PBF Energy CEO sells 142K shares at $73.50

PBF Energy Inc. reported transactions by CEO and President Matthew C. Lucey involving stock options and common shares on 2026-08-14.

Rhea-AI Filing Summary

PBF Energy Inc. reported transactions by CEO and President Matthew C. Lucey involving stock options and common shares on 2026-08-14. He exercised options for 142,364 Class A shares at an exercise price of $6.72 per share and separately exercised options for 72,851 shares at an exercise price of $13.91 per share; these options were originally granted in 2020 and 2021 and are fully vested. Following the first exercise, he sold 142,364 Class A shares at $73.50 per share, and an additional 42,584 shares were delivered or withheld at a value of $73.31 per share for payment of exercise price or tax liability.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 6 txns

Insider Lucey Matthew C.

Role CEO & President

Sold 142,364 shs ($10.46M)

Approx. gross sale proceeds $10.46M

Approx. exercise cost $1.97M

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy) F1	142,364	$0.00	$0.00
Exercise	Employee Stock Option (right to buy) F2	72,851	$0.00	$0.00
Exercise	Class A Common Stock	142,364	$6.72	$957K
Sale	Class A Common Stock	142,364	$73.50	$10.46M
Exercise	Class A Common Stock	72,851	$13.91	$1.01M
Exercise Price or Tax Liability	Class A Common Stock	42,584	$73.31	$3.12M

Holdings After Transaction: Employee Stock Option (right to buy) — 0 contracts (Direct); Class A Common Stock — 526,038 shares (Direct)

Footnotes (2)

1. F1. Represents options to purchase Class A Common Stock that were granted on November 9, 2020 that are fully vested.
2. F2. Represents options to purchase Class A Common Stock granted on November 18, 2021 that are fully vested.

Key Figures

Options exercised (first grant): 142,364 shares Options exercised (second grant): 72,851 shares Shares sold: 142,364 shares +3 more

6 metrics

Options exercised (first grant) 142,364 shares Employee Stock Options exercised on 2026-08-14 at $6.72 exercise price per share

Options exercised (second grant) 72,851 shares Employee Stock Options exercised on 2026-08-14 at $13.91 exercise price per share

Shares sold 142,364 shares Class A Common Stock sold on 2026-08-14 at $73.50 per share

Shares delivered/withheld for exercise price or taxes 42,584 shares Code F transaction on 2026-08-14 at $73.31 per share

Total derivative shares exercised 215,215 shares Sum of derivative exercises (M code) reported in transactionSummary

Net buy/sell shares -142,364 shares NetBuySellShares from transactionSummary indicating net-sell direction

Key Terms

Employee Stock Option, fully vested, exercise price, tax liability

4 terms

Employee Stock Option financial

"Represents options to purchase Class A Common Stock that were granted"

An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.

fully vested financial

"options to purchase Class A Common Stock that are fully vested"

exercise price financial

"Payment of exercise price or tax liability by delivering or withholding"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

tax liability financial

"Payment of exercise price or tax liability by delivering or withholding"

FAQ

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

What did PBF (PBF) CEO Matthew C. Lucey report in this Form 4?

Matthew C. Lucey reported exercising stock options for 215,215 Class A shares and selling 142,364 shares on 2026-08-14, along with additional shares delivered or withheld to cover exercise price or tax liability.

How many PBF (PBF) shares did the CEO sell and at what price?

He sold 142,364 Class A Common Stock shares at a price of $73.50 per share on 2026-08-14, following the exercise of previously granted employee stock options that were fully vested.

How many PBF (PBF) stock options did the CEO exercise and at what exercise prices?

He exercised options covering 142,364 shares at $6.72 per share and 72,851 shares at $13.91 per share. These options to purchase Class A Common Stock were granted in 2020 and 2021 and are fully vested.

What is the significance of the code F transaction in PBF (PBF) CEO’s Form 4?

The code F transaction reflects 42,584 shares of Class A Common Stock delivered or withheld at $73.31 per share as payment of exercise price or tax liability related to the option exercises reported on 2026-08-14.

Were the PBF (PBF) CEO’s option exercises tied to fully vested awards?

Yes. Footnotes state the exercised options represent fully vested options to purchase Class A Common Stock granted on November 9, 2020 and November 18, 2021, which were exercised on 2026-08-14.

Is the PBF (PBF) CEO’s Form 4 marked as using a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as true, indicating the transactions are not affirmatively identified as being made pursuant to a Rule 10b5-1 trading plan.

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

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Available on EDGAR 08/17/2026 - 06:26 PM Accepted by SEC EDGAR 08/17/2026 - 06:25 PM 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^*

Lucey Matthew C.

(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
X	Officer (give title below)		Other (specify below)
	CEO & President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026

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	08/14/2026		M		142,364	A	$6.72	638,135	D
Class A Common Stock	08/14/2026		S		142,364	D	$73.5	495,771	D
Class A Common Stock	08/14/2026		M		72,851	A	$13.91	568,622	D
Class A Common Stock	08/14/2026		F		42,584	D	$73.31	526,038	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)	$6.72	08/14/2026		M			142,364	(1)	11/09/2030	Class A Common Stock	142,364	$0	0	D
Employee Stock Option (right to buy)	$13.91	08/14/2026		M			72,851	(2)	11/18/2031	Class A Common Stock	72,851	$0	0	D

Explanation of Responses:

1. Represents options to purchase Class A Common Stock that were granted on November 9, 2020 that are fully vested.

2. Represents options to purchase Class A Common Stock granted on November 18, 2021 that are fully vested.

	/s/ Matthew C. Lucey by Trecia Canty as Attorney-in-Fact	08/17/2026
	** 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)