STOCK TITAN

PBF Energy (PBF) director unloads 341K shares after option exercise

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PBF Energy Inc. (PBF) director Thomas J. Nimbley reported exercising employee stock options and selling the resulting Class A Common Stock over three days. He exercised options covering 341,008 shares at an exercise price of $6.72 per share, then sold the same total number of shares in open-market transactions at prices between $73.73 and $75.0509 per share. The options were originally granted on November 9, 2020 and were fully vested.

Positive

  • None.

Negative

  • None.
Insider Nimbley Thomas J.
Role Director
Sold 341,008 shs ($25.38M)
Approx. gross sale proceeds $25.38M
Approx. exercise cost $2.29M
Approx. pre-tax spread $23.09M
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) F1 116,008 $0.00 $0.00
Exercise Class A Common Stock 116,008 $6.72 $780K
Sale Class A Common Stock 116,008 $73.73 $8.55M
Exercise Employee Stock Option (right to buy) F1 125,000 $0.00 $0.00
Exercise Class A Common Stock 125,000 $6.72 $840K
Sale Class A Common Stock 125,000 $74.5467 $9.32M
Exercise Employee Stock Option (right to buy) F1 100,000 $0.00 $0.00
Exercise Class A Common Stock 100,000 $6.72 $672K
Sale Class A Common Stock 100,000 $75.0509 $7.51M
Holdings After Transaction: Employee Stock Option (right to buy) — 116,008 shares (Direct); Class A Common Stock — 793,737 shares (Direct)
Footnotes (1)
  1. F1. Represents options to purchase Class A Common Stock that were granted on November 9, 2020 that are fully vested.
Options exercised (shares) 341,008 shares Total employee stock options exercised into Class A Common Stock
Option exercise price $6.72 per share Exercise price for all reported employee stock options
Shares sold Aug 17, 2026 100,000 shares at $75.0509 per share Open-market sale of Class A Common Stock
Shares sold Aug 18, 2026 125,000 shares at $74.5467 per share Open-market sale of Class A Common Stock
Shares sold Aug 19, 2026 116,008 shares at $73.73 per share Open-market sale of Class A Common Stock
Employee Stock Option (right to buy) financial
"security_title: Employee Stock Option (right to buy)"
Class A Common Stock financial
"underlying_security_title: Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
open market or private transaction financial
"transaction_code_description: Sale in open market or private transaction"

FAQ

What insider transactions did Thomas J. Nimbley report for PBF on this Form 4?

Thomas J. Nimbley reported exercising options for 341,008 shares of PBF Class A Common Stock at an exercise price of $6.72 per share and selling the resulting 341,008 shares in open-market transactions over three days.

How many PBF (PBF) shares did Thomas J. Nimbley sell and at what prices?

He sold a total of 341,008 shares of PBF Class A Common Stock in three trades at per-share prices of $75.0509, $74.5467, and $73.73, according to the reported open-market sale transactions.

What options did Thomas J. Nimbley exercise in PBF (PBF)?

He exercised employee stock options covering 341,008 shares of PBF Class A Common Stock, with an exercise price of $6.72 per share, from grants that were made on November 9, 2020 and were fully vested at the time of exercise.

On which dates did Thomas J. Nimbley trade PBF (PBF) stock in this Form 4?

The reported transactions occurred on August 17, 2026, August 18, 2026, and August 19, 2026, including option exercises and corresponding open-market sales of PBF Class A Common Stock on each of those dates.

Were Thomas J. Nimbley’s PBF (PBF) trades made under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox is not affirmed, and no footnote states that the transactions were made pursuant to a Rule 10b5-1 trading plan, so plan-based trading is not reported here.

What role does Thomas J. Nimbley hold at PBF Energy Inc. (PBF)?

Thomas J. Nimbley is reported as a director of PBF Energy Inc. in this Form 4, and the disclosed option exercises and stock sales relate to his holdings in PBF Class A Common Stock and associated employee stock options.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/17/2026M100,000A$6.72893,737D
Class A Common Stock08/17/2026S100,000D$75.0509793,737D
Class A Common Stock08/18/2026M125,000A$6.72918,737D
Class A Common Stock08/18/2026S125,000D$74.5467793,737D
Class A Common Stock08/19/2026M116,008A$6.72909,745D
Class A Common Stock08/19/2026S116,008D$73.73793,737D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)$6.7208/17/2026M100,000 (1)11/09/2030Class A Common Stock100,000$0241,008D
Employee Stock Option (right to buy)$6.7208/18/2026M125,000 (1)11/09/2030Class A Common Stock125,000$0116,008D
Employee Stock Option (right to buy)$6.7208/19/2026M116,008 (1)11/09/2020Class A Common Stock116,008$00D
Explanation of Responses:
1. Represents options to purchase Class A Common Stock that were granted on November 9, 2020 that are fully vested.
/s/ Thomas J. Nimbley by Trecia Canty as Attorney-in-Fact08/19/2026
** Signature of Reporting PersonDate
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)