PBF Energy director granted 4,231 restricted shares

PBF Energy Inc. director Damian W. Wilmot reported compensation-related share movements in Class A common stock.

Rhea-AI Filing Summary

PBF Energy Inc. director Damian W. Wilmot reported compensation-related share movements in Class A common stock. On April 28, 2026, he had 1,142 shares withheld at $41.37 per share to cover tax obligations, which is a non-market disposition.

On the same date, he received a grant of 4,231 restricted shares of Class A common stock, issued under the PBF Energy Inc. 2025 Equity Incentive Plan. After these transactions, he directly owned 17,687 shares of Class A common stock. The activity reflects routine equity compensation and related tax withholding rather than open-market buying or selling.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Wilmot Damian W.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	4,231	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	1,142	$41.37	$47K

Holdings After Transaction: Class A Common Stock — 17,687 shares (Direct)

Footnotes (1)

1. F1. Constitutes restricted stock issued under the PBF Energy Inc. 2025 Equity Incentive Plan, as amended.

Key Figures

Tax-withheld shares: 1,142 shares Tax-withholding price: $41.37 per share Restricted stock grant: 4,231 shares +2 more

5 metrics

Tax-withheld shares 1,142 shares Class A Common Stock withheld for taxes at $41.37 on April 28, 2026

Tax-withholding price $41.37 per share Value used for 1,142-share tax-withholding disposition

Restricted stock grant 4,231 shares Class A Common Stock awarded under 2025 Equity Incentive Plan

Post-transaction holdings 18,829 shares Director’s direct Class A holdings after April 28, 2026 transactions

Tax-withholding total value $47,241 (approx.) 1,142 shares at $41.37 per share for tax obligations

Key Terms

restricted stock, Equity Incentive Plan, tax-withholding disposition, grant, award, or other acquisition

4 terms

restricted stock financial

"Constitutes restricted stock issued under the PBF Energy Inc. 2025 Equity Incentive Plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Equity Incentive Plan financial

"issued under the PBF Energy Inc. 2025 Equity Incentive Plan, as amended"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" and transaction_code_description"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did PBF director Damian W. Wilmot report?

Director Damian W. Wilmot reported a routine equity grant and related tax withholding. He received 4,231 restricted shares of PBF Energy Class A common stock and had 1,142 shares withheld to satisfy tax obligations, with no open-market buying or selling involved.

How many PBF Energy shares were granted to Damian W. Wilmot?

Damian W. Wilmot received 4,231 restricted shares of PBF Energy Class A common stock. These shares were issued as an equity award under the PBF Energy Inc. 2025 Equity Incentive Plan, reflecting compensation rather than a market purchase by the director.

Why were 1,142 PBF Energy shares disposed of in this Form 4 filing?

The 1,142 shares were withheld to cover tax liabilities tied to an equity award. This tax-withholding disposition used a price of $41.37 per share and represents payment of taxes, not an open-market sale or a discretionary reduction of Wilmot’s investment in PBF Energy.

What are Damian W. Wilmot’s PBF Energy holdings after these transactions?

Following the reported transactions, Damian W. Wilmot directly owned 18,829 shares of PBF Energy Class A common stock. This total reflects both the 4,231-share restricted stock grant and the 1,142 shares withheld for taxes on April 28, 2026.

Were Damian W. Wilmot’s PBF Energy transactions open-market trades?

No, the filing shows no open-market trades by Damian W. Wilmot. The activity consisted of a 4,231-share restricted stock grant at no purchase price and a 1,142-share tax-withholding disposition, both tied to equity compensation rather than market buying or selling.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/30/2026 - 01:29 PM EDT Learn about SEC filing dates

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^*

Wilmot Damian W.

(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)
04/28/2026

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	04/28/2026		A(1)		4,231	A	$0	18,829	D
Class A Common Stock	04/28/2026		F		1,142	D	$41.37	17,687	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

Explanation of Responses:

1. Constitutes restricted stock issued under the PBF Energy Inc. 2025 Equity Incentive Plan, as amended.

	/s/ Damian W. Wilmot by Trecia Canty as Attorney-in-Fact	04/30/2026
	** 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)