PBF Energy (NYSE: PBF) director exercises options, sells 50,000 shares

Rhea-AI Filing Summary

PBF Energy director Thomas J. Nimbley exercised stock options and sold shares in a routine liquidity move. He exercised options for 50,000 shares of Class A Common Stock at an exercise price of $28.67 per share from a fully vested 2017 grant, then sold 50,000 shares at an average price of $51.3607 per share on the same date. Following these transactions, he directly holds 790,716 Class A shares, essentially keeping his common share position unchanged while eliminating this particular option grant.

Insights

Equity compensation and insider transactions analyst

Routine exercise-and-sell: no net change in shareholdings, modest signal.

Director Thomas J. Nimbley exercised options for 50,000 PBF Energy shares at $28.67 and sold the same 50,000 shares at $51.3607. This is a classic exercise-and-sell pattern, converting a vested option award from 2017 into cash.

After the sale, he still directly owns 790,716 Class A shares, so his common share holdings did not change from before the exercise. With 0% of the exercised shares retained and no remaining derivatives from this grant disclosed, the transactions appear compensation- and liquidity-driven rather than a directional bet on the stock.

Insider Trade Summary

Net Seller: 50,000 shares ($2,568,035)

Net Sell 3 txns

Insider Nimbley Thomas J.

Role Director

Sold 50,000 shs ($2.57M)

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy)	50,000	$0.00	--
Exercise	Class A Common Stock	50,000	$28.67	$1.43M
Sale	Class A Common Stock	50,000	$51.3607	$2.57M

Holdings After Transaction: Employee Stock Option (right to buy) — 150,000 shares (Direct); Class A Common Stock — 840,716 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nimbley Thomas J.

(Last) (First) (Middle)

ONE SYLVAN WAY

SECOND FLOOR

(Street)

PARSIPPANY NEW JERSEY 07054

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PBF Energy Inc. [ PBF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Stock	03/26/2026		M		50,000	A	$28.67	840,716	D
Class A Common Stock	03/26/2026		S		50,000	D	$51.3607	790,716	D

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
Employee Stock Option (right to buy)	$28.67	03/26/2026		M			50,000	(1)	10/30/2027	Class A Common Stock	50,000	$0	150,000	D

Explanation of Responses:

1. Represents options to purchase Class A Common Stock that were granted on October 30, 2017 that are fully vested.

	/s/ Thomas J. Nimbley by Trecia Canty as Attorney-in-Fact	03/27/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did PBF (PBF) director Thomas J. Nimbley do in this Form 4 filing?

Director Thomas J. Nimbley exercised options for 50,000 PBF Energy Class A shares at $28.67 and sold 50,000 shares at $51.3607. The transactions convert a vested 2017 option grant into cash while leaving his overall common share holdings unchanged.

How many PBF Energy shares does Thomas J. Nimbley hold after these transactions?

After the reported transactions, Thomas J. Nimbley directly holds 790,716 shares of PBF Energy Class A Common Stock. This is effectively the same common share level he held before exercising and selling 50,000 shares, reflecting a net-neutral position change in common stock.

What options did Thomas J. Nimbley exercise in the latest PBF Form 4?

He exercised Employee Stock Options covering 50,000 shares of PBF Energy Class A Common Stock at an exercise price of $28.67. These options were granted on October 30, 2017 and were fully vested, according to the accompanying footnote disclosure in the filing.

At what price were Thomas J. Nimbley’s PBF Energy shares sold?

The 50,000 PBF Energy Class A shares were sold at an average price of $51.3607 per share. This sale followed the same-day option exercise, turning the vested options into cash without increasing his net common share ownership position in the company.

Is Thomas J. Nimbley’s PBF Energy Form 4 transaction a buy or sell signal?

The filing shows a mixed pattern: an option exercise followed by an open-market sale of the same 50,000 shares. Since his total common share holdings remain at 790,716 shares, the activity appears routine and liquidity-focused rather than a strong directional view on PBF’s stock.