Grupo Cibest (CIB) reorganizes Banistmo and Panama units under Cibest Capital

Rhea-AI Filing Summary

Grupo Cibest S.A. has received authorization from the Superintendency of Banks of Panama to carry out a corporate reorganization of its Panamanian operations, centered on its subsidiary Banistmo S.A. and related entities. The plan involves partial spin-offs of certain asset portfolios from Valores Banistmo S.A. and Banistmo Capital Markets Group Inc. into Sociedad Beneficiaria VB Panamá S.A., which will then be merged into Banistmo. In a separate step, Banistmo will spin off all the shares it holds in Valores Banistmo to Cibest Panamá Assets S.A., a Panamanian company wholly owned by Grupo Cibest.

After these steps, Valores Banistmo will remain a subsidiary of Grupo Cibest, with no change in ultimate shareholders or overall control, and it will keep its securities brokerage and investment manager licenses in Panama. As part of the process, Valores Banistmo will be integrated into the Cibest Capital brand to consolidate Grupo Cibest’s regional capabilities in securities, investment banking, and capital markets products. The reorganization will take effect once all required transaction steps are completed under Panamanian law.

Insights

Latin America banking & capital markets analyst

Grupo Cibest reshapes Panama structure without changing ultimate control.

The company describes a corporate reorganization in Panama that mainly reshuffles ownership among existing entities. Asset portfolios from Valores Banistmo S.A. and Banistmo Capital Markets Group Inc. move into Sociedad Beneficiaria VB Panamá S.A., which is then merged into Banistmo S.A. This concentrates specific portfolios within Banistmo while keeping them inside the Grupo Cibest perimeter.

A second step transfers Banistmo’s entire stake in Valores Banistmo to Cibest Panamá Assets S.A., a wholly owned subsidiary of Grupo Cibest. The text states that Valores Banistmo remains a subsidiary of Grupo Cibest, with no change in ultimate shareholders or control, and it retains its brokerage and investment manager licenses in Panama. Overall, this looks like an internal streamlining that aligns Valores Banistmo under the Cibest Capital brand, rather than a change in economic exposure, so it is best viewed as structurally important but not thesis-changing based on the information provided.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 6-K

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REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of September,2025

Commission File Number 001-42656

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Grupo Cibest S.A.

(Translation of registrant’s name into English)

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Cra. 48 # 26-85

Medellín, Colombia

(Address of principal executive offices)

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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F þ Form 40-F o

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

			Grupo CIBEST S.A. (Registrant)
Date Septemeber, 29, 2025			By:			/s/ MAURICIO BOTERO WOLFF.
			Name:			Mauricio Botero Wolff
			Title:			Vice President of Strategy and Finance

September 29, 2025

Medellin, Colombia

GRUPO CIBEST S.A. ANNOUNCES A CORPORATE REORGANIZATION OF BANISTMO S.A. AND OTHER SUBSIDIARIES OF GRUPO CIBEST IN PANAMA

Grupo Cibest S.A. (“Grupo Cibest”) announces that the Superintendency of Banks of Panama has authorized the implementation of a corporate reorganization involving its Panamanian subsidiary, Banistmo S.A. (“Banistmo”), and other subsidiaries of Grupo Cibest in Panama.

The reorganization includes the following transactions (hereinafter, the “Corporate Reorganization”):

•The partial spin-off by Valores Banistmo S.A. (“Valores Banistmo”) and Banistmo Capital Markets Group Inc. of certain portfolios of assets in favor of Sociedad Beneficiaria VB Panamá S.A. (“Sociedad Beneficiaria VB”), followed by the merger of Sociedad Beneficiaria VB into Banistmo. Sociedad Beneficiaria VB is a Panamanian corporation wholly owned by Banistmo.

•The partial spin-off by Banistmo of 100% of the shares it holds in Valores Banistmo in favor of Cibest Panamá Assets S.A. (“Cibest Panamá Assets”), a Panamanian corporation wholly owned by Grupo Cibest. As a result, Valores Banistmo will cease to be directly owned by Banistmo and will become controlled by Cibest Panamá Assets, a subsidiary of Grupo Cibest.

Upon completion of the Corporate Reorganization, Valores Banistmo will remain a subsidiary of Grupo Cibest, with no changes to its ultimate shareholders or the control structure. Likewise, Valores Banistmo will retain its licenses as a securities brokerage firm and investment manager, both granted by the Superintendency of the Securities Market of Panama

Through this Corporate Reorganization, Valores Banistmo will become part of the Cibest Capital brand, which consolidates and enhances the regional capabilities in securities, investment banking, and capital markets-related products of Grupo Cibest in the countries where it operates.

The Corporate Reorganization is subject to the completion of the transaction steps in accordance with Panamanian law.

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Contacts

Mauricio Botero Wolff			Catalina Tobón Rivera
Strategy and Financial VP			IR Director
Tel.: (57 604) 4040858			Tel.: (57 601) 4885950
ir@Grupocibest.com.co			ir@Grupocibest.com.co

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FAQ

What corporate reorganization did Grupo Cibest (CIB) announce in Panama?

Grupo Cibest announced a corporate reorganization in Panama involving Banistmo S.A., Valores Banistmo S.A., Banistmo Capital Markets Group Inc., Sociedad Beneficiaria VB Panamá S.A., and Cibest Panamá Assets S.A., all under prior authorization from the Superintendency of Banks of Panama.

How will the ownership of Valores Banistmo change after the Grupo Cibest reorganization?

Banistmo will spin off 100% of the shares it holds in Valores Banistmo in favor of Cibest Panamá Assets S.A., so Valores Banistmo will no longer be owned directly by Banistmo and will instead be controlled by Cibest Panamá Assets, while remaining a subsidiary of Grupo Cibest.

Does the Grupo Cibest reorganization change the ultimate shareholders or control of Valores Banistmo?

No. The company states that upon completion of the corporate reorganization, Valores Banistmo will remain a subsidiary of Grupo Cibest, with no changes to its ultimate shareholders or the control structure.

What happens to Valores Banistmo’s licenses after the corporate reorganization of Grupo Cibest?

Valores Banistmo will retain its licenses as a securities brokerage firm and investment manager, both granted by the Superintendency of the Securities Market of Panama, after the reorganization is completed.

What is the role of the Cibest Capital brand in the Grupo Cibest reorganization?

Through the corporate reorganization, Valores Banistmo will become part of the Cibest Capital brand, which is described as consolidating and enhancing Grupo Cibest’s regional capabilities in securities, investment banking, and capital markets-related products.

Is the Grupo Cibest corporate reorganization in Panama already completed?

No. The company notes that the corporate reorganization is still subject to the completion of the required transaction steps in accordance with Panamanian law.