Ecopetrol suspends Brazil tender offer after CVM requests

Ecopetrol S.A. has temporarily suspended its tender offer in Brazil after its subsidiary received requests for adjustments from the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários, CVM).

Rhea-AI Filing Summary

Ecopetrol S.A. has temporarily suspended its tender offer in Brazil after its subsidiary received requests for adjustments from the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários, CVM). The company is pausing the process to fully comply with Brazilian regulations.

The auction tied to the tender offer will resume on a date to be determined by the CVM once the requested adjustments are made, approved, and all conditions precedent in the Brazilian stock exchange documentation are satisfied. Ecopetrol cautions that there is no assurance on the timing of the resumption or that all conditions will be met.

Insights

Latin America energy and regulatory analyst

Ecopetrol’s Brazil tender offer is paused pending CVM-driven changes.

Ecopetrol has halted its Brazilian tender offer after the local regulator, the CVM, requested adjustments. The offer, conducted through its subsidiary Ecopetrol Investimentos do Brasil Ltda., will stay suspended until those changes are made and approved.

The company states that the auction related to the offer will only resume once the CVM signs off and all conditions precedent in the B3 exchange documentation are satisfied. This makes the transaction’s timing and completion contingent on regulatory review and deal conditions rather than company discretion alone.

Ecopetrol notes there is no assurance on when the offer might resume or whether all conditions will be fulfilled. Future company communications on the results of the tender offer and progress toward satisfying conditions will be important for understanding how this Brazil initiative ultimately proceeds.

Key Figures

Employees: more than 19,000 employees Hydrocarbon production share: more than 60% of Colombia’s hydrocarbon production ISA ownership stake: 51.4% of ISA’s shares

3 metrics

Employees more than 19,000 employees Company workforce size

Hydrocarbon production share more than 60% of Colombia’s hydrocarbon production Share of national production in Colombia

ISA ownership stake 51.4% of ISA’s shares Equity stake in ISA following acquisition

Key Terms

Tender Offer, Comissão de Valores Mobiliários (CVM), conditions precedent, forward-looking statements, +1 more

5 terms

Tender Offer financial

"in connection with the tender offer (the “Tender Offer” or “OPAV”) in Brazil announced on May 25, 2026"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

Comissão de Valores Mobiliários (CVM) regulatory

"has received requests for adjustments from the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários, “CVM”)"

The Comissão de Valores Mobiliários (CVM) is Brazil’s federal agency that oversees and enforces rules for securities markets, including stock exchanges, public offerings and market intermediaries. It matters to investors because it acts like a referee and safety inspector—setting standards, investigating fraud, and requiring clear disclosures so investors can trust the information they use to make decisions and rely on fair play in the market.

conditions precedent financial

"once the corresponding adjustments have been made and approved by the CVM, and all conditions precedent set forth in the offering documentation"

Conditions precedent are the specific tasks, approvals, or facts that must be satisfied before a contract or transaction becomes effective or a payment is made. Think of them as a checklist you must complete before turning the key on a new machine; if items are missing the deal can be delayed, renegotiated, or canceled. Investors watch these conditions because they determine timing, completion risk, and whether expected benefits will actually occur.

forward-looking statements regulatory

"This release contains statements that may be considered forward-looking statements within the meaning of Section 27A"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

hydrocarbon production financial

"it is responsible for more than 60% of the hydrocarbon production of most transportation, logistics, and hydrocarbon refining systems"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did Ecopetrol (EC) suspend its tender offer in Brazil?

Ecopetrol suspended its Brazilian tender offer because its subsidiary received requests for adjustments from the Brazilian Securities and Exchange Commission (CVM). The pause allows Ecopetrol to fully comply with Brazilian regulations before the auction resumes on a date set by the CVM.

How long will Ecopetrol’s Brazil tender offer remain suspended?

Ecopetrol states the tender offer is suspended until further notice, with no assurance on timing. The auction is expected to resume once the CVM approves the requested adjustments and all conditions precedent in the B3 exchange documentation have been satisfied.

What conditions must be met before Ecopetrol’s Brazil tender offer resumes?

The tender offer auction will resume after Ecopetrol’s subsidiary makes the requested adjustments, the CVM approves them, and all conditions precedent in the Brazilian B3 stock exchange offering documentation are met. These conditions collectively govern when and how the process can restart.

Which Ecopetrol entity is responsible for the Brazil tender offer?

The tender offer in Brazil is being carried out by Ecopetrol’s subsidiary, Ecopetrol Investimentos do Brasil Ltda. This subsidiary received the CVM’s requests for adjustments, prompting the parent company to temporarily suspend the offer to ensure full regulatory compliance.

How will Ecopetrol (EC) communicate updates on the Brazil tender offer?

Ecopetrol plans to continue informing the market of material developments related to the Brazilian tender offer. This includes communicating the transaction’s progress, fulfillment of conditions, and final results once the auction resumes and the process advances under CVM oversight.

What broader business profile does Ecopetrol (EC) highlight in this report?

Ecopetrol describes itself as Colombia’s largest company, responsible for more than 60% of the country’s hydrocarbon production and employing over 19,000 people, with integrated operations in exploration, production, refining, petrochemicals, gas distribution, power transmission, road concessions, and telecommunications across several American countries.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/15/2026 - 09:54 PM EDT Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June, 2026

Commission File Number 001-34175

ECOPETROL S.A.

(Exact name of registrant as specified in its charter)

N.A.

(Translation of registrant’s name into English)

COLOMBIA

(Jurisdiction of incorporation or organization)

Carrera 13 No. 36 – 24

BOGOTA D.C. – COLOMBIA

(Address of principal executive offices)

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 x      Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)

Yes ¨      No x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)

Yes ¨      No x

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨      No x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- N/A

SIGNATURES

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.

	Ecopetrol S.A.
	By:	/s/ Alfonso Camilo Barco
		Name:	Alfonso Camilo Barco
		Title:	Chief Financial Officer

Date: June 15, 2026

 

Ecopetrol announces the temporary suspension of the Tender Offer in Brazil, following requirements from the Comissão de Valores Mobiliários (CVM)

Bogota D.C., June 15, 2026

Ecopetrol S.A. (BVC: ECOPETROL; NYSE: EC, the “Company”) announces that, in connection with the tender offer (the “Tender Offer” or “OPAV”) in Brazil announced on May 25, 2026, its subsidiary Ecopetrol Investimentos do Brasil Ltda. (the “Subsidiary”) has received requests for adjustments from the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários, “CVM”).

In response to such requests, and in order to fully comply with applicable Brazilian regulations, the Company has determined to temporarily suspend the Tender Offer until further notice. Accordingly, the auction related to the Tender Offer is expected to resume on a date to be determined by the CVM, once the corresponding adjustments have been made and approved by the CVM, and all conditions precedent set forth in the offering documentation published on the B3 stock exchange in Brazil have been satisfied.

Ecopetrol will continue to timely inform the market of any material developments related to this transaction, including the results of the Tender Offer and the progress made toward the fulfillment of the established conditions. No assurance can be given as to the timing of such resumption or that all such conditions will be satisfied.

------------------------------------- 

Ecopetrol is the largest company in Colombia and one of the main integrated energy companies in the American continent, with more than 19,000 employees. In Colombia, it is responsible for more than 60% of the hydrocarbon production of most transportation, logistics, and hydrocarbon refining systems, and it holds leading positions in the petrochemicals and gas distribution segments. With the acquisition of 51.4% of ISA’s shares, the company participates in energy transmission, the management of real-time systems (XM), and the Barranquilla–Cartagena coastal highway concession. At the international level, Ecopetrol has a stake in strategic basins in the American continent, with drilling and exploration operations in the United States (Permian basin and the Gulf of Mexico), Brazil, and Mexico, and, through ISA and its subsidiaries, Ecopetrol holds leading positions in the power transmission business in Brazil, Chile, Peru, and Bolivia, road concessions in Chile, and the telecommunications sector.

This release contains statements that may be considered forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. All forward-looking statements, whether made in this release or in future filings or press releases, or orally, address matters that involve risks and uncertainties, including in respect of the Company’s prospects for growth and its ongoing access to capital to fund the Company’s business plan, among others. Consequently, changes in the following factors, among others, could cause actual results to differ materially from those included in the forward-looking statements: market prices of oil & gas, our exploration, and production activities, market conditions, applicable regulations, the exchange rate, the Company’s competitiveness and the performance of Colombia’s economy and industry, to mention a few. We do not intend and do not assume any obligation to update these forward-looking statements. 

For more information, please contact:

Investor Relations Office

Email: investors@ecopetrol.com.co 

Head of Corporate Communications (Colombia)  

Marcela Ulloa  

Email: marcela.ulloa@ecopetrol.com.co 

Filing Exhibits & Attachments

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