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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 OF

THE SECURITIES EXCHANGE ACT OF 1934

For the month of November, 2021

Comission File Number 001-32535

Bancolombia S.A.

(Translation of registrant’s name into English)

Cra. 48 # 26-85

Medellín, 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 þ                    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):___

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(2):___

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 þ

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

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BANCOLOMBIA S.A. (NYSE: CIB; BVC: BCOLOMBIA, PFBCOLOM) REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER OF 2021.

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November 2, 2021. Medellin, Colombia – Today, BANCOLOMBIA S.A. (“Bancolombia” or “the Bank”) announced its earnings results for the third quarter of 2021¹.

¹ This report corresponds to the interim unaudited consolidated financial information of BANCOLOMBIA S.A. and its subsidiaries (“BANCOLOMBIA” or “The Bank”) which Bancolombia controls, amongst others, by owning directly or indirectly, more than 50% of the voting capital stock. This financial information has been prepared based on financial records generated in accordance with International Financial Reporting Standards – IFRS. BANCOLOMBIA maintains accounting records in Colombian pesos, referred to herein as “Ps.” or “COP”. The financial information for the quarter ended September 30, 2021 is not necessarily indicative of the results for any other future interim period. For more information, please refer to the Bank's filings with the Securities and Exchange Commission, which are available on the Commission's website at www.sec.gov.

. BANCOLOMBIA’s first IFRS financial statements will cover the year ending in 2015. CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS: 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 and Section 21E of the U.S. Securities Exchange Act of 1934. 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; consequently, there are or will be factors, including, among others, changes in general economic and business conditions, changes in currency exchange rates and interest rates, introduction of competing products by other companies, lack of acceptances of new products or services by our targeted customers, changes in business strategy and various others factors, that could cause actual results to differ materially from those indicated in such statements. We do not intend, and do not assume any obligation, to update these forward-looking statements. Certain monetary amounts, percentages and other figures included in this report have been subject to rounding adjustments. Any reference to BANCOLOMBIA means the Bank together with its affiliates, unless otherwise specified.

Representative Market Rate, October 1, 2021 $3,812.50 = US$ 1

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BANCOLOMBIA: Summary of consolidated financial quarterly results

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1.BALANCE SHEET

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1.1.Assets

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As of September 30, 2021, Bancolombia's assets totaled COP 269.751 billion, which represents a growth of 1.6% compared to 2Q21 and 3Q20.

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During the quarter, the peso depreciated 1.7% versus the US dollar and in the last 12 months it appreciated 1.4%. The average exchange rate was 2.1% higher in 3Q21 versus 2Q21.

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The increase in total assets during the first quarter is largely explained by the growth in the loan book.

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1.2.Loan Portfolio

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The following table shows the composition of Bancolombia’s loans by type and currency:

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In 3Q21, gross loans grew 3.3% compared to 2Q21 and 5.8% compared to 3Q20. During the last 12 months peso-denominated loans grew 7.5% and the dollar-denominated loans (expressed in USD) grew 4.2%.

At the end of 3Q21, Banco Agricola operations in El Salvador, Banistmo in Panama and BAM in Guatemala represented 28% of total gross loans.

Gross loans denominated in currencies other than COP, generated by operations in Central America, the international operation of Bancolombia Panamá, Puerto Rico and the USD denominated loans in Colombia, accounted for 34.3% of the portfolio, and grew 4.2% in the quarter (when expressed in COP).

Total reserves (provisions in the balance sheet) for loan losses decreased 0.9% during the quarter and totaled COP 16,697 billion equivalent to 7.9% of the gross loans at the end of the quarter.

For further explanation regarding coverage of the loan portfolio and credit quality trends, (see section 2.4. Asset Quality, Provision Charges and Balance Sheet Strength).

The following table summarizes Bancolombia’s total loan portfolio:

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1.3.Investment Portfolio

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As of September 30, 2021, Bancolombia's net investment portfolio totaled COP 26,847 billion, decreasing 6.8% from the end of 2Q21 and 3.2% from the end of 3Q20.

At the end of 3Q21, the debt securities portfolio had a duration of 22.6 months and a weighted average yield to maturity of 5.4%.

1.4.Goodwill and intangibles

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At the end of 3Q21, Bancolombia's goodwill and intangibles totaled COP 8,258 billion, increasing 1.4% compared to 2Q21. This quarterly variation is mainly explained by the depreciation of the COP against the USD.

1.5.Funding

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As of September 30, 2021, Bancolombia's liabilities totaled COP 237,882 billion, growing 1.3% from the end of 2Q21, and 0.7% compared to 3Q20.

Customer deposits totaled COP 189,645 billion (79.7% of liabilities) at the end of 3Q21, decreasing 0.1% compared to 2Q21 and increasing 3.3% over the last 12 months. The net loans to deposits ratio was 102.1% at the end of 3Q21 increasing compared to 98.4% in 2Q21.

For the last two years, Bancolombia's funding cost has shown a sustained decrease on a quarterly basis, mainly as a result of the greater share on savings and checking accounts from retail customers, while maintaining at the same time a solid liquidity position.

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1.6.Shareholders’ Equity and Regulatory Capital

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Shareholders’ equity at the end of 3Q21 was COP 30,261 billion, increasing by 4.3% compared to 2Q21 and by 8.1% when compared to 3Q20.

Bancolombia's consolidated solvency ratio under Basel III was 15.31% in 3Q21, while the basic capital ratio (Tier 1) was 11.76%. This leverage level is adequate considering the balance sheet risks and asset growth expectations.

The tangible capital ratio, defined as shareholders’ equity minus goodwill and intangible assets divided by tangible assets, was 8.3% at the end of 3Q21.

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2.INCOME STATEMENT

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Net income totaled COP 943 billion in 3Q21, or COP 980.03 per share (USD $ 1.03 per ADR). This profit represents a reduction of 18.5% compared to 2Q21 and a growth of 237.1% when compared to 3Q20. Bancolombia's annualized return on equity (“ROE”) was 12.7% for 3Q21 and 8.4% for the last 12 months.

2.1.Net Interest Income

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Net interest income totaled COP 2,906 billion in 3Q21, 2.1% greater than the value reported in 2Q21, and 4.9% above 3Q20. During 3Q21, the investment, interest rate derivatives and repos portfolio generated COP 148 billion, 8.4% lower when compared to 2Q21..

Net Interest Margin

The annualized net interest margin remained stable at 5.0% during 3Q21. The annualized net interest margin for investments in 3Q21 was 0.6%. During the third quarter this value did not present significant variations compared to the previous period, and is mainly explained by the management operations of the bank´s liquidity and the fixed income portfolio, whose position at the short end of the yield curve was favored by the stability in the margin intermediation between its profitability and the costs linked to its funding.

The annualized net interest margin of the loan portfolio was 5.6%, meaning a decline of 10 basis points compared to 2Q21. This variation is explained by the repricing of assets late effect, following the reference rate reduction completed during 2020 by the Colombian Central Bank. The resulting lower interest expenses have avoided a further compression on the margin.

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The total cost of funding extended its downward trend during 3Q21. Savings accounts and checking accounts continued to increase their share over the last 12 months. Savings accounts represented 36% in 3Q20, increasing to 42% of total funding by 3Q21. On the other hand, checking accounts represented 14% in 3Q20, rising to 16% of total funding in 3Q21. The annualized average weighted cost of deposits was 1.41% in 3Q21, falling 4 basis points compared to 2Q21 and 75 basis points compared to 3Q20.

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2.2.Fees and Income from Services

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During 3Q21, net fees and income from services totaled COP 880 billion, growing 9.1% compared to 2Q21, and 15.2% compared to 3Q20.

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The yearly expansion on this line is mainly attributed to the better performance of fees from credit, debit cards and commercial establishments, as a result of the greater volume of transactions, as well as the commissions generated by banking services and by payments and collections.

Fees from credit, debit cards and commercial establishments went up by 10.9% compared to 2Q21 and by 25.9% compared to 3Q20. Similarly, fees from banking services were up 11.9% and 20.0% compared to 2Q21 and 3Q20 respectively. Lastly fees from payments and collections grew 8.5% compared to 2Q21 and 28.2% with respect to 3Q20.

2.3.Other Operating Income

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Total other operating income was COP 554 billion in 3Q21, up by 5.3% compared to 2Q21 and by 92.8% compared to 3Q20. The annual growth is largely explained by the operating leases division and by profits on the sale of assets. Revenues in the operating leases line totaled COP 240 billion in 3Q21, showing an increase of 13.1% compared to 2Q21 and 44.2% compared to 3Q20. The annual growth is largely due to higher volumes of operations and delivered assets under leasing.

2.4.Asset Quality, Provision Charges and Balance Sheet Strength

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The principal balance for past due loans (those that are overdue for more than 30 days) totaled COP 9,072 billion at the end of 3Q21 and represents 4.4% of total gross loans, decreasing when compared to 2Q21, when past due loans represented 4.6% of total gross loans. During the quarter, charge-offs totaled COP 854 billion.

The coverage, measured by the ratio of allowances for loans losses (principal) to PDLs (overdue 30 days), was 167.2% at the end of 3Q21, decreasing compared to 169.1% at the end of 2Q21. The deterioration of the loan portfolio (new past due loans including charge-offs) was COP 892 billion.

Provision charges (net of recoveries) totaled COP 514 billion in 3Q21. The provision expense for the quarter is mostly related to the operation in Colombia. The gradual decrease is associated with the macroeconomic impact and adjustments in the provisioning models relating to clients subject to credit reliefs, which jointly have caused a balance reduction from previous periods. Among the main factors affecting the charges amount for the quarter, it is worth mentioning the provisions regarding the NPV methodology for specific clients from the corporate segment.

Provisions as a percentage of the average gross loans were 1.0% annualized for 3Q21 and 2.2% for the last 12 months. Bancolombia maintains a strong balance sheet supported by an adequate level of loan loss reserves. Allowances (for the principal) for loan losses totaled COP 15,168 billion, or 7.4% of total loans at the end of 3Q21, decreasing when compared to 2Q21.

The following tables present key metrics related to asset quality:

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Stage 1. Financial instruments that do not deteriorate since their initial recognition or that have low credit risk at the end of the reporting period. (12-month expected credit losses).

Stage 2. Financial instruments that have significantly increased their risk since their initial recognition. (Lifetime expected credit losses).

Stage 3. Financial instruments that have Objective Evidence of Impairment in the reported period. (Lifetime expected credit losses).

2.5.Operating Expenses

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During 3Q21, operating expenses totaled COP 2,377 billion, increasing by 14.2% compared to 2Q21 and by 22.9% compared to 3Q20.

Personnel expenses (salaries, bonus plan payments and compensation) totaled COP 980 billion in 3Q21, which represents an increase of 16.1% from 2Q21 and 27.5% from 3Q20. The quarterly and annual increase in labor expenses is mostly due to the higher provision regarding variable compensation in line with the progressively better results obtained in 2021.

During 3Q21, administrative expenses totaled COP 907 billion, going up by 11.2% relative to 2Q21 and by 25.7% relative to 3Q20. Depreciation and amortization expenses totaled COP 250 billion in 3Q21, up by 21.9% over the past quarter and up by 18.2% over the same period of last year.

As of September 31, 2021, Bancolombia had 31.076 employees, owned 919 branches, 6,036 ATMs, 23,117 banking agents and served more than 20 million customers.

2.6.Taxes

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On September 14, 2021, the new tax reform, called the “Ley de Inversión Social”, was sanctioned by the President of Colombia, Iván Duque Márquez. Among the tax modifications implemented, it is worth noting the increase in the corporate income tax rate from 30% to 35% starting from 2022 in the country, and the extension for 3 more years, between 2023 to 2025, of the of 3 percentage points tax surcharge to financial institutions.

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As regards Bancolombia S.A., the enactment of the law had an impact relating the recalculation of the deferred tax, which generated an additional provision of 147 billion pesos as of September 2021. Among the tax effects caused by the tax reform, the most noteworthy impacts referred to some concepts such as: goodwill, loan portfolio, bonds and others.

Third quarter income tax on a consolidated basis was COP 581 billion. The increase in the quarter and in cumulative figures is related to the profit growth in the group and to the higher tax expenses generated in the Colombian operation due to the tax reform.

On the other hand, the yields on securities issued by the Governments in Guatemala, El Salvador and Panama, as well as the fiscal benefits in Colombia (tax-exempt income from social housing loan portfolio and investments in real productive fixed assets) reported a lower expense in the quarter.

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3.BREAK DOWN OF OPERATIONS

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The following table summarizes the financial statements of our operations in each country.

BANCOLOMBIA S.A. (STAND ALONE) – COLOMBIA

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BANISTMO- PANAMA

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BANCO AGRÍCOLA- EL SALVADOR