BDO Unibank : 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) Apr 22, 20222. SEC Identification Number 340013. BIR Tax Identification No. 000-708-174-0004. Exact name of issuer as specified in its charter BDO Unibank, Inc.5. Province, country or other jurisdiction of incorporation Metro Manila6. Industry Classification Code(SEC Use Only) 7. Address of principal office BDO Corporate Center, 7899 Makati Ave., Makati CityPostal Code07268. Issuer's telephone number, including area code (632) 8840-7000 / 8702-60009. 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	4,385,791,015
Preferred	515,000,000

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.

BDO Unibank, Inc.BDO 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

Increase in Capital Stock and Amendment of the Seventh Article of the Articles of Incorporation.

Background/Description of the Disclosure

At its Board meeting held on March 26, 2022, the Board of Directors of BDO Unibank, Inc. (BDO) approved the declaration of stock dividends equivalent to 20% of the Bank's outstanding capital stock, as well as an increase in its authorized capital stock (common shares) from 5,500,000,000 to 8,500,000,000 shares, and the amendment to the Bank's Articles of Incorporation to reflect the increase. These were be presented to and approved by the stockholders at the Bank's Annual Shareholders' Meeting held virtually on April 22, 2022. The stock dividends declared will be issued pursuant to the increase in the authorized capital stock.

Date of Approval by Board of Directors	Mar 26, 2022
Date of Approval by Stockholders	Apr 22, 2022
Other Relevant Regulatory Agency, if applicable	Bangko Sentral ng Pilipinas
Date of Approval by Relevant Regulatory Agency, if applicable	TBA
Date of Approval by Securities and Exchange Commission	TBA
Date of Receipt of SEC approval	TBA

Amendment(s)

Article No.	From	To
Seventh	SIXTY FIVE BILLION PESOS (P65,000,000,000.00), divided into FIVE BILLION FIVE HUNDRED MILLION (5,500,000,000) common stock with a par value of Ten Pesos (P10.00) per share, and ONE BILLION (1,000,000,000) Series A Preferred Shares with a par value of Ten Pesos (P10.00) per share	NINETY-FIVE BILLION PESOS (P95,000,000,000.00), divided into EIGHT BILLION FIVE HUNDRED MILLION (8,500,000,000) common stock with a par value of Ten Pesos (P10.00) per share, and ONE BILLION (1,000,000,000) Series A Preferred Shares with a par value of Ten Pesos (P10.00) per share

Rationale for the amendment(s)

Shareholders will gain additional shares which they can keep for the long-haul and grow in value, or in case they need liquidity, sell through the stock market at their discretion. The additional shares from the stock dividends will also be eligible for future cash dividends which the Bank regularly declares.

The timetable for the effectivity of the amendment(s)

Expected date of filing the amendments to the Articles of Incorporation with the SEC	TBA
Expected date of SEC approval of the Amended Articles of Incorporation	TBA

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

The increase in the Bank's authorized capital stock provides the Bank flexibility to increase its capital during periods of rapid organic growth or in the event of inorganic opportunities. This will allow BDO to continue to expand its business, strengthen its franchise, and deliver quality earnings to position the Bank for long-term sustainable growth.

Other Relevant Information

Please see item 4 of attachment. BDO is also releasing a corresponding press release entitled "BDO declares 20% Stock Dividend and hikes Authorized Capital", as separately disclosed by BDO. The declaration of stock dividend is also subject of a separate disclosure. Earlier disclosure is being amended to indicate date of approval of shareholders.

Filed on behalf by:

Name	Elmer Serrano
Designation	Corporate Information Officer