Pacific Airport Group (PAC) director shifts Series B and BB holdings after merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Pacific Airport Group director Laura Diez-Barroso Azcárraga reported a restructuring of her holdings tied to a merger completed on May 6, 2026. The company merged five entities into the issuer and, as consideration, issued new Series B and Series BB shares to the merging entities’ shareholders.
In connection with this merger, she received an aggregate of 19,438,479 Series B shares and 25,263,873 Series BB shares for no cash consideration. At the same time, 21,628,281 Series B shares and 75,791,619 Series BB shares previously held indirectly through Aeropuertos Mexicanos del Pacifico (AMP) were cancelled under the merger terms.
After these transactions, she directly holds 34,231,996 Series B shares and 25,263,873 Series BB shares, while 25,956,136 Series B shares are held by her spouse. The Series BB shares are convertible into an equal number of Series B shares at any time, subject to timing and notice conditions in the company’s bylaws.
Positive
- None.
Negative
- None.
Insider Trade Summary
5 transactions reported
Mixed
5 txns
Insider
Diez-Barroso Azcarraga Laura
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Series BB Shares | 25,263,873 | $0.00 | -- |
| Other | Series BB Shares | 75,791,619 | $0.00 | -- |
| Other | Series B shares | 19,438,479 | $0.00 | -- |
| Other | Series B shares | 21,628,281 | $0.00 | -- |
| Other | Series B shares | 25,956,136 | $0.00 | -- |
Holdings After Transaction:
Series BB Shares — 25,263,873 shares (Direct, null);
Series BB Shares — 0 shares (Indirect, By AMP);
Series B shares — 34,231,996 shares (Direct, null);
Series B shares — 0 shares (Indirect, By AMP)
Footnotes (1)
- On May 6, 2026, Grupo Aeroportuario del Pacifico, S.A.B. de C.V., (the "Issuer"), and certain other parties entered into a merger agreement, dated April 30, 2026 (the "Merger Agreement", and the transactions thereunder, the "Merger"). Pursuant to the Merger, five entities merged with and into the Issuer, each such merging entity was dissolved and the Issuer remained the surviving merged company. As consideration for the Merger, the Issuer issued new Series B shares, without par value, and Series BB shares, without par value, which have the right to convert to Series B shares (subject to certain timing conditions and notice requirements pursuant to Article Six of the Issuer's Amended and Restated Bylaws), to the shareholders of the merging entities. In connection with the Merger, the reporting person received an aggregate of 19,438,479 Series B shares and 25,263,873 Series BB shares for no cash consideration. In connection with the consummation of the Merger, on May 6, 2026, 21,628,281 Series B shares and 75,791,619 Series BB shares held indirectly by the reporting person through Aeropuertos Mexicanos del Pacifico, S.A.P.I. de C.V. ("AMP") were cancelled and terminated pursuant to the terms of the Merger Agreement. These Series B shares are held by the reporting person's spouse, who received them in connection with the Merger described in footnote (1) above. The reporting person disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein, and this report shall not be deemed an admission that she was the beneficial owner of such securities for purposes of Section 16(a) of the Securities Exchange Act of 1934 (the "Act") or for any other purpose. The Series BB shares are convertible into an equal number of Series B shares at any time, at the holder's election, and have no expiration date (subject to certain timing conditions and notice requirements pursuant to Article Six of the Issuer's Amended and Restated Bylaws). These securities were owned directly by AMP, which was owned 66.6% by Controladora Mexicana de Aeropuertos, S.A. de C.V., which was owned 50% by Promotora Aeronautica del Pacifico, S.A. de C.V. ("PAP"). Through her control of PAP, the reporting person may have been deemed to beneficially own the securities that were directly owned by AMP. The reporting person disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein, and this report shall not be deemed an admission that she was the beneficial owner of such securities for purposes of Section 16(a) of the Act or for any other purpose.
Key Figures
Restructured shares total: 168,078,388 shares
Series B received: 19,438,479 shares
Series BB received: 25,263,873 shares
+5 more
8 metrics
Restructured shares total
168,078,388 shares
Aggregate shares involved in J-code restructuring transactions
Series B received
19,438,479 shares
Merger consideration received for no cash
Series BB received
25,263,873 shares
Merger consideration received for no cash
Series B cancelled via AMP
21,628,281 shares
Indirect AMP-held Series B shares cancelled at merger close
Series BB cancelled via AMP
75,791,619 shares
Indirect AMP-held Series BB shares cancelled at merger close
Direct Series B holding
34,231,996 shares
Director’s Series B shares after transactions
Direct Series BB holding
25,263,873 shares
Director’s Series BB shares after transactions
Spouse-held Series B
25,956,136 shares
Series B shares held by spouse after merger-related issuance
Key Terms
Merger Agreement, Series BB shares, beneficial ownership, pecuniary interest, +2 more
6 terms
Merger Agreement financial
"entered into a merger agreement, dated April 30, 2026 (the "Merger Agreement"..."
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
beneficial ownership financial
"The reporting person disclaims beneficial ownership of these 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
"disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein..."
Section 16(a) regulatory
"beneficial owner of such securities for purposes of Section 16(a) of the Securities Exchange Act of 1934..."
convertible financial
"The Series BB shares are convertible into an equal number of Series B shares at any time..."
A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.
FAQ
What did Pacific Airport Group (PAC) director Laura Diez-Barroso report on this Form 4?
The Form 4 reports a restructuring of her Pacific Airport Group shareholdings tied to a completed merger. It records new Series B and Series BB shares she received and the cancellation of shares previously held indirectly through AMP, with no open-market buying or selling.
What are the PAC director’s direct and spousal holdings after these transactions?
Following the restructuring, she directly holds 34,231,996 Series B shares and 25,263,873 Series BB shares of Pacific Airport Group. Additionally, 25,956,136 Series B shares are held by her spouse, for which she disclaims beneficial ownership except for any pecuniary interest.