada Hayashi, Advisor.
Risk Committee
Mr. Benedicto C. Sison, Chairperson;
Dr. Erika Fille T. Legara, Independent Member;
Ms. Bernadine T. Siy, Independent Member;
Mr. James L. Go, Member; and
Mr. Hidetada Hayashi, Member.
Governance, Nomination and Sustainability Committee
Mr. Manuel V. Pangilinan, Chairperson;
Ms. Bernadine T. Siy, Independent Member;
Mr. Benedicto C. Sison, Independent Member;
Dr. Erika Fille T. Legara, Independent Member;
Mr. Hidetada Hayashi, Member;
Ms. Gina Marina P. Ordoñez, Non-Voting Member; and
Ms. Melissa V. Vergel de Dios, Non-Voting Member.
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Executive Compensation Committee
Mr. Manuel V. Pangilinan, Chairperson;
Ms. Bernadine T. Siy, Independent Member;
Mr. Benedicto C. Sison, Independent Member;
Dr. Erika Fille T. Legara, Independent Member;
Mr. Hidetada Hayashi, 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. Hidetada Hayashi, Member;
Dr. Erika Fille T. Legara, Independent Member;
Mr. Menardo G. Jimenez, Jr., Non-Voting Member;and
Ms. Louella F. Calixtro, Non-Voting Member.
Data Privacy and Information Security Committee
Dr. Erika Fille T. Legara, Chairperson;
Mr. Manuel V. Pangilinan, Member;
Atty. Ray C. Espinosa, Member;
Mr. Hidetada Hayashi, Member; and
Atty. Marilyn A. Victorio-Aquino, Member.
Mr. Manuel V. Pangilinan |
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President and Chief Executive Officer |
Mr. Menardo G. Jimenez, Jr. |
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Executive Vice President and Chief Operating Officer |
Atty. Marilyn A. Victorio-Aquino |
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Senior Vice President, Senior Legal Advisor to the Chairman, Privacy Head, and Corporate Secretary |
Mr. Victorico P. Vargas |
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Leadership Transition Officer |
Ms. Gina Marina P. Ordoñez |
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Senior Vice President and Chief People Officer |
Mr. Leo I. Posadas |
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Senior Vice President, Officer-in-Charge of the PLDT Finance, Risk, and Sustainability Group, and Treasurer |
Mr. John Gregory Y. Palanca |
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Senior Vice President |
Mr. Patricio S. Pineda III |
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Senor Vice President |
Mr. Joseph Ian G. Gendrano |
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Senior Vice President |
Mr. Luis S. Reñon |
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Senior Vice President and Senior Advisor to the Chairman |
Ms. Louella F. Calixtro |
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First Vice President and Chief Procurement Officer |
Atty. Joan A. De Venecia-Fabul |
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First Vice President and Chief Legal Counsel |
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Mr. Patrick F. Santos |
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First Vice President and Chief Information Security Officer |
Ms. Melissa V. Vergel de Dios |
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First Vice President and Chief Sustainability Officer |
Mr. Gil Samson D. Garcia |
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First Vice President and Financial Controllership Head |
Mr. Jose Roberto A. Alampay |
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First Vice President |
Mr. Benedict Patrick V. Alcoseba |
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First Vice President |
Mr. Marco Alejandro T. Borlongan |
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First Vice President |
Ms. Mary Julie C. Carceller |
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First Vice President |
Mr. Bernard H. Castro |
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First Vice President |
Ms. Darlene Stephanie D. Chiong |
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First Vice President |
Mr. Joseph Michael Vincent G. Co |
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First Vice President |
Mr. Victor Emmanuel S. Genuino II |
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First Vice President |
Atty. Ma. Criselda B. Guhit |
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First Vice President |
Mr. Juancho Paolo L. Jerusalem |
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First Vice President |
Ms. Leah Camilla R. Besa-Jimenez |
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First Vice President and Chief Data Privacy Officer |
Ms. Loreevi Gail O. Mercado |
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First Vice President |
Ms. Anna Karina V. Rodriguez |
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First Vice President |
Mr. Roderick S. Santiago |
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First Vice President |
Ms. Gina B. Santos |
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First Vice President and Internal Audit Head |
Atty. Ma. Magdalene A. Tan |
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First Vice President and Chief Governance Officer |
Mr. Patrick S. Tang |
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First Vice President |
Mr. Victor Y. Tria |
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First Vice President |
Mr. Jude Michael H. Turcuato |
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First Vice President |
Mr. John Henri C. Yañez |
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First Vice President |
Atty. Mark David P. Martinez |
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Vice President and Assistant Corporate Secretary |
Ms. Cecille M. Alzona |
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Vice President |
Mr. Roy Victor E. Añonuevo |
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Vice President |
Atty. Tito Rodolfo B. Aquino, Jr. |
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Vice President |
Ms. Maria Cecilia A. Arevalo |
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Vice President |
Mr. Jerameel A. Azurin |
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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. 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 |
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Vice President |
Mr. Alvin S. Ilano |
- |
Vice President |
Mr. Javier C. Lagdameo |
- |
Vice President |
Mr. Ser John S. Layug |
- |
Vice President |
Mr. John Henry S. Lebumfacil |
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Vice President |
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Mr. Czar Christopher S. Lopez |
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Vice President |
Ms. Maria Carmela F. Luque |
- |
Vice President |
Mr. Sesinando G. Milla III |
- |
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 |
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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 |
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Vice President |
Mr. Arvin L. Siena |
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Vice President |
Mr. Jerone H. Tabanera |
- |
Vice President |
Ms. Carla Elena A. Tabuena |
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Vice President |
Ms. Jecyn Aimee C. Teng |
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Vice President |
Ms. Ma. Delia V. Villarino |
- |
Vice President |
Mr. Radames Vittorio B. Zalameda |
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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. Martinez
Mark David P. Martinez
Assistant Corporate Secretary
June 9, 2026
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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.
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By : /s/Mark David P. Martinez Name : Mark David P. Martinez Title : Assistant Corporate Secretary Date : June 10, 2026 |
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