Major PBF Energy (PBF) shareholder sells 850,000 Class A shares in June trades

Rhea-AI Filing Summary

Control Empresarial de Capitales S.A. de C.V., a ten percent owner of PBF Energy Inc., reported open-market sales of a total of 850,000 Class A common shares over two days. On June 30, 2026, it sold 280,000 shares at $46.652 per share. On June 29, 2026, it sold 200,000 shares at $47.006 per share and 370,000 shares at $46.0062 per share. After these transactions, the reporting holder directly owned 16,862,128 Class A common shares. Footnotes state that each reported price is a weighted average of multiple trades within specified intraday price ranges.

Insights

Equity ownership analyst

Large shareholder executes open-market sales but retains sizable stake.

Control Empresarial de Capitales S.A. de C.V., identified as a ten percent owner of PBF Energy Inc., executed three open-market sales totaling 850,000 Class A shares at prices around the mid‑$40s.

Following these sales, the holder still owns 16,862,128 shares, indicating it remains a major shareholder. The sales use weighted-average prices over intraday ranges between about $45.50 and $47.51, typical for block trades broken into multiple executions.

The filing shows no option exercises or derivative positions, so this is a straightforward reduction of common-share holdings. The overall impact depends on how this stake compares with total shares outstanding, which is not detailed here.

Insider Trade Summary

Net Seller: 850,000 shares ($39,486,054)

Net Sell 3 txns

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

Role null

Sold 850,000 shs ($39.49M)

Type	Security	Shares	Price	Value
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto)	280,000	$46.652	$13.06M
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto)	370,000	$46.0062	$17.02M
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto)	200,000	$47.006	$9.40M

Holdings After Transaction: Class A Common Shares (as defined in Exhibit 99.1 hereto) — 16,862,128 shares (Direct, null)

Footnotes (1)

1. Weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $46.445 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. Weighted average price. These shares were sold in multiple transactions at prices ranging from $46.70 to $47.51 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. Weighted average price. These shares were sold in multiple transactions at prices ranging from $46.10 to $47.02 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. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.

Key Figures

Total shares sold: 850,000 shares June 30 sale: 280,000 shares at $46.652/share June 29 sale 1: 200,000 shares at $47.006/share +3 more

6 metrics

Total shares sold 850,000 shares Open-market sales on June 29–30, 2026

June 30 sale 280,000 shares at $46.652/share Class A common shares

June 29 sale 1 200,000 shares at $47.006/share Class A common shares

June 29 sale 2 370,000 shares at $46.0062/share Class A common shares

Post-transaction holdings 16,862,128 shares Class A common shares directly owned after sales

Net share change −850,000 shares Net-sell direction from transaction summary

Key Terms

open-market sale, Class A Common Shares, ten percent owner, weighted average price

4 terms

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.

Class A Common Shares financial

"security_title": "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).

ten percent owner regulatory

""is_ten_percent_owner": 1"

weighted average price financial

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

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.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 04:41 PM Accepted by SEC EDGAR 07/01/2026 - 04:40 PM 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)
06/29/2026

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)	06/29/2026		S		370,000	D	$46.0062(1)	17,342,128	D(4)
Class A Common Shares (as defined in Exhibit 99.1 hereto)	06/29/2026		S		200,000	D	$47.006(2)	17,142,128	D(4)
Class A Common Shares (as defined in Exhibit 99.1 hereto)	06/30/2026		S		280,000	D	$46.652(3)	16,862,128	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 $45.50 to $46.445 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 $46.70 to $47.51 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 $46.10 to $47.02 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	07/01/2026
	** 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 PBF Energy (PBF) shares did the insider sell in this Form 4?

The reporting holder sold 850,000 PBF Class A common shares in total. The transactions were split into three open-market sales on June 29 and June 30, 2026, at prices around the mid‑$40s per share.

What sale prices were reported in the latest PBF Energy (PBF) Form 4?

The filing reports weighted-average sale prices of $46.652, $47.006, and $46.0062 per share. Footnotes explain each figure reflects multiple trades within intraday ranges between about $45.50 and $47.51.

Who sold shares in PBF Energy (PBF) according to this Form 4?

The seller is Control Empresarial de Capitales S.A. de C.V., identified as a ten percent owner of PBF Energy Inc. The Form 4 lists the entity as the reporting person for these open-market sales of Class A common shares.

How many PBF Energy (PBF) shares does the reporting holder own after the sales?

After the reported transactions, the holder directly owns 16,862,128 Class A common shares of PBF Energy Inc. This figure reflects the position remaining following the sale of 850,000 shares across June 29 and June 30, 2026.

Were the PBF Energy (PBF) insider sales single trades or multiple executions?

The Form 4 states the reported prices are weighted averages for each transaction. Footnotes clarify that the sales occurred through multiple executions within specified price ranges on the trade dates, typical for larger block disposals.