| Item 1. | |
| (a) | Name of issuer:
Gran Tierra Energy Inc. |
| (b) | Address of issuer's principal executive offices:
500 Centre Street S.E., Calgary, Alberta T2G 1A6 Canada |
| Item 2. | |
| (a) | Name of person filing:
The names of the persons jointly filing this statement on Schedule 13G (collectively, the "Reporting Persons") are:
* Equinox Partners Investment Management LLC, a Delaware limited liability company ("EPIM").
* Equinox Partners, L.P., a Delaware limited partnership ("Equinox Partners").
* Kuroto Fund LP, a Delaware limited partnership ("Kuroto").
* Mason Hill Partners, LP, a Delaware limited partnership ("Mason Hill Partners").
* Sean M. Fieler, a United States Citizen ("Mr. Fieler").
EPIM's principal business is serving as an investment advisor to certain private investment funds, including Equinox Partners, Kuroto, Mason Hill Partners, and other client accounts.
Each of Equinox Partners, Kuroto, and Mason Hill Partners is a private investment fund.
Mr. Fieler owns a controlling interest in, and is the managing member of, EPIM. |
| (b) | Address or principal business office or, if none, residence:
The principal business office of each of the Reporting Persons is Three Stamford Plaza, 301 Tresser Blvd, 13th Fl., Stamford, CT 06901. |
| (c) | Citizenship:
Each of EPIM, Kuroto, Equinox Partners, and Mason Hill Partners is organized under the laws of the State of Delaware. Mr. Fieler is a citizen of the United States. |
| (d) | Title of class of securities:
Common Stock, par value $0.001 per share (the "Shares") |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership |
| (a) | Amount beneficially owned:
This Schedule 13G constitutes an amendment to the Schedule 13D (as previously amended, the "Schedule 13D") filed by the undersigned with respect to shares of Common Stock, par value $0.001 per share, of Gran Tierra Energy
Inc.
Each of EPIM and Mr. Fieler may be deemed to beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which each of Equinox Partners, Kuroto, and Mason Hill Partners directly beneficially owns. Each of EPIM and Mr. Fieler disclaims beneficial ownership of such Shares for all other purposes.
EPIM acts as an investment advisor to certain client accounts and, by virtue of investment management agreements with these clients, has voting and dispositive power over the Shares held in such client accounts. Mr. Fieler is the managing member of, and owns a controlling interest in, EPIM. The filing of this statement should not be deemed an admission that EPIM or Mr. Fieler is, for the purposes of Section 13 of the Act, the beneficial owner of the Shares held in such client accounts.
(a) Amount beneficially owned:
(i) EPIM beneficially owns 3,474,582 Shares.
(ii) Equinox Partners beneficially owns 1,407,074 Shares.
(iii) Kuroto beneficially owns 359,336 Shares.
(iv) Mason Hill Partners beneficially owns 299,625 Shares.
(v) Mr. Fieler beneficially owns 3,474,582 Shares.
(vi) Collectively, the Reporting Persons beneficially own 3,474,582 Shares. |
| (b) | Percent of class:
The following percentages are based on 35,380,429 Shares outstanding as of July 31, 2026 as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 5, 2026.
(i) EPIM's beneficial ownership of 3,474,582 Shares represents approximately 9.8% of the outstanding Shares.
(ii) Equinox Partners' beneficial ownership of 1,407,074 Shares represents approximately 4.0% of the outstanding Shares.
(iii) Kuroto's beneficial ownership of 359,336 Shares represents approximately 1.0% of the outstanding Shares.
(iv) Mason Hill Partners' beneficial ownership of 299,625 Shares represents approximately 0.9% of the outstanding Shares.
(v) Mr. Fieler's beneficial ownership of 3,474,582 Shares represents approximately 9.8% of the outstanding Shares.
(vi) Collectively, the Reporting Persons' beneficial ownership of 3,474,582 Shares represents approximately 9.8% of the outstanding Shares. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
See Cover Pages Items 5-9.
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| | (ii) Shared power to vote or to direct the vote:
See Cover Pages Items 5-9.
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| | (iii) Sole power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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| | (iv) Shared power to dispose or to direct the disposition of:
See Cover Pages Items 5-9.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Exhibit A. |
| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(c)