Insider Selling Ramps Up at PBF Energy

PBF Energy’s share price closed at $33.67 on February 11, 2026, down 2.73 % for the week but up 6.54 % on the month. In the same trading day Control Empresarial de Capitales S.A. de C.V. sold 450 000 Class A shares at an average price of $35.38, followed by a second tranche of 3 000 shares the next day at $36.79. The sale reduces the holder’s stake to 28.44 million shares—about 7 % of outstanding equity—while the company’s market cap remains $3.9 billion.

What the Sell‑Off Signals to Investors

The timing of the sales is noteworthy. PBF Energy just reported a strong fourth‑quarter earnings beat, a dividend of $0.275, and improved operating income that reversed last year’s loss. Yet the seller’s price range (≈ $35–$36) is well above the current market level and above the 52‑week high of $41.48, suggesting that the owner is capitalizing on a valuation rally. For equity holders, the volume—nearly 1.5 % of the company’s float—may trigger a short‑term liquidity squeeze, but it could also be interpreted as a confidence signal that the owner believes the stock is still undervalued.

Control Empresarial: A Pattern of Opportunistic Sales

Control Empresarial’s filing history over the last two months shows a consistent pattern of selling large blocks of shares when prices are near or above the 52‑week high. From mid‑January to early February, the holder off‑loaded between 60 000 and 260 000 shares in each transaction, often at prices ranging from $32.31 to $36.83. The cumulative effect has been a gradual erosion of the stake from roughly 30 million to 28 million shares. This trend is typical of a passive investment vehicle that seeks to lock in gains rather than participate in the company’s long‑term upside.

Implications for PBF Energy’s Future

The recent insider selling does not appear to be driven by a lack of faith in PBF’s strategy. The company’s core business—long‑term offtake agreements and unbranded fuel supply—continues to generate steady cash flow, and its dividend policy remains consistent. Nevertheless, the aggressive divestitures could pressure the stock’s liquidity and create a window for short‑term volatility. Analysts will likely monitor whether other insiders, such as senior executives who have sold significant positions in the past, follow suit. If insider selling continues, it could prompt a reassessment of PBF’s valuation multiples, especially given its negative price‑earnings ratio of –7.64 and the broader energy sector’s uncertain commodity outlook.

Bottom Line for Investors

Control Empresarial’s recent sales reflect a classic “realise gains” strategy rather than a red flag about PBF’s fundamentals. Investors should weigh the short‑term liquidity impact against the company’s solid earnings momentum and dividend policy. Keeping an eye on the timing and size of future insider transactions will help gauge whether the current selling spree signals a broader shift or simply a one‑off portfolio adjustment.

DateOwnerTransaction TypeSharesPrice per ShareSecurity
2026-02-11Control Empresarial de Capitales S.A. de C.V. ()Sell450,000.0035.38Class A Common Shares (as defined in Exhibit 99.1 hereto)
2026-02-12Control Empresarial de Capitales S.A. de C.V. ()Sell3,000.0036.79Class A Common Shares (as defined in Exhibit 99.1 hereto)