Form 4: ST JOE Director Sells $4.1M in Planned Stock Sale

Bruce R. Berkowitz, a Director and 10% owner of ST JOE Co, reported a planned sale of 81,000 shares of common stock for approximately $4.1 million.

Summary

• Bruce R. Berkowitz, a Director and 10% owner of ST JOE Co (JOE), reported a sale of 81,000 shares of common stock.
• The transaction is scheduled for August 22, 2025, at a price of $50.46 per share.
• The total value of the shares sold amounts to approximately $4,087,260.
• This transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
• Following this planned transaction, Mr. Berkowitz and entities he controls will beneficially own 16,454,024 shares indirectly through The Fairholme Fund and 606,866 shares directly.

Sentiment

Score: 4

Explanation: The planned sale of shares by a significant insider, even if pre-planned under a 10b5-1, generally carries a slightly negative sentiment as it reduces insider ownership. However, the large remaining holdings mitigate a strong negative score.

Negatives

• A Director and 10% owner, Bruce R. Berkowitz, is selling 81,000 shares of common stock, representing a reduction in his direct beneficial ownership.

Future Outlook

No specific future outlook or guidance is provided in this beneficial ownership filing.

Management Comments

• Mr. Berkowitz and Fairholme disclaim beneficial ownership in the securities reported on this Form 4 except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that Mr. Berkowitz and Fairholme are the beneficial owners of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the 'Exchange Act'), or for any other purpose.

Industry Context

This filing, a Form 4, reports an individual insider transaction and does not provide broader industry context or trends.

Corporate Governance

Related Party Transactions

• Planned sale of 81,000 common shares by Bruce R. Berkowitz, a Director and 10% owner of ST JOE Co.
• Beneficial ownership of 16,454,024 shares held by The Fairholme Fund, a series of Fairholme Funds, Inc., which is managed by Fairholme Capital Management, LLC, an entity controlled by Mr. Berkowitz.

Stakeholder Impact

• Shareholders may interpret the planned insider sale as a slightly negative signal, potentially impacting investor confidence or share price, despite being a pre-scheduled transaction.

Key Dates

Recommendation

While the planned sale by a significant insider could be perceived negatively, the transaction is noted as being pursuant to a Rule 10b5-1 plan, indicating it was pre-scheduled and not necessarily based on new, adverse information. Furthermore, Mr. Berkowitz and related entities retain a very substantial beneficial ownership in ST JOE Co. Investors should monitor future filings and company performance rather than reacting solely to this planned sale, maintaining a 'hold' position unless other fundamental changes occur.

Keywords

ST JOE Co, JOE, Bruce R. Berkowitz, Fairholme Capital Management, Insider Sale, Form 4, Beneficial Ownership, Director, 10% Owner, Stock Transaction, Real Estate, 10b5-1 Plan