Major PBF Energy (PBF) shareholder sells 250,000 Class A shares in market

Rhea-AI Filing Summary

Control Empresarial de Capitales S.A. de C.V., a major shareholder of PBF Energy Inc., reported an open-market sale of 250,000 Class A common shares at a weighted average price of $34.9099 per share. After this transaction, the reporting holder owned 27,591,198 Class A common shares directly.

The sale was executed in multiple trades within a price range from $34.60 to $35.08, with the weighted average price disclosed for transparency.

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

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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 O5 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)
02/24/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Shares (as defined in Exhibit 99.1 hereto)	02/24/2026		S		250,000	D	$34.9099(1)	27,591,198	D(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)
				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 $34.60 to $35.08 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. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.

	/s/ MARCO ANTONIO SLIM DOMIT, ATTORNEY-IN-FACT	02/26/2026
	** 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).
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FAQ

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

PBF Energy reported that Control Empresarial de Capitales S.A. de C.V. executed an open-market sale of 250,000 Class A common shares. The sale used a weighted average price of $34.9099 per share and was completed across multiple trades within a narrow price range.

Who is the reporting person in the latest PBF Energy (PBF) Form 4 filing?

The reporting person is Control Empresarial de Capitales S.A. de C.V., identified as a ten percent owner of PBF Energy Inc. It reported a direct holding of 27,591,198 Class A common shares after the disclosed open-market sale transaction executed on February 24, 2026.

How many PBF Energy (PBF) shares were sold and at what price?

The filing shows a sale of 250,000 Class A common shares of PBF Energy at a weighted average price of $34.9099 per share. Individual trade prices ranged between $34.60 and $35.08, reflecting multiple executions within that disclosed price band.

How many PBF Energy (PBF) shares did the insider hold after the sale?

After the reported open-market sale, Control Empresarial de Capitales S.A. de C.V. held 27,591,198 Class A common shares of PBF Energy directly. This post-transaction balance reflects the updated ownership position as of the transaction date disclosed in the Form 4 filing.

What does the price range disclosure mean in PBF Energy’s (PBF) Form 4?

The filing states the 250,000 shares were sold in multiple trades at prices between $34.60 and $35.08. A weighted average price of $34.9099 is reported, and the reporting persons commit to provide full trade details upon request to investors or regulators.

Was the PBF Energy (PBF) insider sale an open-market transaction?

Yes. The Form 4 describes the transaction as an open-market sale of Class A common shares. It uses transaction code “S,” indicating a sale in open-market or private transactions, and specifies the weighted average price and detailed trading range for the executed orders.