Item 4 — Purpose of Transaction
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following information: The information set forth in Item 6 to this Schedule 13D is incorporated by reference. On September 2, 2026, Panamerican Energy Holdings, S.A., a corporation incorporated under the Laws of Panama ("PEH") and an affiliate of the Reporting Persons, entered into a Share Purchase Agreement (the "SPA"), whereby PEH agreed to sell to GeoPark USA, LLC, a limited liability company incorporated under the Laws of Delaware and a wholly owned subsidiary of the Issuer, 95% of the total issued share capital of Energy Assets International, S.A., a Panama sociedad anonima ("EAI"), in exchange for a number of newly issued Common Shares of the Issuer, ranging between 42,135,872 to 47,557,461 Common Shares (the "Additional GeoPark Shares"), depending on the applicable CIT rate in Venezuela at the time of closing (the "Miranda Transaction"). The Additional GeoPark Shares will be issued to PEH upon closing of the Miranda Transaction. Closing of the Miranda Transaction will occur upon fulfillment of certain standard conditions precedent including, but not limited to, the parties obtaining appropriate governmental and other approvals or licenses, and the Production Participation Contract between Beta Resources (V), C.A. and PDVSA Petroleo S.A., with respect to the "Bare Block" located in the Orinoco Oil Belt of Venezuela, becoming effective. The SPA also includes certain customary covenants and interim operating covenants including with respect to the treatment of the Issuer's debt instruments in the event of a change of control. Following the closing of the Miranda Transaction, the Reporting Persons are expected to become the controlling shareholder of the Issuer.