BBB Foods Inc. (TBBB): Orbis-led investors disclose 8.6% ownership position

Rhea-AI Filing Summary

Orbis Investment Management Ltd and Allan Gray Australia Pty Ltd report beneficial ownership in BBB Foods Inc. common stock. Together, the reporting persons state beneficial ownership of 6,735,036 shares, representing 8.6% of the class as of June 30, 2026. Orbis holds sole voting and dispositive power over 6,718,920 shares, while Allan Gray Australia holds sole voting and dispositive power over 16,116 shares; neither reports any shared voting or dispositive power.

The firms describe themselves as Non-U.S. Institutions functionally equivalent to an Investment Adviser and expressly disclaim being part of a group under Section 13(d)(3). Each also notes that other persons have rights to receive dividends or sale proceeds from the securities they beneficially own.

Key Figures

Beneficially owned shares: 6,735,036 shares Ownership percentage: 8.6% Orbis sole voting and dispositive power: 6,718,920 shares +3 more

6 metrics

Beneficially owned shares 6,735,036 shares Total BBB Foods Inc. common stock beneficially owned by the reporting persons

Ownership percentage 8.6% Percent of BBB Foods Inc. common stock class beneficially owned

Orbis sole voting and dispositive power 6,718,920 shares Shares of BBB Foods Inc. over which Orbis has sole voting and dispositive power

Allan Gray Australia sole voting and dispositive power 16,116 shares Shares of BBB Foods Inc. over which Allan Gray Australia has sole voting and dispositive power

CUSIP G0896C103 CUSIP number for BBB Foods Inc. common stock

Reporting date 06/30/2026 Date as of which ownership information is provided

Key Terms

beneficial ownership, Sole Voting Power, Sole Dispositive Power, Non-U.S. Institution (FI), +2 more

6 terms

beneficial ownership financial

"Amount beneficially owned: 6,735,036"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Sole Voting Power financial

"Sole Voting Power 6,718,920.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Sole Dispositive Power financial

"Sole Dispositive Power 6,718,920.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Non-U.S. Institution (FI) regulatory

"classified as a Non-U.S. Institution (FI) that is equivalent"

Investment Adviser (IA) regulatory

"equivalent to an Investment Adviser (IA)"

An investment adviser (IA) is a person or firm that provides personalized guidance on buying, selling, or holding investments and often manages client portfolios for a fee. Investors should care because an IA has a legal duty to act in the client's best interest—think of them as a navigator who plans and steers your financial journey—so their advice, fee structure and potential conflicts can directly affect returns and financial risk.

Schedule 13D regulatory

"information that would otherwise be disclosed in a Schedule 13D"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

FAQ

What stake in BBB Foods Inc. (TBBB) is reported in this Schedule 13G/A?

The filing reports beneficial ownership of 6,735,036 shares of BBB Foods Inc. common stock, representing 8.6% of the class. This reflects holdings managed by Orbis Investment Management Ltd and Allan Gray Australia Pty Ltd, each reporting its own controlled shares.

How many BBB Foods Inc. (TBBB) shares does Orbis Investment Management Ltd control?

Orbis Investment Management Ltd reports sole voting and dispositive power over 6,718,920 shares of BBB Foods Inc. common stock. It reports no shared voting or dispositive power, and its holdings form the vast majority of the reported 8.6% beneficial stake.

What is Allan Gray Australia Pty Ltd’s position in BBB Foods Inc. (TBBB)?

Allan Gray Australia Pty Ltd reports sole voting and dispositive power over 16,116 shares of BBB Foods Inc. common stock. This represents a small portion of the 6,735,036 total shares reported as beneficially owned by the two reporting persons combined.

Are Orbis and Allan Gray Australia filing as a group in this BBB Foods Inc. (TBBB) 13G/A?

They file together as “Reporting Persons” but state they do not represent that they are a group for purposes of Section 13(d)(3). Each disclaims beneficial ownership of shares reported by the other, limiting responsibility to its own disclosed information.

Who ultimately benefits from the BBB Foods Inc. (TBBB) shares managed by Orbis and Allan Gray Australia?

The filing states that other persons have rights to receive dividends or sale proceeds from the BBB Foods Inc. shares beneficially owned by Orbis and Allan Gray Australia. These underlying investors are not individually identified, consistent with institutional investment structures.

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

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Available on EDGAR 08/14/2026 - 01:23 PM Accepted by SEC EDGAR 08/14/2026 - 01:22 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

BBB FOODS INC

(Name of Issuer)

Common Stock

(Title of Class of Securities)

G0896C103

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): G0896C103

1

Names of Reporting Persons

ORBIS INVESTMENT MANAGEMENT LTD

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 6,718,920.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 6,718,920.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,718,920.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.6 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

CUSIP Number(s): G0896C103

1

Names of Reporting Persons

Allan Gray Australia Pty Ltd

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

AUSTRALIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 16,116.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 16,116.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,116.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0 %

12

Type of Reporting Person (See Instructions)

FI

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BBB FOODS INC
(b)	Address of issuer's principal executive offices: AV. PDTE. MASARYK 8, POLANCO V SECC,, MIGUEL HIDALGO, MEXICO CITY, MEXICO 11560
Item 2.
(a)	Name of person filing: ORBIS INVESTMENT MANAGEMENT LTD Allan Gray Australia Pty Ltd
(b)	Address or principal business office or, if none, residence: ORBIS INVESTMENT MANAGEMENT LIMITED: Orbis House, 25 Front Street, Hamilton, Bermuda HM11 Allan Gray Australia Pty Ltd: Level 2, Challis House, 4 Martin Place, Sydney NSW2000, Australia
(c)	Citizenship: ORBIS INVESTMENT MANAGEMENT LTD - BERMUDA Allan Gray Australia Pty Ltd - AUSTRALIA
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: G0896C103
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
	Equivalent to IA.
Item 4.	Ownership
(a)	Amount beneficially owned: 6,735,036
(b)	Percent of class: 8.6 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: ORBIS INVESTMENT MANAGEMENT LTD - 6,718,920 Allan Gray Australia Pty Ltd - 16,116
	(ii) Shared power to vote or to direct the vote: ORBIS INVESTMENT MANAGEMENT LTD - 0 Allan Gray Australia Pty Ltd - 0
	(iii) Sole power to dispose or to direct the disposition of: ORBIS INVESTMENT MANAGEMENT LTD - 6,718,920 Allan Gray Australia Pty Ltd - 16,116
	(iv) Shared power to dispose or to direct the disposition of: ORBIS INVESTMENT MANAGEMENT LTD - 0 Allan Gray Australia Pty Ltd - 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Other persons have the right to receive dividends from, the power to direct the receipt of dividends from, or the right to receive the proceeds from the sale of, the securities of the issuer identified in Item 4(a) that are beneficially owned by Orbis Investment Management Ltd. Another person has the right to receive dividends from, the power to direct the receipt of dividends from, or the right to receive the proceeds from the sale of, the securities of the issuer identified in Item 4(a) that are beneficially owned by Allan Gray Australia Pty Ltd.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. Information with respect to each of Orbis Investment Management Ltd and Allan Gray Australia Pty Ltd (collectively, the "Reporting Persons") is given solely by each such Reporting Person and no Reporting Person has responsibility for the accuracy or completeness of information supplied by any other Reporting Person. Orbis Investment Management Ltd and Allan Gray Australia Pty Ltd are classified as a Non-U.S. Institution (FI) that is equivalent to an Investment Adviser (IA). Notwithstanding that the Reporting Persons are making this filing together, none of the Reporting Persons represents that it is a member of a group for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. Each Reporting Person disclaims beneficial ownership of any shares beneficially owned by any other Reporting Person as specified in Item 4(a).
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Orbis Investment Management Ltd and Allan Gray Australia Pty Ltd is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

ORBIS INVESTMENT MANAGEMENT LTD

Signature:	Matthew Gaarder
Name/Title:	Attorney-in-Fact
Date:	08/14/2026

Allan Gray Australia Pty Ltd

Signature:	Matthew Gaarder
Name/Title:	Attorney-in-Fact
Date:	08/14/2026