PBF Energy Inc.·4

Feb 13, 4:15 PM ET

Control Empresarial de Capitales S.A. de C.V. 4

4 · PBF Energy Inc. · Filed Feb 13, 2026

Research Summary

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PBF Energy (PBF) 10% Owner Control Empresarial Sells 453,000 Shares

What Happened
Control Empresarial de Capitales S.A. de C.V., a reported 10% owner of PBF Energy Inc. (PBF), sold a total of 453,000 PBF shares in two transactions on Feb 11–12, 2026, reported on a Form 4 filed Feb 13, 2026. The filings show sales of 450,000 shares at a weighted average price of $35.38 (proceeds ~$15.92M) and 3,000 shares at a weighted average price of $36.79 (proceeds ~$110.38K), for combined gross proceeds of approximately $16.03 million. These were reported as sales (S), i.e., dispositions, not purchases.

Key Details

  • Transaction dates and prices:
    • 2026-02-11: 450,000 shares sold, weighted avg $35.38 (individual trades ranged $35.00–$35.90; see footnote F1).
    • 2026-02-12: 3,000 shares sold, weighted avg $36.79 (individual trades ranged $36.74–$36.83; see footnote F2).
  • Total proceeds: approximately $16,030,978.
  • Footnotes: F1 and F2 note the weighted-average prices reflect multiple sale prices within the stated ranges; F3 references an attached Exhibit 99.1 incorporated by reference.
  • Shares owned after the transactions: not provided in the summary you supplied.
  • Filing timeliness: Form 4 was filed on Feb 13, 2026 for transactions dated Feb 11–12, 2026 (filed within the typical 2-business-day Form 4 window).

Context
This filing reports sales by a 10% institutional owner, which is different from insider trading by executives or directors; such large-holder transactions can reflect portfolio rebalancing or liquidity needs and are not, by themselves, a clear signal about company fundamentals. The footnotes show the sales occurred in multiple trades at slightly varying prices; Exhibit 99.1 is attached to the filing for additional detail.

Insider Transaction Report

Form 4
Period: 2026-02-11
Transactions
  • Sale

    Class A Common Shares (as defined in Exhibit 99.1 hereto)

    [F1][F3]
    2026-02-11$35.38/sh450,000$15,920,59528,443,198 total
  • Sale

    Class A Common Shares (as defined in Exhibit 99.1 hereto)

    [F2][F3]
    2026-02-12$36.79/sh3,000$110,38328,440,198 total
Footnotes (3)
  • [F1]Weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.90 inclusive. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the shares sold at each separate price within the range set forth in this footnote (1) to this Form 4.
  • [F2]Weighted average price. These shares were sold in multiple transactions at prices ranging from $36.74 to $36.83 inclusive. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.
  • [F3]See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.
Signature
/s/ MARCO ANTONIO SLIM DOMIT, ATTORNEY-IN-FACT|2026-02-13

Documents

2 files