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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 2023

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 2023.

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November 8, 2023. Medellin, Colombia – Today, BANCOLOMBIA S.A. (“Bancolombia” or “the Bank”) announced its earnings results for the third quarter of 2023¹.

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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, 2023, 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, 2023, $4,053.76 = US$ 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, 2023, Bancolombia’ s assets on a consolidated basis totaled COP 338,184 billion, which represents a decrease of 0.1% compared to 2Q23. It remained relatively stable driven by lower credit demand across all regions.

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The Colombian peso appreciated 3.0% against the dollar during the third quarter of 2023, and 11.7% in the last 12 months. The average exchange rate was 4.0% lower in 3Q23 versus 2Q23, and in the last 12 months higher by 8.3%.

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1.2.Loan Portfolio

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The following table shows the composition of Bancolombia loans on a consolidated basis by type and currency:

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In 3Q23, gross loans declined 1.2% compared to 2Q23 (-0.2% when excluding the FX effect) and 0.9% compared to 3Q22. During the last 12 months peso-denominated loans grew 0.5% and dollar-denominated loans (expressed in USD) decreased 3.2%.

At the end of 3Q23, Banco Agricola operations in El Salvador, Banistmo in Panama and BAM in Guatemala represented 26.0% of total gross loans. Gross loans denominated in currencies other than COP, generated by operations in Central

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America, the international operation of Bancolombia Panamá, Puerto Rico and the USD denominated loans in Colombia, accounted for 32.3% of the portfolio, and decreased 1.7% in the quarter (when expressed in USD).

Allowances for loan losses decreased 3.6% during the quarter and totaled COP 16,353 billion or 6.3% of the gross loans at the end of the quarter.

The loan portfolio shows a continuous reduction in 2023 because of lower originations and higher prepayments. During the last quarter, the appreciation of the Colombian peso against the dollar contributed to the result of a lower balance for foreign subsidiaries, although a lower impact when compared to the first two quarters of the year.

Progressively, retail present a higher deceleration on a consolidated basis. This effect is deeper in Bancolombia S.A., with a quarterly reduction of 2.0%, in which personal loans stand out in declining balances. Commercial loans reflect a sluggish demand and were flat during the period.

Banco Agromercantil had a 0.8% reduction in the portfolio calculated in USD during 3Q23. As in Colombia, the greatest decrease was in consumer explained largely by personal loans. Commercial loans also contributed to the contraction in the total balance and Guatemala is the operation with the largest decrease quarterly.

The loan portfolio of Banco Agricola decreased quarterly for the first time since 2021, down 0.6% calculated in USD. The contraction on commercial largely drove such decrease, in line with the trend of 2Q23.

The loan portfolio of Banistmo increased 0.1% calculated in USD during 3Q23. Like the previous quarter, growth on home lending and consumer loans offset the contraction on commercial, steadily contracting during the last 12 months.

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 total loan portfolio on a consolidated basis:

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1.3.Investment Portfolio

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As of September 30, 2023, Bancolombia net investment portfolio on a consolidated basis totaled COP 27,073 billion, increasing 4.0% from the end of 2Q23 and decreasing 4.9% from the end of 3Q22. The quarterly variation is mainly due to incremental balances in the Colombian government bonds derivatives portfolio hedging client positions, as well as a higher volume on the government bonds own speculative portfolio. At the end of 3Q23, the investment portfolio in debt securities had a duration of 16.3 months and a weighted average yield to maturity of 8.6%.

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1.4.Goodwill and intangibles

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At the end of 3Q23, Bancolombia’ s goodwill and intangibles on a consolidated basis totaled COP 8,890 billion, down 2.6% compared to 2Q23. This quarterly variation is mainly explained by the appreciation of the COP against the USD.

1.5.Funding

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As of September 30, 2023, Bancolombia’ s liabilities at the consolidated level totaled COP 299,689 billion, decreasing 0.5% from the end of 2Q23, and increasing 0.5% compared to 3Q22.

Customer deposits totaled COP 244,193 billion (81.5% of liabilities) at the end of 3Q23, rising 0.3% compared to 2Q23 and 2.8% over the last 12 months. On a quarterly basis, the currency appreciation of 3.0% impacts the balance of foreign subsidiaries. Net loans to deposits ratios was 98.9% at the end of 3Q23 slightly lower than the 100.3% ratio from 2Q23.

The deposit mix experienced the same trend from the first half of 2023. Saving accounts continued to be the main source of funding and represent 38% of the total base despite the quarterly reduction. Similarly, checking accounts showed a lower decrease during 3Q23 when compared to the variation in the second quarter, and grew particularly at Bancolombia S.A. offset on a consolidated basis by the restatement of foreign subsidiaries balances. Certificates of deposit have grown steadily over the last year and a half.

Loans with banks showed a reduction in the quarter due to a slower lending activity, mainly in foreign currency. Debt securities also decreased by, first, the repurchase of senior bonds maturing in 2025 and, second, the maturity of a portion of green bonds issued in 2018.

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1.6.Shareholders’ Equity and Regulatory Capital

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Shareholders’ equity attributable to the owners of the parent company at the end of 3Q23 was COP 37,533 billion, increasing by 2.7% compared to 2Q23 and 2.8% when compared to 3Q22. Despite the peso appreciation during the quarter and the effect on balances of foreign subsidiaries, equity grew on the back of net income generation.

Bancolombia solvency ratio on a consolidated basis under Basel III was 12.83% in 3Q23 standing 196 basis points above the minimum level required by the regulator in Colombia, while the basic capital ratio (Tier 1) stood at 10.87%, 337 basis points above the minimum regulatory capital level (value to fully comply with the new capital requirements in the third year of the Basel III phase-in period). The increase in solvency levels is mainly due to the earnings accrual during the quarter. The tangible capital ratio, defined as shareholders’ equity minus goodwill and intangible assets divided by tangible assets, was 8.49% at the end of 3Q23.

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2.INCOME STATEMENT

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Net income attributable to equity holders of the parent company was COP 1,492 billion in 3Q23, or COP 1,550.96 per share (USD $ 1.53 per ADR). This profit represents an increase of 2.1% compared to 2Q23, mainly as a result of lower provision expenses. The company´s annualized return on equity (“ROE”) was 16.1% for 3Q23 and 16.7% for the last 12 months.

2.1.Net Interest Income

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Net interest income totaled COP 4,851 billion in 3Q23, 1.7% lower than 2Q23. The investment portfolio had a better performance during the quarter, interest income and valuation of financial instruments was COP 421 billion in 3Q23. This is explained by a higher volume of repos trading operations. Additionally, revenues from debt securities grew, especially from securities held to maturity and hedging with corporate and institutional clients.

Net Interest Margin

The annualized net interest margin on investments in 3Q23 stood at 1.0%, contributing to a total NIM increase of 8 bps on a consolidated basis and reaching 6.8%.

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The annualized net interest margin of the loan portfolio was 7.6%, 34 basis points lower than 2Q23 and 34 basis points higher than 3Q22, resulting in the first quarterly reduction in 2 years on lower interest rates, lower portfolio balance and incremental interest expenses.

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(1) Net interest margin and valuation income on financial instruments.

Saving accounts decreased 1.6% compared to 2Q23 and 11.0% compared to 3Q22. Checking accounts decreased 1.6% vs 2Q23 and 13.7% vs 3Q22. The annualized weighted average cost of deposits was 5.70% in 3Q23, increasing 34 basis points compared to 2Q23 and 264 basis points compared to 3Q22.

Like the previous quarter, the increase in the total cost of financing follows the progressive funding mix rearrangement explained by a greater weight of time deposits in 3Q23, mainly in Bancolombia S.A. aiming to meet the maturities of the second half of the year. The reference rate in Colombia remains currently at maximum levels since 1999.

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2.2.Fees and Income from Services

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During 3Q23, total fees and commissions, net totaled COP 958 billion, down 4.0% compared to 2Q23, and up 0.3% compared to 3Q22.

Credit and debit card fees and commercial establishments decreased 1.0% in the quarter due to lower transactional levels in line with a slower economic activity. Conversely, year over year fees increased 6.2% on higher income from debit card issuer interbank exchange driven by growing transactions. To a lesser extent, credit cards represented higher revenues from interbank exchange fees generated by a growing number of transactions in national and international purchases, both through POS and electronic payments in domestic and international purchases through our affiliated networks.

Bancassurance was down 4.3% explained by a high comparison base from 2Q23 due to greater revenues in May from voluntary and mandatory insurance profit sharing agreements. Finally, the investment banking division reported a decrease due to a slower activity of transactions in the capital markets.

2.3.Other Operating Income

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Total other operating income was COP 933 billion in 3Q23, down 16.7% compared to 2Q23 and up 152.8% compared to 3Q23. Quarterly, the variation is mainly due to derivatives FX contracts net foreign exchange over treasury investments hedging activities.

Income from operating leases was COP 451 billion in 3Q23, an increase of 4.6% compared to 2Q23 and 26.8% compared to 3Q22. Such performance is the result of increasing revenues from vehicle leasing and subleasing operations by Bancolombia S.A.

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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 12,215 billion at the end of 3Q23 and represents 4.9% of total gross loans, increasing when compared to 2Q23, when past due loans represented 4.7% of total gross loans. During the quarter, charge-offs totaled COP 1,546 billion.

The coverage, measured by the ratio of allowances for loans losses (principal) to PDLs (overdue 30 days), was 122.5% at the end of 3Q23, decreasing compared to 131.8% at the end of 2Q23. The deterioration of the loan portfolio (new past due loans including charge-offs) was COP 1,921 billion.

Provision charges (net of recoveries) totaled COP 1,610 billion in 3Q23, decreasing 22.7% growth compared to 2Q23. Even though retail clients continue to be the main driver of provisions, during the quarter there was a lower expense due to a better performance in the Colombian operation. Provision releases from a corporate client also contributed to this reduction.

Provisions as a percentage of average gross loans were 2.5% annualized for 3Q23 and 2.8% for the last 12 months. Bancolombia maintains a strong balance sheet supported by an adequate level of loan loss reserves. Allowances (for the

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principal) for loan losses totaled COP 14,961 billion, or 6.0% of total loans at the end of 3Q23, decreasing when compared to 2Q23.

The following tables present key metrics related to asset quality:

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*Mortgage loans that were overdue were calculated for past due loans for 120 days instead of 90 days.

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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).

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

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2.5.Operating Expenses

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During 3Q23, operating expenses totaled COP 3,242 billion, increasing 2.3% compared to 2Q23 and 19.7% compared to 3Q22.

Personnel expenses (salaries, bonus plan payments and compensation) totaled COP 1,334 billion in 3Q23, down 1.4% from 2Q23 and up 19.8% from 3Q22. General expenses grew 5.0% in the quarter and 19.6% compared to 3Q22.

It is worth highlighting the growth of taxes different from income tax impacted mainly by, first, the tax reform in Colombia and second, the bank´s revenues increase. Additionally, business transformation and migration to the cloud led technology expenses to expand 26% year over year.

As of September 30, 2023, Bancolombia had 34,508 employees, owned 863 branches, 6,164 ATMs, 30,109 banking agents and served more than 30 million customers.

2.6.Taxes

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Bancolombia consolidated income tax for 3Q23 was COP 445 billion, mainly driven by higher net income from foreign subsidiaries with lower statutory tax rates when compared to Colombia, tax benefits in Guatemala, El Salvador, and Panama, corresponding to exempt yields on government-issued securities, and finally, tax exempt income in Colombia.

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3.BREAK DOWN OF OPERATIONS

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The following tables summarize the financial statements of our operations in each country.

BANCOLOMBIA S.A. (STAND ALONE) – COLOMBIA

The portfolio of Bancolombia S.A. decreased 0.1% in the quarter and increased 5.0% in the last 12 months. Consumer loans mostly led the reduction, down 2.0% during 3Q23, reflecting the impact of high interest rates. Commercial loans were flat, whereas mortgages revealed a solid growth of 2.5% and is the only segment expanding across all geographies. In the funding structure, time deposits represent the fastest growing product and consolidate an upward trend in the last twelve months. In regard to demand deposits, saving accounts decreased steadily during the last three quarters, yet checking accounts show a different trend from the first half of the year and rose during 3Q23.

Net result for Bancolombia S.A. in 3Q23 was COP 1.5 trillion, up 8.1% when compared to 2Q23. Investments income improved during the quarter due to higher revenues in debt securities valuation and trading derivatives, mainly in interest rate forwards. Lending interest income decreased, to a greater extent, due to lower yields in commercial loans. Interest expenses rose on the back of a higher amount in time deposits during the quarter. It is worth noting the reduction on provisions, mainly explained by a corporate client releasing balance from previous quarters, considering the cancellation of its contract. Other operating income declined on lower equity method quarterly from Bancolombia Panama and Banistmo. Net interest margin in 3Q23 for Bancolombia S.A. was 7.9% and annualized quarterly ROE was 15.9%.

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BANISTMO- PANAMA

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Loans in Banistmo decreased 0.1% (calculated in USD) in 3Q23. Like in the previous quarter, the commercial portfolio contraction in a quarterly basis was offset by growth on mortgages and consumer, A better pace of originations in vehicle loans contributed to this performance. In the funding structure, all deposit products decreased, more sharply in demand deposits with checking accounts falling by 6.3% and savings accounts by 5.5%, mainly from retail and SME clients.

The net result for Banistmo in 3Q23 was a net income of COP 101.4 billion, down 30.3% Q/Q. interest income decreased on lower loan rates and higher interest expenses following the increase on interest rates for time deposits during the last few months.

Net fees increased mainly due to a better performance of bancassurance and incremental transactions through the distribution network. Provisions increased to a greater extent due to deterioration on retail loans and macroeconomic parameters. Operating expenses remain relatively stable with an increase in bonus expenses that is offset by a decrease in general expenses, mainly in impairment expenses due to improvements in the value of assets according to updated appraisals. Net interest margin in 3Q23 for Banistmo was 3.5% and the annualized quarterly ROE was 8.6%.

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BANAGRICOLA- EL SALVADOR

Loans in Banco Agricola decreased 0.6% (calculated in USD). This variation is mainly based on commercial, whereas consumer increased 1.5% due to a better pace of originations on personal loans and credit cards. In the funding structure, the increase in total deposits is explained by the growing balance in savings accounts from corporate, institutional and government segments, offsetting the reduction in checking accounts. Time deposits remained relatively stable.

Net result for Banco Agricola in 3Q23 was a profit of COP 99.8 billion, which represents a reduction of 20.5% compared to 2Q23. Net interest income remains relatively flat both in investments and in the lending business. The main impact on 3Q23 results was related to provisions, by the fine-tuning on retail both for personal loans and credit cards that caused impairments due to the reclassifications of the different risk categories. On the other hand, net fees showed a reduction of 8.7% (measured in USD). To a large extent, this decrease is generated by pending balances due to implementations on the core banking system for credit cards. Banco Agricola's net interest margin for 3Q23 was 6.5% and the annualized quarterly ROE was 17.2%.