ECOPETROL S.A. (EC) SEC Filings

Ecopetrol S.A. (EC) reports senior management changes focused on innovation and energy transition. The Board of Directors resolved that Mr. Sergio Andrés Moreno Acevedo will cease to serve as Corporate Vice President of Science, Technology and Innovation as of the close of business on August 31, 2026. Ms. Diana Marcela Acero Rojas, currently Innovation and CT+i Portfolio Manager, will become Acting Corporate Vice President of Science, Technology and Innovation effective September 1, 2026.

The Board also formalized the appointment of Mr. Henryk Manuel Porras Villamil as Acting Executive Vice President of Energy Transition effective August 31, 2026, succeeding Mr. Ernesto Alfonso Gómez Cabarcas, who had held that role on a temporary basis through August 30, 2026 and will take statutory leave before pursuing new opportunities. Ecopetrol states it will provide further disclosure regarding permanent appointments to these positions in line with applicable requirements.

ECOPETROL S.A. (EC) reports a corporate governance development: Colombia’s Ministry of Finance and Public Credit, acting on behalf of the Nation as the company’s majority shareholder, has requested an extraordinary shareholders' meeting to consider, among other matters, the slate of candidates for the Board of Directors.

The company states that all applicable corporate procedures have been completed, formalizing the Nation’s slate of candidates, including those for seats 7, 8, and 9. This slate will be submitted for consideration at the forthcoming shareholders’ meeting, for which notice has already been published.

ECOPETROL describes itself as the largest company in Colombia, with more than 19,000 employees, responsible for over 60% of national hydrocarbon production and holding a 51.4% stake in ISA, expanding its activities into energy transmission, road concessions, and telecommunications across several Latin American countries.

Ecopetrol S.A. (EC) reports that it will implement specific measures to ensure the proper representation of shareholders at an Extraordinary Shareholders’ Meeting scheduled for September 15, 2026. These measures respond to requirements in Part III, Title I, Chapter VI of the Legal Basic Circular issued by the Financial Superintendence of Colombia (C.E. 006 of 2025).

The company reiterates its role as Colombia’s largest company and a major integrated energy firm in the Americas, with upstream, midstream, downstream and petrochemical operations, as well as a controlling 51.4% stake in ISA, which expands its activities into power transmission, road concessions and telecommunications across several Latin American countries.

ECOPETROL S.A. (EC) has called an extraordinary General Shareholders’ Meeting for September 15, 2026, at 11:00 a.m. in its main building in Bogotá, D.C., with live streaming and electronic voting. Shareholders are encouraged to attend with smart mobile devices or use proxy representation under Article 184 of the Colombian Commercial Code.

The agenda includes an amendment to Article 20 of the bylaws on the composition, renewal, and election of the Board of Directors; related updates to the Board Succession Policy and internal governance rules; possible waivers of certain information and review procedures if needed; and the comprehensive election of nine Board members for the 2025–2029 term using the electoral quotient system.

Ecopetrol S.A. (EC) reports multiple senior management changes effective at the end of August 2026. The Board of Directors decided that five current executives, including the Corporate Vice President of Territorial Transformation and HSE, the Vice President of Administration and Services, the Corporate Director of Institutional Relations and Communications, the Corporate Vice President of Strategy and New Business, and the Vice President of Refining and Industrial Processes, will perform their duties through August 30, 2026.

Beginning August 31, 2026, Ecopetrol appoints acting replacements drawn from internal senior professionals and managers in the same respective areas to assume the roles of acting Vice Presidents or acting Director. Ecopetrol states that it will announce the corresponding permanent appointments in due course and expresses appreciation for the outgoing executives’ leadership and achievements.

Ecopetrol S.A. (EC) announced a second call for meetings of holders of its ordinary domestic public debt bonds from the 2010 and 2013 issuances after the first-call meetings on August 18, 2026 did not reach the required deliberative and decision-making quorums. The meetings are being reconvened by the bondholders’ representatives Alianza Valores Fiduciaria S.A. and Itaú Fiduciaria Colombia S.A. to consider a proposed merger by absorption in which Ecopetrol would be the surviving company and Parque Solar Portón del Sol S.A.S. the absorbed company, a merger previously approved by Ecopetrol’s General Shareholders’ Meeting on March 27, 2026.

The 2010 bondholders’ meeting is scheduled for September 4, 2026 at 2:00 p.m. Bogotá time, and the 2013 bondholders’ meeting the same day at 3:30 p.m., both with in-person and virtual attendance options through Deceval’s electronic platform. The 2010 CPI-linked Series A bonds have a 30-year term to December 1, 2040, a coupon of CPI + 4.90%, and an outstanding amount of COP 284,300 million. The 2013 CPI-linked bonds include a 15-year tranche maturing August 27, 2028 with a coupon of CPI + 4.90% and COP 347,500 million outstanding, and a 30-year tranche maturing August 27, 2043 with a coupon of CPI + 5.15% and COP 262,950 million outstanding.

Ecopetrol S.A. (EC) reports the outcome of bondholders’ meetings held on August 18, 2026 for its domestic bond issuances from 2010 and 2013. At the 2010 bondholders’ meeting, no quorum was verified. At the 2013 meeting, a quorum representing 15.33% of the outstanding principal amount was verified, but this did not meet the required majority.

Under Colombian Decree 2555 of 2010, approval of the merger proposal at a first-call meeting requires both a numerical majority of bondholders present and at least 80% of the outstanding principal amount. Because these thresholds were not met for either issuance, Ecopetrol states that second-call meetings will be convened, with notice to be published in a newspaper of broad national circulation.

Ecopetrol S.A., through its wholly owned subsidiary Ecopetrol Investimentos do Brasil Ltda., has completed the acquisition of a controlling interest of approximately 51% of the outstanding voting share capital of Brava Energia S.A. in Brazil. The aggregate consideration was approximately US$1.2 billion, funded via an intercompany loan from Ecopetrol Capital AG, another subsidiary of the company.

Brava adds an important reserve and production base, with estimated proved reserves (1P) of about 459 mmboe and proved plus probable reserves (2P) of about 605 mmboe as of December 31, 2025, and average production of 78.8 kboed for the six months ended June 30, 2026. For the twelve months ended June 30, 2026, Brava reported revenue of approximately US$2.341 billion, EBITDA of about US$1.050 billion, and net income of roughly US$122.2 million, on an unaudited basis derived from its public disclosures.

The transaction supports Ecopetrol’s strategy to strengthen and diversify its portfolio, expand its presence in Brazil’s energy market, and enhance long-term value generation. Ecopetrol plans to provide additional information in a conference call on August 25, 2026.

Ecopetrol S.A. is convening General Bondholders’ Meetings for its domestic public debt bonds so holders can consider the merger by absorption of Parque Solar Portón del Sol S.A.S. into Ecopetrol, a merger approved by the General Shareholders’ Meeting on March 27, 2026.

Alianza Valores Fiduciaria S.A. will host the meeting for the 2010 CPI-linked Series A bonds on August 18, 2026, at 2:00 p.m. (Bogotá time), covering COP 284,300 million of bonds maturing December 1, 2040 with a coupon of CPI + 4.90%. Itaú Fiduciaria Colombia S.A. will host the meeting for the 2013 CPI-linked bonds the same day at 3:30 p.m., covering COP 347,500 million maturing August 27, 2028 at CPI + 4.90% and COP 262,950 million maturing August 27, 2043 at CPI + 5.15%. Both meetings allow in-person and virtual attendance via Colombia’s Central Securities Depository platform.