PBF Energy holder sells 370,375 Class A shares

PBF Energy Inc. large stockholder Control Empresarial de Capitales S.A. de C.V., reported open-market sales of 370,375 Class A Common Shares over two days.

Rhea-AI Filing Summary

PBF Energy Inc. large stockholder Control Empresarial de Capitales S.A. de C.V., reported open-market sales of 370,375 Class A Common Shares over two days. On August 11, 2026 it sold 220,375 shares at weighted average prices around $68.22–$69.14, and on August 12, 2026 it sold 150,000 shares at a weighted average price of $70.13, all within disclosed price ranges. The Rule 10b5-1 checkbox was not marked for these trades.

Insider Trade Summary

Net Seller: 370,375 shares

Net Sell 3 txns

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

Role 10% Owner

Sold 370,375 shs ($25.66M)

Type	Security	Shares	Price	Value
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto) F3, F4	150,000	$70.1338	$10.52M
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto) F1, F4	110,000	$68.2184	$7.50M
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto) F2, F4	110,375	$69.1383	$7.63M

Holdings After Transaction: Class A Common Shares (as defined in Exhibit 99.1 hereto) — 14,621,753 shares (Direct)

Footnotes (4)

1. F1. Weighted average price. These shares were sold in multiple transactions at prices ranging from $68.00 to $68.40 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.
2. F2. Weighted average price. These shares were sold in multiple transactions at prices ranging from $69.00 to $69.50 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.
3. F3. Weighted average price. These shares were sold in multiple transactions at prices ranging from $69.80 to $70.72 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 (3) to this Form 4.
4. F4. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.

Key Figures

Total shares sold: 370,375 shares Shares sold 2026-08-11 (lot 1): 110,000 shares Shares sold 2026-08-11 (lot 2): 110,375 shares +2 more

5 metrics

Total shares sold 370,375 shares Aggregate Class A Common Shares sold on August 11–12, 2026

Shares sold 2026-08-11 (lot 1) 110,000 shares Non-derivative sale at weighted average price $68.2184 within $68.00–$68.40 range

Shares sold 2026-08-11 (lot 2) 110,375 shares Non-derivative sale at weighted average price $69.1383 within $69.00–$69.50 range

Shares sold 2026-08-12 150,000 shares Non-derivative sale at weighted average price $70.1338 within $69.80–$70.72 range

Net insider share change -370,375 shares Net buy/sell direction across reported transactions was net-sell

Key Terms

weighted average price, Rule 10b5-1, Class A Common Shares

3 terms

weighted average price financial

"Weighted average price. These shares were sold in multiple transactions at prices ranging"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Rule 10b5-1 regulatory

"The Rule 10b5-1 checkbox was not marked for these trades."

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

Class A Common Shares financial

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

A Class A common share is a specific type of ordinary company share that represents an ownership stake and usually carries particular voting rights or payout priorities compared with other share classes. For investors it matters because those differences affect how much influence you have over company decisions, how dividends or liquidation proceeds might be distributed, and how easily the shares trade — like choosing between car models where one has extra features (more control) and another focuses on price or availability (liquidity).

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider activity did PBF (PBF) disclose in this Form 4?

PBF reported that Control Empresarial de Capitales S.A. de C.V., a 10% owner, sold 370,375 Class A Common Shares in open-market transactions on August 11–12, 2026, at weighted average prices between roughly $68.00 and $70.72.

How many PBF (PBF) shares were sold on August 11, 2026 and at what prices?

On August 11, 2026, the reporting holder sold 220,375 Class A Common Shares of PBF. These were executed in multiple trades at weighted average prices of $68.2184 and $69.1383, within disclosed ranges of $68.00–$68.40 and $69.00–$69.50, respectively.

What PBF (PBF) share sale occurred on August 12, 2026?

On August 12, 2026, the reporting holder sold 150,000 Class A Common Shares of PBF. The weighted average sale price was $70.1338, with individual trades executed within a disclosed range of $69.80–$70.72, as described in the Form 4 footnote.

Were the recent PBF (PBF) insider sales made under a Rule 10b5-1 plan?

The Form 4’s Rule 10b5-1 checkbox was not checked, and no footnote states that these transactions were executed under a Rule 10b5-1 trading plan. The filing characterizes them as open-market or private transactions.

Who is the reporting person in the PBF (PBF) Form 4 and what is their status?

The reporting person is Control Empresarial de Capitales S.A. de C.V.. It is identified in the filing as a 10% owner of PBF Energy Inc., and not as a director or officer. Additional related reporting persons are referenced in Exhibit 99.1.

Does the PBF (PBF) Form 4 disclose the exact prices of each share sold?

The filing provides weighted average prices for each transaction and notes that sales occurred in multiple trades within specific price ranges. It states the reporting persons will provide full trade-by-trade price details to the issuer, any security holder, or SEC staff upon request.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 08/13/2026 - 04:09 PM EDT Learn about SEC filing dates

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^*

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

(Last) (First) (Middle)

PASEO DE LAS PALMAS 781, PISO 3

LOMAS DE CHAPULTEPEC

(Street)

CIUDAD DE MEXICO 11000

(City) (State) (Zip)

MEXICO

(Country)

2. Issuer Name and Ticker or Trading Symbol
PBF Energy Inc. [ PBF ]

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

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Add'l Rep. Persons-see Ex.99-1

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026

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

X	Form filed by One Reporting Person
	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
Class A Common Shares (as defined in Exhibit 99.1 hereto)	08/11/2026		S		110,000	D	$68.2184(1)	14,822,128	D(4)
Class A Common Shares (as defined in Exhibit 99.1 hereto)	08/11/2026		S		110,375	D	$69.1383(2)	14,771,753	D(4)
Class A Common Shares (as defined in Exhibit 99.1 hereto)	08/12/2026		S		150,000	D	$70.1338(3)	14,621,753	D(4)

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

Explanation of Responses:

1. Weighted average price. These shares were sold in multiple transactions at prices ranging from $68.00 to $68.40 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.

2. Weighted average price. These shares were sold in multiple transactions at prices ranging from $69.00 to $69.50 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.

3. Weighted average price. These shares were sold in multiple transactions at prices ranging from $69.80 to $70.72 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 (3) to this Form 4.

4. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.

	s/ MARCO ANTONIO SLIM DOMIT, ATTORNEY-IN-FACT	08/13/2026
	** 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)