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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 February, 2020

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 FOURTH QUARTER OF 2020.

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February 24, 2021. Medellin, Colombia – Today, BANCOLOMBIA S.A. (“Bancolombia” or “the Bank”) announced its earnings results for the fourth quarter of 2020¹.

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 December 31, 2020 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, January 1, 2021 $3,432.50 = US$ 1

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 December 31, 2020, Bancolombia’s assets totaled COP 255,569 billion, which represents a decrease of 3.8% compared to 3Q20 and an increase of 8.3% compared to 4Q19.

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During the quarter, the COP appreciated 11.2% versus the USD and over the past 12 months, it depreciated 4.7%. The average exchange rate for 4Q20 was 0.3% lower than that of 3Q20.

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The increase in total assets during the year is largely explained by the growth in the loan book and financial assets investment.

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 4Q20, gross loans decreased by 3.7% when compared to 3Q20 and increased by 5.0% when compared to 4Q19. During the last twelve months peso-denominated loans grew 5.8% and the dollar-denominated loans (expressed in USD) decreased by 1.3%.

As of December 31, 2020, the operations in Banco Agricola in El Salvador, Banistmo in Panama and BAM in Guatemala, represented 26% of total gross loans.

Gross loans denominated in currencies other than COP, originated by the operations in Central America, the offshore operation of Bancolombia Panama, Puerto Rico and the USD denominated loans in Colombia, accounted for 32.3% and decreased by 12.0% during 4Q20 (when expressed in COP).

Total reserves (allowances in the balance sheet) for loan losses increased by 9.9% during the quarter and totaled COP 16,616 billion, equivalent to 8.7% of 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 December 31, 2020, Bancolombia’s net investment portfolio totaled COP 29,553 billion, increasing by 6.6% from the end of 3Q20 and by 75.7% from the end of 4Q19.

At the end of 4Q20, the debt securities portfolio had a duration of 18.1 months and a weighted average yield to maturity of 3.2%.

1.4.Goodwill and intangibles

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As of 4Q20, Bancolombia’s goodwill and intangibles totaled COP 7,507 billion, decreasing by 10.9% compared to 3Q20. This variation is explained by the appreciation of the COP against the USD during the quarter.

1.5.Funding

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As of December 31, 2020, Bancolombia’s liabilities totaled COP 227,453 billion, decreasing by 3.7% from the end of 3Q20 and increasing by 9.7% compared to 4Q19.

Deposits by customers totaled COP 180,821 billion (or 79.5% of liabilities) at the end of 4Q20, decreasing by  1.5% when compared to 3Q20 and increasing by 15.0% over the last 12 months. The net loans to deposits ratio was 96.7% at the end of 4Q20 decreasing when compared to 100.0% at the end of 3Q20.

Bancolombia’s liquidity position continues to be adequate. During 4Q20 total funding cost indicates the undertaken efforts to sustain a high share of deposits over the total funding mix.

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1.6.Shareholders’ Equity and Regulatory Capital

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As of December 31, 2020, Bancolombia anticipated the adoption of Basel III standards to report solvency ratios. This process was completed in two stages. First, by performing an accounting reclassification of occasional reversals into legal reserves, approved last July by the extraordinary shareholders' meeting. Secondly during the last quarter of the year, adopting the rest of the regulatory changes, such as the calculation of risk-weighted assets, goodwill deductions, the inclusion of operational risk, among others.

Shareholders’ equity at the end of 4Q20 was COP 26,545 billion, decreasing by 5.2% compared to 3Q20 and by 1.3% when compared to 4Q19.

Bancolombia's consolidated solvency ratio under Basel III was 14.74% in 4Q20, while the basic capital ratio (Tier 1) was 11.24%. These levels are above the minimum regulatory levels required under the new regulation in Colombia, which provides a period of 4 years to comply with a minimum of 11.5% of total solvency and 6.0% of basic capital.

The tangible capital ratio, defined as shareholders’ equity minus goodwill and intangible assets divided by tangible assets, was 7.5% at the end of 4Q20.

The annual decrease in risk-weighted assets is mainly explained by the adoption of the new regulation.

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2.INCOME STATEMENT

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Net loss totaled COP 266 billion in 4Q20, or COP -276.80 per share USD -0.32 per ADR. Total net income for 2020 was COP 276 billion. Bancolombia’s annualized ROE for 4Q20 was -3.9% and 1.0% for the last twelve months.

2.1.Net Interest Income

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Net interest income totaled COP 2,243 billion in 4Q20, 19.0% less than the one reported in 3Q20, and 21.1% below the figure of 4Q19.

During 4Q20, the investment, interest rate derivatives and repos portfolio generated COP -166 billion, mainly explained by valuation losses in Debt investments during the quarter.

Net Interest Margin

The annualized net interest margin decreased to 4.0% during 4Q20. The annualized net interest margin for investments was -3.2%, affected by the exchange rate exposure (USD) on the short-term portfolio that is mainly hedging exchange rate derivatives portfolios. It is important to note that this exchange rate exposure has not net result on financial statements.

The annualized net interest margin of the loan portfolio was 5.3%, decreasing when compared to the one reported in 3Q20. Such reduction is explained by lower interest recognized as a result of the increase in clients in stage 3 under IFRS 9, the effect of reference rate cuts by Colombian Central Bank, as well as, lower net present value from loans under PAD program.

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Total funding cost decreased during 4Q20. Saving accounts and checking accounts and have increased their share over the total funding mix during the last twelve months. Saving accounts accounted by 35% as of 4Q19 and by 40% as of 4Q20. Checking accounts accounted by 13% as of 4Q19 and by 15% as of 4Q20. The annualized average weighted cost of deposits was 1.82% in 4Q20, decreasing by 34 basis points when compared to 3Q20 and by 97 basis points when compared to 4Q19.

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2.2.Fees and Income from Services

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During 4Q20, net fees and income from services totaled COP 794 billion, growing by 3.9% compared to 3Q20, and by 2.2% compared to 4Q19. A better performance in fees was due to higher volumes of transactions related to credit, debit card and commercial establishments, as well as a greater income from bancassurance.

Fees from credit and debit cards went up by 17.2% compared to 3Q20 and by 10.4% compared to 4Q19. Fees from asset management and trust services grew 4.0% compared to 3Q20 and 8.0% compared to 4Q19. Fees from our bancassurance business increased by 2.3% compared to 3Q20 and decreased by 2.4% with respect to 4Q19.

2.3.Other Operating Income

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Total other operating income was COP 787 billion in 4Q20, increasing by 173.8% compared to 3Q20 and by 73.5% compared to 4Q19. This quarterly variation is largely explained by a higher net foreign exchange as a result of the restatement of assets and liabilities.

Revenues from operating leases totaled COP 190 billion in 4Q20, increasing by 13.9% compared to 3Q20 and decreasing by 2.7% compared to those reported in 4Q19. The annual increase is 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 9,137 billion at the end of 4Q20 and represented 4.9% of total gross loans, increasing when compared to 3Q20, when past due loans represented 4.7% of total gross loans. During the quarter, charge-offs totaled COP 237 billion.

The coverage, measured by the ratio of allowances for loans losses (principal) to PDLs (overdue 30 days), was 164.9% at the end of 4Q20, increasing compared to 153.0% at the end of 3Q20. The deterioration of the loan portfolio (new past due loans including charge-offs) was COP 431 billion.

Provision charges (net of recoveries) totaled COP 2.0 trillion in 4Q20. Provisions during the quarter were mostly explained by consumer past-due loans and the expected losses estimation that considers the macroeconomic impact and the impairment generated by COVID-19 in the loan portfolio.

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Provisions as a percentage of the average gross loans were 4.2% for 4Q20 and 3.9% for the last 12 months. Cost of risk without COVID-19 and macroeconomic variables was 0.7% for 4Q20 and 2.0% 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 15,071 billion, or 8.1% of total loans at the end of 4Q20, increasing when compared to 3Q20.

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 4Q20, operating expenses totaled COP 2,077 billion, increasing by 7.4% with respect to 3Q20 and decreasing by 8.0% with respect to 4Q19.

Personnel expenses (salaries, bonus plan payments and compensation) totaled COP 734 billion in 4Q20, which represents a decrease of 4.6% compared to 3Q20 and of 16.5% compared to 4Q19.

During 4Q20, administrative expenses totaled COP 901 billion, increasing by 25.0% compared to 3Q20 and by 4.2% as compared to 4Q19.

Depreciation and amortization expenses totaled COP 226 billion in 4Q20, increasing by 6.5% compared to 3Q20 and decreasing by 7.3% compared to 4Q19.

As of December 31, 2020, Bancolombia had 30,633 employees, owned 951 branches, 6,124 ATMs, 18,583 banking agents and served more than 17 million customers.

2.6.Taxes

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During 4Q20, there was an income tax of COP 16 billion. This balance was mainly due to the tax impacts on Bancolombia S.A., some of the aspects that explained it are related to tax concepts that do not depend on the accounting net income such as:

•Tax discounts corresponding to the payment of local taxes in Colombia.

•Exemptions related with mortgage portfolio for social housing and investments in productive fixed assets.

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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

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GRUPO AGROMERCANTIL HOLDING – GUATEMALA