Pampa Energy renews one-year SACDE services framework
Pampa Energy Inc. approved a one-year renewal, beginning November 2, 2026, of its general framework for transactions with Sociedad Argentina de Construcción y Desarrollo Estratégico S.A.
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Rhea-AI Filing Summary
Pampa Energy Inc. approved a one-year renewal, beginning November 2, 2026, of its general framework for transactions with Sociedad Argentina de Construcción y Desarrollo Estratégico S.A. (SACDE), a company that shares Pampa’s controlling group. The framework covers acquiring construction and engineering services for Company projects to be carried out in the next year, provided transactions are on terms considered reasonable under prevailing market conditions.
The Audit Committee concluded that transactions following the pre-established, approved conditions could reasonably be considered arm’s-length market transactions. Directors Gustavo Mariani, Ricardo Torres and Nicolás Mindlin abstained; all other directors present voted in favor.
Filing Explained
The renewed one-year framework governs possible SACDE construction and engineering transactions as project needs and opportunities arise; its approval sets terms for such work, not a specified contract or purchase.
Key Figures
Key Terms
arm’s length market transaction regulatory
normal and customary market conditions financial
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN
ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2026
(Commission File No. 001-34429),
PAMPA ENERGIA S.A.
(PAMPA ENERGY INC.)
Argentina
(Jurisdiction of incorporation or organization)
Maipú 1
C1084ABA
City of Buenos Aires
Argentina
(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 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- .)
This Form 6-K for Pampa Energía S.A. (“Pampa” or the “Company”) contains:
Exhibit 1: November 2, 2026 entitled “Operations with Sociedad Argentina de Construcción y Desarrollo Estratégico S.A.”
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.
Date: November 2, 2026
| Pampa Energía S.A. | ||
| By: |
/s/ Gustavo Mariani |
|
|
Name: Gustavo Mariani Title: Chief Executive Officer |
||
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will a ctually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.
Buenos Aires, November 2nd, 2026
COMISIÓN NACIONAL
DE VALORES
BOLSAS Y MERCADOS
ARGENTINOS S.A.
Ref.: Operations with Sociedad Argentina de Construcción y Desarrollo Estratégico S.A.
Dear Sirs,
I am writing to the National Securities Commission (“Comisión Nacional de Valores”) and Bolsas y Mercados Argentinos S.A. in my capacity as Head of Market Relations of Pampa Energía S.A. (the “Company”), to inform that on the date hereof, the Board of the Directors of the Company approved a new general framework containing the terms and conditions for acquiring the services of Sociedad Argentina de Construcción y Desarrollo Estratégico S.A. related to the construction and engineering of the Company projects to be carried out in the next year (the relevant excerpt of the minutes is attached hereto as Annex I). This new framework’s terms and conditions are in accordance with those contained in the frameworks approved in the previous years, and that were informed as Relevant Event on November 9, 8, 11, 10, 7, 8, 6 and 4 2018, 2019, 2020, 2021, 2022, 2023, 2024 and 2025, respectively.
Before the approval mentioned above, it is worth noting that it was required the opinion of the Company’s Audit Committee regarding the adjustment of those operations to arm’s length conditions, following art. 72 of the Capital Markets Law. The rendered opinion concluded that, as long as those operations are made under the pre-established and approved conditions, they can be reasonably considered arm’s length market transaction.
It is informed that the Audit Committee’s opinion is available at the CNV’s “Autopista de la Información Financiera” and upon shareholders’ request at the Company’s headquarters.
Sincerely,
María Agustina Montes
Head of Market Relations
Annex I
Consideration of the Renewal of the Framework Agreement for Transactions to be Entered into by the Company with Sociedad Argentina de Construcción y Desarrollo Estratégico S.A.
The Chairman once again took the floor and informed those present that, as they are aware, at its meetings held on November 8, 11, 10, 7, 8, 6 and 4 of 2019, 2020, 2021, 2022, 2023, 2024 and 2025, respectively, the Board of Directors of the Company resolved to approve a general framework for the development of various projects that could result in the Company entering into, on a regular basis and as needs and opportunities arise, certain transactions with Sociedad Argentina de Construcción y Desarrollo Estratégico S.A. (“SACDE”), a company with which Pampa shares the same controlling group (the “Transactions”).
The Chairman further informed that the general framework approved in 2024 was established for a term of one year and, accordingly, is about to expire. Consequently, the Chairman stated that it would be advisable, and moved that the Board of Directors approve, the renewal of the general framework for the implementation of the Transactions for a term of one year as from the date hereof, provided that such Transactions are carried out on terms considered reasonable in accordance with prevailing market conditions.
In this regard, on the date hereof, the Audit Committee issued and approved, pursuant to the authority granted under Section 110(h) of Capital Markets Law No. 26,831 (the “CML”) and Section 18(f), Section V, Chapter III, Title II of the CNV Rules, a related-party transactions report stating that, in the opinion of the Audit Committee, as of the date of issuance of such report, any Transactions entered into in accordance with the terms and conditions established at the aforementioned Audit Committee meeting are deemed to be reasonably consistent with normal and customary market conditions, in compliance with the procedure prescribed by Section 72 of the CML.
After hearing the foregoing and following extensive deliberation, the Board of Directors, with Directors Gustavo Mariani, Ricardo Torres and Nicolás Mindlin abstaining from voting and with the unanimous affirmative vote of all other Directors present, RESOLVED to: (i) approve the Chairman’s proposal in its entirety; and (ii) instruct the Secretary to retain in the Company’s records the presentation made and the Audit Committee’s report.