BBB Foods (TBBB) executive details extensive option and share holdings

Rhea-AI Filing Summary

BBB FOODS INC executive Diego Ezequiel Apalategui, Director of Sales & Operations, filed an initial ownership report listing his existing equity interests in the company. The filing shows multiple stock option awards over Class C and Class A common shares at exercise prices ranging from $0.83 to $34.79, with expirations stretching from 2035 through 2053 and beyond. Some options are fully vested, while others vest over four- and five-year schedules tied to anniversary dates in 2021, 2022, 2023 and 2025. The report also notes 400,000 Class C common shares that began vesting in quarterly installments from June 30, 2025, with 299,998 shares scheduled to vest in eight equal quarterly installments beginning on March 31, 2026, and includes 26,666 unvested restricted stock units vesting in two equal annual installments starting on January 1, 2027.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Apalategui Diego Ezequiel

(Last) (First) (Middle)

AV. PDTE. MASARYK 8

POLANCO V SECCION, MIGUEL HIDALGO

(Street)

MEXICO CITY MEXICO 11560

(City) (State) (Zip)

MEXICO

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
BBB FOODS INC [ TBBB ]

3a. Foreign Trading Symbol

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Director of Sales & Operations

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Shares	117,000(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to Buy)	(2)	12/16/2038	Class C Common Shares(3)	106,091	$0.83	D
Stock Options (Right to Buy)	(2)	12/16/2039	Class C Common Shares(3)	150,000	$1.08	D
Stock Options (Right to Buy)	(2)	12/16/2040	Class C Common Shares(3)	150,000	$1.08	D
Stock Options (Right to Buy)	(2)	12/16/2041	Class C Common Shares(3)	150,000	$1.33	D
Stock Options (Right to Buy)	(2)	12/16/2042	Class C Common Shares(3)	168,000	$1.67	D
Stock Options (Right to Buy)	(2)	12/16/2043	Class C Common Shares(3)	168,000	$2	D
Stock Options (Right to Buy)	(2)	12/16/2044	Class C Common Shares(3)	168,000	$2.17	D
Stock Options (Right to Buy)	(2)	12/16/2045	Class C Common Shares(3)	168,000	$2.17	D
Stock Options (Right to Buy)	(2)	12/16/2046	Class C Common Shares(3)	201,600	$1.9	D
Stock Options (Right to Buy)	(2)	12/16/2050	Class C Common Shares(3)	375,000	$2.37	D
Stock Options (Right to Buy)	(2)	12/16/2050	Class C Common Shares(3)	375,000	$3.67	D
Stock Options (Right to Buy)	(4)	(5)	Class C Common Shares(3)	510,000	$6.33	D
Stock Options (Right to Buy)	(6)	(7)	Class C Common Shares(3)	540,000	$9.67	D
Stock Options (Right to Buy)	(8)	(9)	Class C Common Shares(3)	720,000	$12.17	D
Stock Options (Right to Buy)	(10)	12/16/2035	Class A Common Shares	300,000	$34.79	D
Class C Common Shares	(3)	(3)	Class A Common Shares(3)	400,000(11)	(3)	D

Explanation of Responses:

1. Includes 26,666 unvested restricted stock units which will vest in two equal annual installments beginning on January 1, 2027.

2. These options are fully vested.

3. Class C Common Shares convert automatically into Issuer Class A Common Shares on a one-for-one basis upon: (i) sale into the public market; (ii) any transfer, whether or not for value (except for transfers to connected persons of the transferee or to a person that is also a holder of Class C common shares, as described in the Issuer's memorandum and articles of association); and (iii) to the extent not converted earlier, on August 8, 2026.

4. These options vest over a five year period with 25% of such options vesting on the second, third, fourth and fifth anniversaries of December 15, 2021.

5. Expiration date is December 16, 2051.

6. These options vest over a five year period with 25% of such options vesting on the second, third, fourth and fifth anniversaries of December 15, 2022.

7. Expiration date is December 16, 2052.

8. These options vest over a five year period with 25% of such options vesting on the second, third, fourth and fifth anniversaries of December 15, 2023.

9. Expiration date is December 16, 2053.

10. These options vest over a four year period with 25% of such options vesting on the first, second, third and fourth anniversaries of December 9, 2025.

11. 400,000 Class C Common Shares commenced vesting on June 30, 2025, subject to 12 quarterly installments and, as of the date hereof, 299,998 Class C Common Shares are unvested and will vest in 8 equal quarterly installments beginning on March 31, 2026.

Remarks:

Title: Director of Sales and Operations. Exhibit List: Exhibit 24 - Power of Attorney. Exhibit 24 - Power of Attorney.

	/s/ Amparo Martinez Ruiz, as Attorney-In-Fact	03/19/2026
	** 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 5 (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 3: SEC 1473 (03-26)

FAQ

What did Diego Ezequiel Apalategui report in his Form 3 for TBBB?

He reported his existing equity interests in BBB FOODS INC, including multiple stock option awards over Class C and Class A common shares, time-based vesting equity awards, and restricted stock units with future vesting schedules.

What types of securities does Apalategui hold in BBB FOODS INC (TBBB)?

His holdings include stock options with various exercise prices and expirations, Class C common shares that convert into Class A common shares, and restricted stock units that vest over time according to specified annual or quarterly schedules.

How do Apalategui’s Class C shares in TBBB convert into Class A shares?

Class C common shares convert automatically into Class A common shares on a one-for-one basis upon public sale, most transfers, or, if not converted earlier, automatically on August 8, 2026, as described in the company’s governing documents.

What are the vesting terms of Apalategui’s restricted stock units in TBBB?

The filing notes 26,666 unvested restricted stock units that will vest in two equal annual installments beginning on January 1, 2027, subject to the time-based conditions described for those awards.

What is the vesting schedule for Apalategui’s stock options in BBB FOODS INC?

Some options are fully vested, while others vest over four- or five-year periods, with 25% vesting on specific anniversary dates of December 15, 2021, 2022, 2023, and December 9, 2025, as detailed in the award terms.

How do Apalategui’s 400,000 Class C shares in TBBB vest over time?

Four hundred thousand Class C common shares began vesting on June 30, 2025 in 12 quarterly installments, with 299,998 unvested shares scheduled to vest in eight equal quarterly installments starting on March 31, 2026, subject to the award conditions.