Large PBF Energy (PBF) shareholder sells 219,000 Class A shares in market

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Control Empresarial de Capitales S.A. de C.V., a greater-than-10% owner of PBF Energy Inc., reported open-market sales of Class A common shares over two consecutive days. The entity sold 120,000 shares on March 2, 2026 at a weighted average price of $38.3302 per share, in multiple trades between $38.20 and $38.535. On March 3, 2026, it sold an additional 99,000 shares at a weighted average price of $40.3327 per share, in trades ranging from $40.00 to $40.63. Following these sales, it continued to hold 27,372,198 Class A common shares.

Insider Trade Summary

Net Seller: 219,000 shares ($8,592,561)

Net Sell 2 txns

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

Role 10% Owner

Sold 219,000 shs ($8.59M)

Type	Security	Shares	Price	Value
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto)	99,000	$40.3327	$3.99M
Sale	Class A Common Shares (as defined in Exhibit 99.1 hereto)	120,000	$38.3302	$4.60M

Holdings After Transaction: Class A Common Shares (as defined in Exhibit 99.1 hereto) — 27,372,198 shares (Direct)

Footnotes (1)

Weighted average price. These shares were sold in multiple transactions at prices ranging from $38.20 to $38.535 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 $40.00 to $40.63 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. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.

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Form 4 Insider Transactions: What Each Field Means →

03/04/2026 - 09:35 PM

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Shares (as defined in Exhibit 99.1 hereto)	03/02/2026		S		120,000	D	$38.3302⁽¹⁾	27,471,198	D⁽³⁾
Class A Common Shares (as defined in Exhibit 99.1 hereto)	03/03/2026		S		99,000	D	$40.3327⁽²⁾	27,372,198	D⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Weighted average price. These shares were sold in multiple transactions at prices ranging from $38.20 to $38.535 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 $40.00 to $40.63 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. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.

	/s/ MARCO ANTONIO SLIM DOMIT, ATTORNEY-IN-FACT	03/04/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did PBF (PBF) report in this Form 4?

The filing reports that Control Empresarial de Capitales S.A. de C.V. sold a total of 219,000 PBF Energy Class A common shares in open-market transactions on March 2 and March 3, 2026, at weighted average prices around the high-$30s to low-$40s per share.

Who is the reporting person in the latest PBF (PBF) insider trading report?

The reporting person is Control Empresarial de Capitales S.A. de C.V., identified as a greater-than-10% owner of PBF Energy Inc. The Form 4 shows this entity’s direct ownership and its sales of PBF Energy Class A common shares on March 2 and March 3, 2026.

How many PBF Energy shares were sold and at what prices?

Control Empresarial sold 120,000 PBF Energy Class A common shares on March 2, 2026 at a weighted average price of $38.3302, and 99,000 shares on March 3, 2026 at a weighted average price of $40.3327, with each day’s trades executed within stated intraday price ranges.

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

After completing the reported transactions, Control Empresarial de Capitales S.A. de C.V. directly holds 27,372,198 PBF Energy Class A common shares. This figure reflects its ownership position immediately following the March 3, 2026 open-market sale described in the Form 4 filing.

What do the weighted average prices mean in the PBF Form 4 filing?

The weighted average prices reflect that the 120,000 and 99,000 PBF Energy shares were sold in multiple trades at varying prices within daily ranges. The filing notes that detailed trade-by-trade pricing information is available upon request from the issuer, shareholders, or the SEC staff.

Were the PBF Energy insider sales executed in the open market?

Yes. The Form 4 classifies both transactions as open-market sales of non-derivative PBF Energy Class A common shares, using transaction code “S”. The description confirms these were sales in the open market or private transactions, rather than option exercises or derivative-related activity.