Ecopetrol (NYSE: EC) backs COP 121 dividend, COP 20.7T reserve and solar merger
Rhea-AI Filing Summary
Ecopetrol S.A. reports the decisions from its Ordinary General Shareholders’ Meeting held on March 27, 2026. Shareholders approved the 2025 Integrated Management Report, the Board’s corporate governance report, and the audited individual and consolidated financial statements.
They adopted a profit distribution plan with an ordinary dividend of COP $121 per share. Minority shareholders are expected to receive their dividend in a single installment no later than April 30, 2026. The majority shareholder is expected to receive COP $4.0 trillion no later than April 30, 2026 and the remaining balance no later than June 30, 2026.
Shareholders also approved the creation of an occasional reserve of COP $20.7 trillion to support execution of the company’s strategy and authorized the merger of Ecopetrol as the surviving entity with Parque Solar Portón del Sol S.A.S. The meeting did not approve a proposed bylaws amendment submitted by pension funds managed by Colfondos.
Positive
- None.
Negative
- None.
Insights
Dividend of COP 121/share, COP 20.7T reserve and a solar merger mark Ecopetrol’s 2026 shareholder decisions.
The meeting locked in a relatively generous cash return via a COP 121 per-share dividend and structured payments to the state as majority owner, including COP 4.0 trillion by April 30, 2026. This clarifies near-term cash outflows and capital allocation priorities.
Creating an occasional reserve of COP 20.7 trillion signals a sizeable pool earmarked to support the stated strategy, which may include growth or balance sheet objectives. Approval of the merger with Parque Solar Portón del Sol S.A.S. reinforces Ecopetrol’s integrated energy positioning, while rejection of the Colfondos bylaws amendments preserves the current governance framework.
Because the filing does not quantify how these amounts compare with Ecopetrol’s overall balance sheet or prior dividends, the net impact on valuation is hard to gauge from this information alone. Subsequent disclosures in financial reports will better show how the reserve and merger translate into returns and leverage metrics.
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 March, 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. | ||||
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By: |
/s/ Alfonso Camilo Barco | |||
| Name: |
Alfonso Camilo Barco |
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| Title: | Chief Financial Officer | |||
Date: March 29, 2026
Decisions Adopted by the Shareholders in Ordinary General Meeting held on March 27, 2026
Ecopetrol S.A. (BVC: ECOPETROL; NYSE: EC) announces that its Ordinary General Shareholders’ Meeting took place on March 27, 2026, at 9:21 a.m., after the Company duly convened the meeting in accordance with all applicable legal and bylaw requirements. During the meeting, shareholders voted on each item on the agenda as detailed below:
i. Approval of the Agenda
The shareholders approved the agenda proposed for the meeting.
ii. Appointment of the Chairman of the General Shareholders’ Meeting
The shareholders appointed Mr. Germán Ávila, Minister of Finance and Public Credit, as Chairman of the General Shareholders’ Meeting.
iii. Appointment of the Elections and Vote-Counting Committee of the General Shareholders’ Meeting
The shareholders appointed the Elections and Vote-Counting Committee, as proposed by shareholder Amparo del Pilar González.
iv. Appointment of the Committee for the Review and Approval of the Minutes of the General Shareholders’ Meeting
The shareholders appointed the Committee for the Review and Approval of the minutes, as proposed by shareholder Edisson Forero.
v. Approval of the Board of Directors’ Corporate Governance Report
Dr. Luis Felipe Henao Cardona, Chairman of the Corporate
Governance and Sustainability Committee, presented a summary of the report on compliance with and implementation of corporate governance
practices, in accordance with the Company’s Bylaws, Ecopetrol’s internal regulations, and the recommendations of the Colombian
Code of Best Corporate Practices (Código País).
The shareholders approved the report.
This report is included in the Integrated Management Report for the year 2025.
vi. Approval of the 2025 Integrated Management Report
The President of Ecopetrol presented the most relevant aspects of the 2025 Integrated Management Report. The shareholders approved the report, which is available on the Company’s corporate website: https://www.ecopetrol.com.co/wps/portal/Home/es/Inversionistas/Asambleageneraldeaccionistas/asambleaordinaria2026/
vii. Approval of the Audited Individual and Consolidated Financial Statements
The Company made a general presentation of the individual and consolidated financial statements. The shareholders approved these financial statements, which are available on the Company’s corporate website: https://www.ecopetrol.com.co/wps/portal/Home/es/Inversionistas/Asambleageneraldeaccionistas/asambleaordinaria2026/
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Additionally, the 2025 Integrated Management Report includes the individual and consolidated financial statements.
viii. Presentation and Approval of the Proposal for the Distribution of Profits to Ecopetrol Shareholders
The shareholders approved the profit distribution proposal that the Ministry of Finance and Public Credit, acting on behalf of the Nation, submitted. The proposal provides for an ordinary dividend of one hundred twenty-one Colombian pesos (COP $121) per share.
The Company expects to pay the dividend to minority shareholders in a single installment no later than April 30, 2026. For the majority shareholder, the Company expects to pay four trillion Colombian pesos (COP $4.0 trillion) no later than April 30, 2026, and to pay the remaining balance no later than June 30, 2026. The shareholders also approved the creation of an occasional reserve in the amount of COP $20.7 trillion, intended to provide flexibility in the execution of the Company’s strategy.
ix. Consideration and Approval of the Merger and the Merger Agreement to Be Entered Into Between Ecopetrol (Surviving Entity) and Parque Solar Portón del Sol S.A.S. (Absorbed Entity)
The General Shareholders’ Meeting approved the merger, as well as the Merger Agreement and its annexes, executed between Ecopetrol S.A. (as the surviving entity) and Parque Solar Portón del Sol S.A.S. (as the absorbed entity).
x. Request for Consideration and Approval of a Bylaws Amendment Submitted by Pension Funds Managed by Colfondos S.A. Pensiones y Cesantías – ACCAI (Colfondos)
Colfondos proposed amendments to Articles 13, 15, and
30 of the Company’s Bylaws and requested that the General Secretariat carry out the corresponding updates, register them with the
Chamber of Commerce, and publish the updated text on the official website.
However, shareholders did not approve this proposal.
The shareholders voted on the agenda items as follows:
| Matter submitted for consideration by the General Shareholders' Meeting | Agenda proposed by Ecopetrol in the notice of meeting | Agenda proposed in the notice of meeting, including the item regarding the President’s resignation | Blank vote | Abstention |
| Approval of the agenda | 93.69422215% | 0.00356336% | 0.00004189% | 6.3021726% |
| |
| Matter submitted for consideration by the General Shareholders' Meeting | Significance of the affirmative vote | Significance of the negative vote | Blank vote | Abstention |
| Appointment of the Chair of the General Shareholders' Meeting | 95.67111213% | 0.00158671% | 0.00019837% | 4.3271028% |
| Appointment of the Election and Ballot Counting Committee of the General Shareholders' Meeting | 95.73857915% | 0.00120232% | 0.00020311% | 4.26001542% |
| Appointment of the Committee for the Review and Approval of the Minutes of the General Shareholders' Meeting | 99.9713716% | 0.0010562% | 0.00018081% | 0.02739139% |
| Approval of the Board of Directors' Report on Corporate Governance | 95.68114896% | 4.26811301% | 0.05064543% | 0.0000926% |
| Approval of the 2025 Integrated Management Report | 95.66650238% | 4.27560784% | 0.05067245% | 0.00721732% |
| Approval of the audited individual and consolidated financial statements2 | 97.40315769% | 2.53925455% | 0.05063641% | 0.00652545% |
| Matter submitted for consideration by the General Shareholders' Meeting | Proposal 1: Ecopetrol: Distribute 110 pesos per share and pay dividends to all shareholders in a single installment no later than April 30, 2026 |
Proposal 2 National Government – Ministry of Finance and Public Credit: Distribute 121 pesos per share, with dividends to minority shareholders to be paid in a single installment no later than April 30, 2026, while the majority shareholder is to receive a payment of four trillion pesos ($4.0 trillion) no later than April 30, 2026, and the remaining amount no later than June 30, 2026 |
Proposal 3 (Pablo Emilio Martínez Corredor) To distribute 130 pesos per share and to pay dividends to shareholders in a single installment no later than April 30, 2026 |
Abstention |
Blank Vote |
| Presentation and approval of the proposed profit distribution plan for Ecopetrol shareholders | 8.72404226% | 90.91514288% | 0.29664358% | 0.01358579% |
0.05058549% |
| Matter submitted for consideration by the General Shareholders' Meeting | Significance of the affirmative vote | Significance of the negative vote | Blank vote | Abstention |
| Consideration and approval of the merger and the merger agreement to be entered into between Ecopetrol (the acquiring company) and Parque Solar Portón del Sol S.A.S. (the acquired company) | 99.26774214% | 0.68162423% | 0.05058601% | 0.00004761% |
| Request for consideration and approval of a bylaw amendment by pension funds managed by Colfondos S.A. Pensiones y Cesantías – ACCAI (Colfondos) | 0.69508317% | 0.08493806% | 0.00001195% | 99.21996682% |
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Bogota, March 27, 2026
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Ecopetrol is Colombia's largest company and one of the leading integrated energy companies in the Americas, with more than 19,000 employees. In Colombia, it is responsible for more than 60% of hydrocarbon production, most of the hydrocarbon transportation, logistics, and refining system, and has leading positions in petrochemicals and gas distribution. With the acquisition of 51.4% of ISA's shares, it participates in energy transmission, real-time systems management (XM), and the Barranquilla-Cartagena coastal road concession. Internationally, Ecopetrol has a presence in strategic basins in the Americas, with E&P operations in the United States (Permian Basin and Gulf of Mexico), Brazil, and Mexico. Through ISA and its subsidiaries, it holds leading positions in the energy transmission business in Brazil, Chile, Peru, and Bolivia, as well as in road concessions in Chile and telecommunications.
For more information, please contact:
Investor Relations Department
Email: investors@ecopetrol.com.co
Media Relations (Colombia)
Marcela Ulloa Beltrán
Email: marcela.ulloa@ecopetrol.com.co