Form 4 PBF Energy Inc. For: May 17 Filed by: Control Empresarial de Capitales S.A. de C.V.

May 19, 2022 8:56 PM EDT

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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).
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) Other (specify below)
Add'l Rep. Persons-see Ex.99-1
3. Date of Earliest Transaction (Month/Day/Year)
05/17/2022
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) 05/17/2022   S   83,800 D $ 31.2213 (1) 14,543,183 (3) D (4)  
Class A Common Shares (as defined in Exhibit 99.1 hereto) 05/18/2022   S   15,000 D $ 31.0852 (2) 14,528,183 D (4)  
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 $31.1400 to $31.6000 inclusive. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission (the "SEC"), 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. Weighted average price. These shares were sold in multiple transactions at prices ranging from $30.9500 to $31.3800 inclusive. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.
3. The Forms 4 filed on May 12, 2022 and May 17, 2022 mistakenly overstated the Reporting Person's beneficial ownership in Item 5 of the table by 20,000 shares. This error has been corrected in this filing.
4. See attached Exhibit 99.1 to this Form 4, which is hereby incorporated herein by reference.
/s/ MARCO ANTONIO SLIM DOMIT, ATTORNEY-IN-FACT 05/19/2022
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Exhibit 99.1

Name and Address of Additional Reporting Persons:
 
The principal business address for each member of the Slim Family is:
 
Paseo de Las Palmas #736
Colonia Lomas de Chapultepec
11000 Ciudad de México, México
 
The principal business address for Carso Energy Corp. is:
 
900 Avenue S
Grand Prairie, Texas 75050
 
Explanation of Responses:
 
Beneficial Ownership
 
As of the date of this filing, (i) Control Empresarial de Capitales S.A. de C.V. (“Control Empresarial”) owns 14,528,183 shares of Class A Common Stock, $0.001 par value per share (the “Class A Common Shares”) and (ii) the Slim Family, which are beneficiaries of a Mexican trust that in turn owns all of the issued and outstanding voting equity securities of Control Empresarial, may be deemed to beneficially own indirectly the Class A Common Shares beneficially owned by Control Empresarial. The Class A Common Shares beneficially owned by Control Empresarial constitute approximately 12.1% of the 120,338,300 issued and outstanding Class A Common Shares, as reported in the Form 10-K filed by the Issuer with the SEC on February 17, 2022. As a result, the Slim Family may also be deemed to beneficially own approximately 12.1% of the 120,338,300 issued and outstanding Class A Common Shares, as reported in the Form 10-K filed by the Issuer with the SEC on February 17, 2022. Carso Energy Corp. is a wholly-owned subsidiary of Carso Electric, S.A. de C.V., a wholly-owned subsidiary of Carso Energy, S.A. de C.V., a subsidiary of Grupo Carso, S.A.B. de C.V. (“Grupo Carso”). The members of the Slim Family are beneficiaries of a Mexican trust which controls Grupo Carso. Carso Energy Corp. may be deemed to be part of a group with Control Empresarial and the Slim Family pursuant to Rule 13d-5(b).


Signature Page

           
 
Carlos Slim Helú
     
           
 
Carlos Slim Domit
 
By:
/s/ Marco Antonio Slim Domit     
 
       
Marco Antonio Slim Domit
 
 
Marco Antonio Slim Domit
 
Attorney-in-Fact*
 
       
May 19, 2022
 
 
Patrick Slim Domit
     
           
 
María Soumaya Slim Domit
     
           
 
Vanessa Paola Slim Domit
     
           
 
Johanna Monique Slim Domit
     
         
 
CONTROL EMPRESARIAL DE CAPITALES S.A. DE C.V.
     
           
 
By:
Armando Ibáñez Vázquez        
 
Title: Attorney-in-Fact
     
 
     
 
CARSO ENERGY CORP.
     
 
       
 
By:
Luis Fernando Meillon Del Pando        
 
Title: Attorney-in-Fact
     
         

* See the Powers of Attorney for the members of the Slim Family and Control Empresarial, which are filed as exhibits to the Form 4 filed by the Slim Family and Control Empresarial  with the SEC on November 9, 2021 in connection with their purchase of Common Units of PBF Logistics LP, the Power of Attorney for Carso Energy Corp., filed as Exhibit 99-1 to the Schedule 13G/A filed by the Slim Family, Control Empresarial and Carso Energy Corp. with the SEC on November 13, 2019 in connection with their ownership of the Issuer, and the Joint Filing Agreement among the Slim Family, Control Empresarial and Carso Energy Corp., filed as Exhibit 99-2 to the Schedule 13G/A filed by the Slim Family, Control Empresarial and Carso Energy Corp. with the SEC on November 13, 2019 in connection with their ownership of the Issuer, which are hereby incorporated herein by reference.

 



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