Major holder of ST JOE (NYSE: JOE) trims 377,800 shares

Rhea-AI Filing Summary

The Fairholme Fund, a series of Fairholme Funds, Inc., associated with reporting persons Bruce R. Berkowitz and Fairholme Funds Inc., reported open-market sales of ST JOE Co common stock. Across May 5–7, 2026, the fund sold 377,800 shares at prices between $65.33 and $65.78 per share, leaving 15,695,824 shares reported as beneficially held after the final transaction. A separate holding entry shows 606,866 shares of ST JOE common stock directly owned by Mr. Berkowitz as of May 5, 2026.

Insider Trade Summary

Net Seller: 377,800 shares ($24,840,434)

Net Sell 4 txns

Insider BERKOWITZ BRUCE R, FAIRHOLME FUNDS INC

Role null | null

Sold 377,800 shs ($24.84M)

Type	Security	Shares	Price	Value
Sale	Common Stock	25,000	$65.33	$1.63M
Sale	Common Stock	163,600	$65.78	$10.76M
Sale	Common Stock	189,200	$65.78	$12.45M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 15,695,824 shares (Direct, null)

Footnotes (1)

1. The reported transactions were in securities held by The Fairholme Fund, a series of Fairholme Funds, Inc. (the "Fairholme Fund"). The securities may be deemed to be beneficially owned by Mr. Bruce R. Berkowitz ("Mr. Berkowitz") because he controls the sole member of Fairholme Capital Management, LLC ("Fairholme"), which may be deemed to have beneficial ownership of the securities because Fairholme serves as the investment manager to the Fairholme Fund. Mr. Berkowitz and Fairholme disclaim beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that Mr. Berkowitz and Fairholme are the beneficial owners of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose. The reported securities are directly owned by Mr. Berkowitz.

Key Figures

Total shares sold: 377,800 shares Sale price (May 7, 2026): $65.33/share Sale price (May 5–6, 2026): $65.78/share +2 more

5 metrics

Total shares sold 377,800 shares Open-market sales of ST JOE common stock reported in Form 4

Sale price (May 7, 2026) $65.33/share 25,000-share open-market sale of ST JOE common stock

Sale price (May 5–6, 2026) $65.78/share Sales of 189,200 and 163,600 ST JOE shares

Shares held after final sale 15,695,824 shares ST JOE shares beneficially held following May 7, 2026 transaction

Direct holdings of Berkowitz 606,866 shares ST JOE common stock directly owned by Bruce R. Berkowitz

Key Terms

open-market sale, ten percent owner, beneficial ownership, pecuniary interest, +1 more

5 terms

open-market sale financial

"transaction_action: "open-market sale" for ST JOE common stock"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

ten percent owner regulatory

"both reporting persons are identified as a ten percent owner"

beneficial ownership regulatory

"may be deemed to have beneficial ownership of the securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaim beneficial ownership except to the extent of its pecuniary interest"

directly owned financial

"The reported securities are directly owned by Mr. Berkowitz."

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BERKOWITZ BRUCE R

(Last) (First) (Middle)

C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C.

5966 SOUTH DIXIE HIGHWAY, SUITE 300

(Street)

SOUTH MIAMI FLORIDA 33143

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ST JOE Co [ JOE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/05/2026		S		189,200	D	$65.78	15,884,424	D(1)
Common Stock	05/06/2026		S		163,600	D	$65.78	15,720,824	D(1)
Common Stock	05/07/2026		S		25,000	D	$65.33	15,695,824	D(1)
Common Stock								606,866	D(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

BERKOWITZ BRUCE R

(Last) (First) (Middle)

C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C.

5966 SOUTH DIXIE HIGHWAY, SUITE 300

(Street)

SOUTH MIAMI FLORIDA 33143

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

FAIRHOLME FUNDS INC

(Last) (First) (Middle)

C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C.

5966 SOUTH DIXIE HIGHWAY, SUITE 300

(Street)

SOUTH MIAMI FLORIDA 33143

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The reported transactions were in securities held by The Fairholme Fund, a series of Fairholme Funds, Inc. (the "Fairholme Fund"). The securities may be deemed to be beneficially owned by Mr. Bruce R. Berkowitz ("Mr. Berkowitz") because he controls the sole member of Fairholme Capital Management, LLC ("Fairholme"), which may be deemed to have beneficial ownership of the securities because Fairholme serves as the investment manager to the Fairholme Fund. Mr. Berkowitz and Fairholme disclaim beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that Mr. Berkowitz and Fairholme are the beneficial owners of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.

2. The reported securities are directly owned by Mr. Berkowitz.

	Bruce R. Berkowitz, By: /s/ Erica K. Kapahi (Attorney in Fact)	05/07/2026
	Fairholme Funds, Inc., By: Fairholme Capital Management, L.L.C., Investment Manager, Bruce R. Berkowitz, By: /s/ Erica K. Kapahi (Attorney in Fact)	05/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

How many ST JOE (JOE) shares did The Fairholme Fund sell in this Form 4?

The Fairholme Fund reported selling 377,800 shares of ST JOE common stock. These were open-market sales executed over three days, reflecting multiple transactions disclosed by the ten percent owner group associated with Bruce R. Berkowitz and Fairholme Funds Inc.

On what dates did the ST JOE (JOE) share sales by The Fairholme Fund occur?

The reported open-market sales occurred on May 5, 6, and 7, 2026. Each date reflects a separate transaction entry in the filing, together accounting for the total 377,800 ST JOE common shares sold by the Fairholme-related entity.

What prices did The Fairholme Fund receive for the sold ST JOE (JOE) shares?

The disclosed sales were executed at prices between $65.33 and $65.78 per share. A 25,000-share sale was priced at $65.33, while larger sales of 163,600 and 189,200 shares were reported at $65.78 per ST JOE common share.

How many ST JOE (JOE) shares did The Fairholme Fund hold after these transactions?

After the final reported sale on May 7, 2026, the filing shows 15,695,824 shares of ST JOE common stock beneficially held. This figure reflects the position reported following the most recent Fairholme Fund open-market transaction in the Form 4.

What ST JOE (JOE) holdings are reported as directly owned by Bruce R. Berkowitz?

A separate entry states that 606,866 shares of ST JOE common stock are directly owned by Bruce R. Berkowitz. This holding is distinct from the Fairholme Fund position and is identified in the filing as directly owned by Mr. Berkowitz.

Who are the reporting persons in this ST JOE (JOE) Form 4 filing?

The Form 4 lists Bruce R. Berkowitz and Fairholme Funds Inc. as reporting persons, each identified as a ten percent owner. Transactions are reported for securities held by The Fairholme Fund, with a separate line for shares directly owned by Mr. Berkowitz.