[Form 3] BBB FOODS INC Initial Statement of Beneficial Ownership
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
BBB Foods Inc Chairman and CEO Kamal Anthony Hatoum filed an initial ownership report showing significant direct and indirect stakes in the company. Through Bolton Partners Ltd., he indirectly holds Class B and Class C shares that are convertible into Class A shares on a one-for-one basis under specified conditions.
He also holds several fully vested and time-vested stock option grants over Class C and Class A shares at exercise prices ranging from $2.37 to $34.79, plus unvested restricted stock units scheduled to vest in tranches beginning on January 1, 2027. The filing records existing positions rather than new market transactions.
Positive
- None.
Negative
- None.
Insider Trade Summary
10 transactions reported
Mixed
10 txns
Insider
Hatoum Kamal Anthony
Role
Chairman & CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Class B Common Shares | -- | -- | -- |
| holding | Class C Common Shares | -- | -- | -- |
| holding | Class A Common Shares | -- | -- | -- |
Holdings After Transaction:
Stock Options (Right to Buy) — 600,000 shares (Indirect, By Bolton Partners Ltd.);
Stock Options (Right to Buy) — 800,000 shares (Direct);
Class B Common Shares — 5,200,000 shares (Indirect, By Bolton Partners Ltd.);
Class C Common Shares — 16,153,914 shares (Indirect, By Bolton Partners Ltd.);
Class A Common Shares — 630,000 shares (Direct)
Footnotes (1)
- Includes 356,666 unvested restricted stock units, of which 250,000 unvested restricted stock units will vest on January 1, 2027 and 106,666 unvested restricted stock units will vest in two equal yearly installments beginning on January 1, 2027. These options are fully vested. Class C Common Shares convert automatically into Issuer Class A Common Shares on a one-for-one basis upon: (i) sale into the public market; (ii) any transfer, whether or not for value (except for transfers to connected persons of the transferee or to a person that is also a holder of Class C common shares, as described in the Issuer's memorandum and articles of association); and (iii) to the extent not converted earlier, on August 8, 2026. These options vest over a five year period with 25% of such options vesting on the second, third, fourth and fifth anniversaries of December 15, 2021. Expiration date is December 16, 2051. These options vest over a five year period with 25% of such options vesting on the second, third, fourth and fifth anniversaries of December 15, 2022. Expiration date is December 16, 2052. These options vest over a five year period with 25% of such options vesting on the second, third, fourth and fifth anniversaries of December 15, 2023. Expiration date is December 16, 2053. These options vest over a four year period with 25% of such options vesting on the first, second, third and fourth anniversaries of December 10, 2025. Expiration date is December 16, 2055. Class B Common Shares convert automatically into Issuer Class A Common Shares on a one-for-one basis upon: (i) sale into the public market; (ii) any transfer, whether or not for value (except for certain permitted transfers as described in the Issuer's memorandum and articles of association); and (iii) at such time as the number of issued and outstanding Class B Common Shares represents less than 1.0% of the aggregate number of common shares of the Issuer. Class B Common Shares convert automatically into Issuer Class C Common Shares on a one-for-one basis upon foreclosure or enforcement of any pledge over the Class B Common Shares. To the extent not converted earlier, on August 8, 2026, the Class B Common Shares will be convertible into Issuer Class A Common Shares at any time at the holder's option.
Key Figures
Direct Class A shares: 630,000 shares
Indirect Class B shares: 5,200,000 shares
Indirect Class C shares: 16,153,914 shares
+5 more
8 metrics
Direct Class A shares
630,000 shares
Class A Common Shares held directly by CEO
Indirect Class B shares
5,200,000 shares
Class B Common Shares held via Bolton Partners Ltd.
Indirect Class C shares
16,153,914 shares
Class C Common Shares held via Bolton Partners Ltd.
Options over Class C at $2.37
600,000 underlying shares
Stock options (right to buy) at $2.3700 exercise price
Options over Class C at $3.67
600,000 underlying shares
Stock options (right to buy) at $3.6700 exercise price
Options over Class A at $34.79
800,000 underlying shares
Stock options (right to buy) over Class A shares
Unvested RSUs total
356,666 units
Restricted stock units scheduled to vest starting January 1, 2027
RSUs vesting Jan 1, 2027
250,000 units
First tranche of unvested restricted stock units
Key Terms
Stock Options (Right to Buy), restricted stock units, Class B Common Shares, Class C Common Shares, +2 more
6 terms
Stock Options (Right to Buy) financial
"security_title: Stock Options (Right to Buy)"
restricted stock units financial
"Includes 356,666 unvested restricted stock units, of which 250,000..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
one-for-one basis financial
"convert automatically into Issuer Class A Common Shares on a one-for-one basis"
convert automatically financial
"Class C Common Shares convert automatically into Issuer Class A Common Shares"
