Major Pacific Airport Group (PAC) holder reports 10.9% stake after merger

Rhea-AI Filing Summary

Laura Diez-Barroso Azcarraga reports beneficial ownership of 59,495,869 shares, or 10.9% of Pacific Airport Group’s Series B shares, assuming conversion of her Series BB shares. This percentage is based on 519,226,576 Series B shares outstanding as of May 7, 2026.

Her position stems from a merger in which several related airport entities were combined into the issuer. In that transaction, she received 19,438,479 Series B shares and 25,263,873 Series BB shares for no cash consideration. All merger recipients face a 365-day lock-up, with partial release after 90 and 180 days.

Insights

Equity ownership and governance analyst

Major holder discloses a 10.9% stake created via merger and subject to lock-up.

Laura Diez-Barroso Azcarraga, chairwoman of Pacific Airport Group, now beneficially owns 59,495,869 shares, representing 10.9% of Series B shares on an as-converted basis. The stake arises from a merger that consolidated multiple airport-related entities into the issuer.

The filing clarifies that she received 19,438,479 Series B and 25,263,873 Series BB shares at no cash cost, with Series BB convertible into Series B under bylaw conditions. A 365-day lock-up limits immediate liquidity, with only 25% of new shares saleable after 90 days and another 25% after 180 days.

As a large shareholder and long-standing chairwoman, her disclosed flexibility to buy more, sell, or use derivatives underscores potential future changes in ownership structure, though any actions would be constrained by the lock-up terms and applicable regulations.

Key Figures

Beneficial ownership: 59,495,869 shares Ownership percentage: 10.9% of Series B Series B received: 19,438,479 shares +5 more

8 metrics

Beneficial ownership 59,495,869 shares Aggregate Series B and Series BB shares beneficially owned

Ownership percentage 10.9% of Series B Based on 519,226,576 Series B shares outstanding as of May 7, 2026

Series B received 19,438,479 shares Series B shares received in merger for no cash consideration

Series BB received 25,263,873 shares Convertible Series BB shares received in merger

Series B outstanding 519,226,576 shares Series B shares outstanding as of May 7, 2026

Lock-up duration 365 days From date of shareholder approval of the merger

First lock-up release 25% of issued shares Sale permitted after 90 days of the lock-up period

Second lock-up release Additional 25% of shares Sale permitted after 180 days of the lock-up period

Key Terms

Series BB shares, Lock-Up Period, beneficially own, security-based swaps, +1 more

5 terms

Series BB shares financial

"Series BB shares, without par value, convertible into Series B shares"

Lock-Up Period financial

"for a period of 365 calendar days from the date of shareholder approval of the Merger (the 'Lock-Up Period')"

A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.

beneficially own financial

"the Reporting Person may be deemed to beneficially own, in the aggregate, 34,231,996 Series B shares and 25,263,873 Series BB shares"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

security-based swaps financial

"including any class of the Issuer's securities used as a reference security, in connection with any of the following: call options, put options, security-based swaps or any other derivative securities"

dispositive power financial

"Sole Dispositive Power 59,495,869.00 10 | Shared Dispositive Power 0.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Pacific Airport Group

(Name of Issuer)

Series B Shares

(Title of Class of Securities)

400506101

(CUSIP Number)

Santiago Riveroll
Bosque de Alemendros 381, Bosques de las Lomas, Miguel Hidalgo
Ciudad de Mexico, O5, 11700
52 55 3901 6410

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/06/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 400506101

1

Name of reporting person

Laura Diez-Barroso Azcarraga

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

SC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

MEXICO

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 59,495,869.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 59,495,869.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

59,495,869.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

10.9 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The Series B shares reported herein includes 25,263,873 Series BB shares convertible into Series B shares. The calculation of the percentage set forth in row 13 above is based on an aggregate 519,226,576 Series B shares outstanding as of May 7, 2026 as disclosed by the Issuer on Form 6-K filed with the Securities and Exchange Commission ("SEC") on May 7, 2026, and assumes the conversion of the Series BB shares held by the Reporting Person (as defined below).

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Series B Shares
(b)	Name of Issuer: Pacific Airport Group
(c)	Address of Issuer's Principal Executive Offices: Avenida Mariano Otero No. 1249-B, Piso 6, Col. Rinconada del Bosque, Guadalajara, Jalisco, MEXICO , 44530.
Item 1 Comment: This statement on Schedule 13D is being filed in connection with the merger (the "Merger") more fully described under Item 4, contemplated by the merger agreement, dated April 30, 2026 (the "Merger Agreement"), by and among Grupo Aeroportuario del Pacifico, S.A.B. de C.V. (the "Issuer"), Aeropuertos Mexicanos del Pacifico, S.A.P.I. de C.V. ("AMP"), Controladora Mexicana de Aeropuertos, S.A. de C.V. ("CMA"), Promotora Aeronautica del Pacifico, S.A. de C.V. ("PAP"), Proyectos de Infraestructura Charter, S. de R.L de C,V. ("Charter"), and the other parties thereto, including Laura Diez-Barroso Azcarraga (the "Reporting Person"), a Mexican national and natural person who is shareholder of PAP and Charter, and an indirect shareholder of AMP and CMA.
Item 2.	Identity and Background
(a)	This statement is being filed by Laura Diez-Barroso Azcarraga, a Mexican national and natural person.
(b)	The business address of the Reporting Person is Andres Bello No. 45, Floor 17, Colonia Polanco, CP, 11550, Mexico City, Mexico.
(c)	The principal occupation of the Reporting Person is as a private investor. The Reporting Person has been chairwoman of the board of directors of the Issuer since 2015.
(d)	During the last five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) and has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which she was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to securities laws or finding any violations with respect to such laws.
(e)	During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which she was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to securities laws or finding any violations with respect to such laws.
(f)	The Reporting Person is a Mexican citizen.
Item 3.	Source and Amount of Funds or Other Consideration
	The information set forth in response to Item 4 is hereby incorporated by reference.
Item 4.	Purpose of Transaction
	The Issuer, AMP, CMA, PAP, Charter and the other parties thereto entered into the Merger Agreement, pursuant to which AMP, CMA, PAP, Charter and the other merged entities were merged into the Issuer, dissolved, and the Issuer continued as the surviving company. In connection with the consummation of the Merger, the Issuer issued new Series B shares, without par value, and Series BB shares, without par value, convertible into Series B shares (subject to certain timing conditions and notice requirements under Article Six of the Issuer's Amended and Restated Bylaws), to the shareholders of the merged entities. In connection with the consummation of the Merger, on May 6, 2026, the Reporting Person received an aggregate of 19,438,479 Series B shares and 25,263,873 Series BB shares (the "Shares") for no cash consideration. The Merger Agreement imposes restrictions on the transfer and disposition of the Shares received in connection with the Merger for a period of 365 calendar days from the date of shareholder approval of the Merger (the 'Lock-Up Period'). During the Lock-Up Period, the shareholders receiving shares in the Merger are prohibited from offering, selling, or otherwise transferring or encumbering such shares, subject to two partial exceptions: (i) after 90 days of the Lock-Up Period have passed, the shareholders may dispose of up to 25% of the issued shares, and (ii) after 180 days have passed, the shareholders may dispose of an additional 25% of the shares issued in the Merger. Any such dispositions to be effected through registered public offerings, private offerings, block sales coordinated with the Issuer, or any other means permitted under applicable law. A complete description of these provisions is set forth in the Merger Agreement, an English translation of which is filed as an Exhibit 99.1 hereto and incorporated herein by reference. The Reporting Person will evaluate her investment in the Issuer from time to time and may at any time, based on such evaluation, market conditions and other circumstances, increase or decrease her security holdings in the Issuer or may change her investment strategy with respect to the Issuer. The Reporting Person intends to monitor and evaluate the investment on an ongoing basis and expects regularly to review and consider alternative ways of maximizing her return on such investment, depending on prevailing market conditions, other investment opportunities, liquidity requirements or other investment considerations the Reporting Person deems relevant. The Reporting Person may engage in discussions with management, the board of directors of the Issuer (the "Board"), other shareholders of the Issuer and other relevant parties concerning the business, operations, board composition, management, strategy and future plans of the Issuer. The Reporting Person may exchange information with any such persons pursuant to appropriate confidentiality or similar agreements and in compliance with applicable securities laws. The Reporting Person may from time to time in the future seek to acquire, alone or in conjunction with others, additional Series B Shares, Series BB Shares or other securities issued by the Issuer through open market purchases, block trades, privately negotiated transactions, tender offer, merger, amalgamation, reorganization or otherwise. The Reporting Person may also dispose of all or a portion of the securities of the Issuer, in registered offerings or in open market or privately negotiated transactions, and/or enter into derivative transactions with institutional counterparties with respect to the Series B Shares and Series BB Shares, in each case, subject to limitations under applicable law and any other required approvals. Except as described in this Schedule 13D, the Reporting Person does not have any present plans or proposals that relate to or would result in any of the actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D, although the Reporting Person, at any time and from time to time, may review, reconsider and change her position and/or change her purpose and/or develop such plans and may seek to influence management or the board with respect to the business and affairs of the Issuer and may from time to time consider pursuing or proposing such matters with advisors, the Issuer or other persons.
Item 5.	Interest in Securities of the Issuer
(a)	The responses of the Reporting Person to Rows (7) through (13) of the cover pages and the comments thereto of this Schedule 13D, are incorporated herein by reference. As of the date hereof, the Reporting Person may be deemed to beneficially own, in the aggregate, 34,231,996 Series B shares and 25,263,873 Series BB shares of the Issuer, for an aggregate of 59,495,869 Shares. Based on the Issuer's disclosure of 519,226,576 Series B shares outstanding (as reported in the Issuer's press release included in its Form 6-K filed with the SEC on May 7, 2026), the Reporting Person's holdings represent approximately 10.9% of the outstanding Series B Shares, assuming the conversion of the Series BB shares held by the Reporting Person.
(b)	See rows (7) through (10) of the cover page to this Schedule 13D for the Series B shares as to which the Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.
(c)	Except as described in Item 4, no transactions in the Shares were effected by the Reporting Person during the past sixty days.
(d)	To the Reporting Person's knowledge, no other person has the right to receive, or the power to direct the receipt of, dividends from or the proceeds from the sale of the Shares beneficially owned by the Reporting Person.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The disclosure set forth in Item 4 above is incorporated herein by reference. Except as set forth herein, the Reporting Person has no contracts, arrangements, understandings or relationships (legal or otherwise) with respect to any securities of the Issuer, including any class of the Issuer's securities used as a reference security, in connection with any of the following: call options, put options, security-based swaps or any other derivative securities, transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.
Item 7.	Material to be Filed as Exhibits.
	99.1 - An English translation of the Merger Agreement, dated as of April 30, 2026, by and among Grupo Aeroportuario del Pacifico, S.A.B. de C.V., Aeropuertos Mexicanos del Pacifico, S.A.P.I. de C. V., Controladora Mexicana de Aeropuertos, S.A. de C.V., Promotora Aeronautica del Pacifico, S.A. de C.V. ("PAP"), Proyectos de Infraestructura Charter, S. de R.L de C,V. ("Charter"), and the other parties thereto.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Laura Diez-Barroso Azcarraga

Signature:	/s/ Laura Diez-Barroso Azcarraga
Name/Title:	Laura Diez-Barroso Azcarraga
Date:	05/13/2026

FAQ

What stake in Pacific Airport Group (PAC) does Laura Diez-Barroso now report?

She reports beneficial ownership of 59,495,869 shares, representing about 10.9% of Pacific Airport Group’s outstanding Series B shares, assuming conversion of her Series BB shares. This is calculated using 519,226,576 Series B shares outstanding as of May 7, 2026.

How did Laura Diez-Barroso acquire her Pacific Airport Group (PAC) shares?

Her position arises from a merger where several airport-related entities were combined into Pacific Airport Group. In that transaction she received 19,438,479 Series B shares and 25,263,873 Series BB shares for no cash consideration, in exchange for her interests in the merged entities.

What is the lock-up agreement on Laura Diez-Barroso’s PAC shares?

Shares received in the merger are subject to a 365-day lock-up from shareholder approval. After 90 days she may dispose of up to 25% of issued shares, and after 180 days an additional 25%, using registered offerings, private sales, block trades, or other permitted methods.

What are Series BB shares in Pacific Airport Group (PAC)?

Series BB shares are a class of shares issued in the merger that are convertible into Series B shares under timing and notice conditions in the company’s bylaws. Laura Diez-Barroso holds 25,263,873 Series BB shares, which are included when calculating her 10.9% beneficial ownership stake.

Does Laura Diez-Barroso plan further transactions in PAC stock?

She states she will evaluate her investment over time and may buy more, sell some, or use derivatives involving Series B and Series BB shares, depending on market conditions and investment considerations, while complying with the lock-up restrictions and applicable laws and approvals.

What voting and dispositive power does Laura Diez-Barroso have over PAC shares?

She reports sole voting and sole dispositive power over 59,495,869 shares, with no shared voting or shared dispositive power. This reflects direct control over how these shares are voted and whether they are sold or otherwise transferred, subject to lock-up constraints.