PBF Energy director exercises 250,000 options, sells 250,000 shares

PBF Energy (PBF) director Thomas J. Nimbley reported an option exercise and share sale.

Accepted by SEC EDGAR 11/04/2025 - 05:23 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

PBF Energy (PBF) director Thomas J. Nimbley reported an option exercise and share sale.

On 11/03/2025, he exercised 250,000 employee stock options at $30.89 per share (code M), acquiring 250,000 Class A shares, then sold 250,000 shares at $34.512 (code S). After these transactions, he directly owned 790,716 shares. The options were granted on October 27, 2015 and were fully vested; their original December 3, 2025 expiration was extended due to a blackout period in accordance with the grant agreement.

Insider Trade Summary

Exercise and Sale: 250,000 shares ($906K approx. pre-tax spread)

Exercise and Sale 3 txns

Insider Nimbley Thomas J.

Role Director

Sold 250,000 shs ($8.63M)

Approx. gross sale proceeds $8.63M

Approx. exercise cost $7.72M

Approx. pre-tax spread $906K

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy)	250,000	$0.00	$0.00
Exercise	Class A Common Stock	250,000	$30.89	$7.72M
Sale	Class A Common Stock	250,000	$34.512	$8.63M

Holdings After Transaction: Employee Stock Option (right to buy) — 0 contracts (Direct); Class A Common Stock — 790,716 shares (Direct)

Footnotes (2)

1. F1. Class A common stock acquired upon the exercise of stock options scheduled to expire on December 3, 2025 (original expiration date extended due to blackout period in accordance with grant agreement).
2. F2. Represents options to purchase Class A Common Stock that were granted on October 27, 2015 that are fully vested.

FAQ

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

What did PBF (PBF) director Thomas J. Nimbley report?

He exercised 250,000 stock options at $30.89 and sold 250,000 Class A shares at $34.512 on 11/03/2025.

How many PBF shares does Thomas J. Nimbley own after the trades?

He directly owned 790,716 shares following the reported transactions.

What were the transaction codes on the PBF Form 4?

Code M for the option exercise and Code S for the sale of shares.

What was the exercise price of the PBF options?

The employee stock options had an exercise price of $30.89 per share.

At what price were the PBF shares sold?

The 250,000 shares were sold at $34.512 per share.

When were the options originally granted and when would they expire?

They were granted on October 27, 2015 and had an original expiration of December 3, 2025, later extended due to a blackout period.

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

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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 NJ 07054

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2025

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

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

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

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	11/03/2025		M		250,000(1)	A	$30.89	1,040,716	D
Class A Common Stock	11/03/2025		S		250,000(1)	D	$34.512	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)	$30.89	11/03/2025		M			250,000	(2)	(1)	Class A Common Stock	250,000	$0	0	D

Explanation of Responses:

1. Class A common stock acquired upon the exercise of stock options scheduled to expire on December 3, 2025 (original expiration date extended due to blackout period in accordance with grant agreement).

2. Represents options to purchase Class A Common Stock that were granted on October 27, 2015 that are fully vested.

	/s/ Thomas J. Nimbley by Trecia Canty as Attorney-in-Fact	11/04/2025
	** 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.