Director at PBF Energy (NYSE: PBF) sells 50K shares after option exercise

Rhea-AI Filing Summary

PBF Energy director Thomas J. Nimbley exercised employee stock options for 50,000 shares of Class A Common Stock at an exercise price of $28.67 per share that were fully vested from an October 30, 2017 grant. He then sold 50,000 shares in an open-market transaction at an average price of $50.6162 per share.

After these transactions, Nimbley directly owns 790,716 shares of PBF Energy Class A Common Stock, indicating he retained a substantial equity position while realizing liquidity on the newly acquired shares.

Insider Trade Summary

Net Seller: 50,000 shares ($2,530,810)

Net Sell 3 txns

Insider Nimbley Thomas J.

Role Director

Sold 50,000 shs ($2.53M)

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	$50.6162	$2.53M

Holdings After Transaction: Employee Stock Option (right to buy) — 100,000 shares (Direct); Class A Common Stock — 840,716 shares (Direct)

Footnotes (1)

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Key Figures

Options exercised: 50,000 shares Exercise price: $28.67 per share Shares sold: 50,000 shares +3 more

6 metrics

Options exercised 50,000 shares Employee stock options exercised on 2026-03-31

Exercise price $28.67 per share Exercise price of Employee Stock Option grant from October 30, 2017

Shares sold 50,000 shares Open-market sale of Class A Common Stock on 2026-03-31

Sale price $50.6162 per share Average price for open-market sale of 50,000 shares

Shares owned after transactions 790,716 shares Direct Class A Common Stock holdings following 2026-03-31 transactions

Option expiration date October 30, 2027 Expiration date of exercised Employee Stock Option grant

Key Terms

Employee Stock Option (right to buy), Exercise or conversion of derivative security, open-market sale

3 terms

Employee Stock Option (right to buy) financial

"Security title listed as "Employee Stock Option (right to buy)" for derivative transaction"

Exercise or conversion of derivative security financial

"Transaction code M described as "Exercise or conversion of derivative security""

open-market sale financial

"Non-derivative transaction code S labeled as an "open-market sale" of Class A Common Stock"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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)
03/31/2026

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	03/31/2026		M		50,000	A	$28.67	840,716	D
Class A Common Stock	03/31/2026		S		50,000	D	$50.6162	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	03/31/2026		M			50,000	(1)	10/30/2027	Class A Common Stock	50,000	$0	100,000	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	04/01/2026
	** 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 Energy Inc.) director Thomas J. Nimbley do in this Form 4?

Thomas J. Nimbley exercised stock options for 50,000 PBF Energy shares and sold 50,000 shares in the open market. These moves converted a vested option grant into cash while he maintained a sizable remaining ownership stake in the company.

How many PBF Energy shares did Thomas J. Nimbley sell and at what price?

He sold 50,000 shares of PBF Energy Class A Common Stock at an average price of $50.6162 per share. This sale followed the exercise of 50,000 stock options and represents monetization of those newly acquired shares.

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

He exercised options to purchase 50,000 shares of PBF Energy Class A Common Stock at an exercise price of $28.67 per share. According to the disclosure, these options were granted on October 30, 2017 and are fully vested.

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

Following the option exercise and subsequent sale, Thomas J. Nimbley directly holds 790,716 shares of PBF Energy Class A Common Stock. This remaining position shows he continues to have substantial direct equity exposure to the company.

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

The filing shows a combination of actions: he exercised options to acquire 50,000 shares and then sold 50,000 shares. This exercise-and-sell pattern typically reflects liquidity from vested awards while retaining a meaningful ongoing shareholding.