SCHEDULE: Fairholme Reduces St. Joe Company Stake to 34%
Beneficial Ownership Amendment
Fairholme Capital Management and related entities have reduced their beneficial ownership in The St. Joe Company to 34.0% through recent open-market sales.
Summary
- Fairholme Capital Management, L.L.C., Bruce R. Berkowitz, and Fairholme Funds, Inc. (the "Reporting Persons") filed Amendment No. 35 to their Schedule 13D for The St. Joe Company.
- As of September 2, 2025, Bruce R. Berkowitz beneficially owns 19,692,267 shares, representing 34.0% of The St. Joe Company's common stock.
- Fairholme Capital Management, L.L.C. beneficially owns 17,782,300 shares (30.7%), and Fairholme Funds, Inc. beneficially owns 16,428,724 shares (28.4%).
- These ownership percentages are based on 57,908,215 shares outstanding as of July 21, 2025, as reported in the Issuer's Form 10-Q filed on July 23, 2025.
- The Reporting Persons engaged in open-market sales of a total of 511,900 shares between August 12, 2025, and August 28, 2025, at prices ranging from $50.17 to $51.44 per share.
Sentiment
Score: 4
Explanation: The reduction in beneficial ownership by a significant, long-term investor like Fairholme Capital Management through open-market sales is generally perceived as a negative signal, indicating a potential shift in their investment thesis or outlook on the company's future performance.
Negatives
- A significant long-term investor, Fairholme Capital Management and its affiliates, reduced their beneficial ownership in The St. Joe Company.
- The Reporting Persons sold a total of 511,900 shares in open-market transactions during August 2025.
Future Outlook
No forward-looking statements or guidance are provided in this filing.
Industry Context
This filing primarily concerns a change in beneficial ownership by a major investor and does not provide specific details on broader industry trends or competitive landscape.
Stakeholder Impact
- Shareholders might interpret the reduction in stake by a major investor as a lack of confidence, potentially impacting investor sentiment and the company's share price.
Key Dates
| Date | Description |
|---|---|
| October 14, 2010 | Reference to the original Schedule 13D filing by the Reporting Persons. |
| April 26, 2017 | Reference to a previous Schedule 13D filing by the Reporting Persons. |
| April 9, 2020 | Bruce R. Berkowitz granted Limited Power of Attorney to Erica K. Kapahi. |
| October 23, 2024 | Reference to a previous Schedule 13D amendment filing by the Reporting Persons. |
| July 21, 2025 | Date for which 57,908,215 shares outstanding of The St. Joe Company were reported. |
| July 23, 2025 | The St. Joe Company filed its Form 10-Q. |
| August 12, 2025 | Open-market sale of 139,100 shares at $50.57. |
| August 13, 2025 | Open-market sale of 167,500 shares at $51.44. |
| August 14, 2025 | Open-market sale of 44,000 shares at $50.72. |
| August 15, 2025 | Open-market sale of 26,000 shares at $50.31. |
| August 19, 2025 | Open-market sale of 29,000 shares at $50.17. |
| August 22, 2025 | Open-market sale of 81,000 shares at $50.46. |
| August 28, 2025 | Open-market sale of 25,300 shares at $51.00, and the date of the event requiring this Schedule 13D filing. |
| September 2, 2025 | Date of this Schedule 13D/A filing. |
Recommendation
holdWhile a major investor reducing their stake can be a concerning signal, the filing does not indicate a complete divestment or a change in the stated purpose of the transaction from previous filings. Existing investors should re-evaluate their position in light of this reduction, but a 'hold' allows for further observation of company performance and Fairholme's future actions before making a definitive 'sell' decision. New investors might view this as a cautionary signal.
Keywords
The St. Joe Company, Fairholme Capital Management, Bruce R. Berkowitz, Schedule 13D/A, Beneficial Ownership, Stock Sales, Investment Management, Real Estate Development
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