Insider Selling Builds on a Pattern of Gradual Divestiture

Control Empresarial de Capitales S.A. de C.V. completed a sale of 150,000 shares of PBF Energy on 11 September 2026, receiving an average price of US $80.60 per share—slightly above the prevailing market price of US $74.72. This transaction represents the latest in a sequence of systematic sell‑offs that have reduced the company’s stake from approximately 17.9 million shares in early June to just under 13.7 million shares today. The measured pace, coupled with a modest price premium, signals a long‑term divestiture strategy rather than a reaction to short‑term price volatility.

Implications for Investors

For shareholders, the incremental reduction of Control Empresarial’s holding indicates a shift toward a leaner portfolio and suggests that the parent may be reallocating capital to alternative ventures. The volume‑weighted average price of US $80.60, higher than the closing price, may reflect the seller’s confidence in PBF’s fundamentals, particularly given the company’s long‑term offtake agreements and a low price‑to‑earnings ratio of 6.96. Nevertheless, the 2.67 % weekly decline and the 52‑week low of US $25.62 underscore the volatility inherent in the energy cycle, so investors should monitor whether selling pressure intensifies or remains a measured withdrawal.

Profile of Control Empresarial de Capitales

Control Empresarial de Capitales is a Mexican investment vehicle that has maintained a steady presence in PBF’s capital structure since mid‑2026. Its trading history exhibits a pattern of regular, sizeable sales—ranging from 30,000 to 380,000 shares per transaction—executed at prices that hover around the market average. The most recent sales in September occurred at US $77.23, US $77.30, and US $78.16, all above the then‑close price of US $74.72. This pricing discipline, coupled with a consistent decline in holdings, indicates a deliberate exit strategy rather than panic selling.

Strategic Implications for PBF Energy

PBF’s recent debt‑financing announcement—a $500 million offering of exchangeable notes—adds a layer of financial flexibility that could mitigate the impact of insider selling. By raising capital, PBF can fund capped‑call transactions to protect against dilution while simultaneously reducing older debt. The company’s robust market capitalization of US $9.28 billion and its low PE ratio position it favorably against peers in the oil‑and‑gas sector, suggesting that the business fundamentals remain solid despite the incremental share sales.

Outlook for Investors

The trend of gradual divestiture by Control Empresarial de Capitales, coupled with PBF’s strategic financing moves, points to a balanced approach: the company is managing liquidity without jeopardizing its growth trajectory. Investors should keep an eye on the timing of future sales and on PBF’s ability to deploy the newly raised capital efficiently. If the share price continues to trade near the upper range of its 52‑week high, a modest upside may remain on the horizon; however, any sudden increase in selling intensity could trigger further downward pressure.

DateOwnerTransaction TypeSharesPrice per ShareSecurity
2026-09-11Control Empresarial de Capitales S.A. de C.V. ()Sell150,000.0080.60Class A Common Shares (as defined in Exhibit 99.1 hereto)