PBF Energy Inc. (the “Issuer”)
|
(Name of Issuer)
|
Class A Common Stock, $0.001 par value per share (the “Class A Common Shares”)
|
(Title of Class of Securities)
|
69318G106
|
(CUSIP Number)
|
May 3, 2022
|
(Date of Event Which Requires Filing of this Statement)
|
CUSIP No. 69318G106
|
|
Page 2 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Carlos Slim Helú
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 3 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Carlos Slim Domit
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 4 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Marco Antonio Slim Domit
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 5 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Patrick Slim Domit
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 6 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
María Soumaya Slim Domit
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 7 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Vanessa Paola Slim Domit
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 8 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Johanna Monique Slim Domit
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 9 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Control Empresarial de Capitales S.A. de C.V.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
México
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
HC
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 10 of 15
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
Carso Energy Corp.
|
|
|
|||
|
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☐
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
|
|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
- 0 -
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
- 0 -
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(c))
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
15,752,683 Class A Common Shares (See Item 4(a))
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
13.1% of the total Class A Common Shares outstanding (See Item 4(b))
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
C
|
|
|
|||
|
|
CUSIP No. 69318G106
|
|
Page 11 of 15
|
Item 1. |
(a) |
Name of Issuer:
|
(b) |
One Sylvan Way, Second Floor
|
(a) |
Name of Persons Filing:
|
(b) |
Address of Principal Business Office:
|
CUSIP No. 69318G106
|
|
Page 12 of 15
|
(c) |
Citizenship:
|
(d) |
Title of Class of Securities:
|
(e) |
CUSIP Number:
|
Item 3. |
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):
|
(a)
|
☐ |
Broker or dealer registered under Section 15 of the Act;
|
|
|
|
|
|
(b)
|
☐
|
Bank as defined in Section 3(a)(6) of the Act;
|
|
|
|
|
|
(c)
|
☐
|
Insurance company as defined in Section 3(a)(19) of the Act;
|
|
|
|
|
|
(d)
|
☐
|
Investment company registered under Section 8 of the Investment Company Act;
|
|
|
|
|
|
(e)
|
☐
|
Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
|
|
(f)
|
☐
|
Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
|
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(g)
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☐
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Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
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(h)
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☐
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Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
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(i)
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☐
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Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
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(j)
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☐
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J); or
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(k) | ☐ |
Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: _____
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CUSIP No. 69318G106
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Page 13 of 15
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Item 4. |
Ownership.
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(a) |
Amount Beneficially Owned:
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(b) |
Percent of Class:
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(c) |
Number of shares as to which such person has:
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(i) |
Sole power to vote or to direct the vote: -0-
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(ii) |
Shared power to vote or to direct the vote:
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(iii) |
Sole power to dispose or to direct the disposition of: -0-
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(iv) |
Shared power to dispose or direct the disposition of:
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Item 5. |
Ownership of Five Percent or Less of a Class.
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CUSIP No. 69318G106
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Page 14 of 15
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person.
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
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Item 8. |
Identification and Classification of Members of the Group.
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Item 9. |
Notice of Dissolution of Group.
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Item 10. |
Certifications.
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CUSIP No. 69318G106
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Page 15 of 15
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Carlos Slim Helú
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||||
Carlos Slim Domit
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By: |
/s/ Marco Antonio Slim Domit
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Marco Antonio Slim Domit
|
||||
Marco Antonio Slim Domit
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Attorney-in-Fact
|
|||
May 10, 2022
|
||||
Patrick Slim Domit
|
||||
María Soumaya Slim Domit
|
||||
Vanessa Paola Slim Domit
|
||||
Johanna Monique Slim Domit
|
||||
|
||||
By: Víctor Manuel Gutierrez Lopez
Title: Attorney-in-Fact
|
||||
CARSO ENERGY CORP.
|
||||
By: Luis Fernando Meillon Del Pando
|
||||
Title: Attorney-in-Fact
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