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Bruce Berkowitz’s Fairholme Fund (NYSE: JOE) trims St Joe stake

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

ST JOE Co insider filings show open-market sales of Common Stock by investment vehicles associated with Bruce R. Berkowitz and Fairholme. On May 8, 2026, 86,500 shares were sold at $66.09 per share, followed by 29,200 shares sold on May 11, 2026 at $65.49 per share, totaling 115,700 shares.

After these sales, one reported position shows 15,609,324 shares held and then 15,580,124 shares held. A separate line reports 606,866 shares of Common Stock directly owned by Mr. Berkowitz as of May 8, 2026. Footnotes state these securities are held by The Fairholme Fund and may be deemed beneficially owned by Mr. Berkowitz through his control of Fairholme Capital Management, while both disclaim beneficial ownership beyond any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider BERKOWITZ BRUCE R, FAIRHOLME FUNDS INC
Role null | null
Sold 115,700 shs ($7.63M)
Type Security Shares Price Value
Sale Common Stock 29,200 $65.49 $1.91M
Sale Common Stock 86,500 $66.09 $5.72M
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 15,580,124 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.
Shares sold May 8, 2026 86,500 shares at $66.09 Open-market sale of Common Stock on May 8, 2026
Shares sold May 11, 2026 29,200 shares at $65.49 Open-market sale of Common Stock on May 11, 2026
Total shares sold 115,700 shares Aggregate of reported open-market sales in this Form 4
Shares held after May 8 sale 15,609,324 shares Total shares following the May 8, 2026 transaction
Shares held after May 11 sale 15,580,124 shares Total shares following the May 11, 2026 transaction
Direct holdings of Berkowitz 606,866 shares Common Stock directly owned by Bruce R. Berkowitz as of May 8, 2026
open-market sale financial
"transaction_action": "open-market sale""
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.
beneficially owned financial
"The securities may be deemed to be beneficially owned by Mr. Bruce R. Berkowitz"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
pecuniary interest financial
"disclaim beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest"
Section 16 of the Securities Exchange Act of 1934 regulatory
"for purposes of Section 16 of the Securities Exchange Act of 1934, as amended"
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
investment manager financial
"Fairholme serves as the investment manager to the Fairholme Fund"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/08/2026S86,500D$66.0915,609,324D(1)
Common Stock05/11/2026S29,200D$65.4915,580,124D(1)
Common Stock606,866D(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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
DirectorX10% 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
DirectorX10% 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)05/12/2026
Fairholme Funds, Inc., By: Fairholme Capital Management, L.L.C., Investment Manager, Bruce R. Berkowitz, By: /s/ Erica K. Kapahi (Attorney in Fact)05/12/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did ST JOE Co (JOE) report for Bruce Berkowitz and Fairholme?

The filing shows open-market sales of ST JOE Co Common Stock totaling 115,700 shares by entities associated with Bruce R. Berkowitz and Fairholme, along with updated post-transaction share holdings for these positions.

At what prices were the recent ST JOE Co (JOE) insider share sales executed?

The reported insider sales were executed at average prices of $66.09 per share on May 8, 2026, for 86,500 shares, and $65.49 per share on May 11, 2026, for 29,200 shares of ST JOE Co Common Stock.

How many ST JOE Co (JOE) shares are reported as held after the Fairholme sales?

After the reported sales, one position shows 15,609,324 ST JOE Co shares held, then 15,580,124 shares following the later sale. A separate line lists 606,866 shares directly owned by Bruce R. Berkowitz as of May 8, 2026.

Who is considered to beneficially own the ST JOE Co (JOE) shares sold by Fairholme entities?

The securities are held by The Fairholme Fund, a series of Fairholme Funds, Inc. Bruce R. Berkowitz may be deemed a beneficial owner through Fairholme Capital Management, but he and Fairholme disclaim beneficial ownership beyond any pecuniary interest.

Were the recent ST JOE Co (JOE) insider transactions open-market trades or other types?

The filing classifies both reportable transactions as open-market or private sales of Common Stock, coded as “S” transactions, indicating standard sale activity rather than option exercises, gifts, or tax-withholding events.