PBF director sells 169,925 shares after option exercise

Q: What did PBF (PBF) director Thomas J. Nimbley report in this Form 4?

Thomas J. Nimbley reported exercising 169,925 stock options for PBF Energy Class A Common Stock at $13.91 per share and on the same day selling 169,925 shares at $72.647 per share, eliminating the reported balance of that option grant.

Q: How many PBF (PBF) shares did Thomas J. Nimbley sell, and at what price?

He sold 169,925 shares of PBF Energy Class A Common Stock at a price of $72.647 per share. The sale is described as a "Sale in open market or private transaction" and occurred on August 14, 2026 following an option exercise the same day.

Q: What options did Thomas J. Nimbley exercise in PBF (PBF) and at what price?

He exercised employee stock options for 169,925 shares of PBF Energy Class A Common Stock at an exercise price of $13.91 per share. These options were granted on November 18, 2021, were fully vested, and carried an expiration date of November 18, 2031 before exercise.

Q: Were the PBF (PBF) transactions by Thomas J. Nimbley under a Rule 10b5-1 trading plan?

The Form 4 does not indicate use of a Rule 10b5-1 trading plan. The filing’s 10b5-1 checkbox is reported as false, and no footnote states that these transactions were executed pursuant to a pre-arranged trading plan.

Q: What is the source of the PBF (PBF) options exercised by Thomas J. Nimbley?

The exercised options were granted on November 18, 2021 and are described as options to purchase PBF Energy Class A Common Stock that were fully vested. They originally had an expiration date of November 18, 2031 before being exercised on August 14, 2026.

PBF Energy Inc. (PBF) director Thomas J. Nimbley exercised employee stock options covering 169,925 shares of Class A Common Stock at an exercise price of $13.91 per share that were granted on November 18, 2021 and fully vested.

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Form Type

Rhea-AI Filing Summary

PBF Energy Inc. (PBF) director Thomas J. Nimbley exercised employee stock options covering 169,925 shares of Class A Common Stock at an exercise price of $13.91 per share that were granted on November 18, 2021 and fully vested. The same day, he acquired 169,925 shares through the exercise and then sold 169,925 Class A shares in a sale described as a "Sale in open market or private transaction" at $72.647 per share. Following the option exercise, the reported option grant shows 0 derivative shares remaining, and the filing does not report a new post-transaction common share balance.

Insider Trade Summary

Exercise and Sale: 169,925 shares ($9.98M approx. pre-tax spread)

Exercise and Sale 3 txns

Insider Nimbley Thomas J.

Role Director

Sold 169,925 shs ($12.34M)

Approx. gross sale proceeds $12.34M

Approx. exercise cost $2.36M

Approx. pre-tax spread $9.98M

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy) ^F1	169,925	$0.00	$0.00
Exercise	Class A Common Stock	169,925	$13.91	$2.36M
Sale	Class A Common Stock	169,925	$72.647	$12.34M

Holdings After Transaction: Employee Stock Option (right to buy) — 0 contracts (Direct); Class A Common Stock — 793,737 shares (Direct)

Footnotes (1)

F1. Represents options to purchase Class A Common Stock granted on November 18, 2021 that are fully vested.

Key Figures

Options Exercised: 169,925 shares Option Exercise Price: $13.91 per share Shares Sold: 169,925 shares +3 more

6 metrics

Options Exercised 169,925 shares Employee stock options for Class A Common Stock exercised on 2026-08-14

Option Exercise Price $13.91 per share Exercise price of Employee Stock Option (right to buy)

Shares Sold 169,925 shares Class A Common Stock sale on 2026-08-14

Sale Price $72.647 per share Price for Class A Common Stock sale described as open market or private transaction

Net Shares Sold 169,925 shares Net buy/sell shares across reported transactions

Option Expiration Date 2031-11-18 Original expiration date of the exercised Employee Stock Option grant

Key Terms

Employee Stock Option (right to buy), Exercise or conversion of derivative security, Class A Common Stock, derivative security

4 terms

Employee Stock Option (right to buy) financial

"security_title: "Employee Stock Option (right to buy)""

Exercise or conversion of derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

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.

derivative security financial

"transaction_type: "derivative" and related descriptions"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

FAQ

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

What did PBF (PBF) director Thomas J. Nimbley report in this Form 4?

Thomas J. Nimbley reported exercising 169,925 stock options for PBF Energy Class A Common Stock at $13.91 per share and on the same day selling 169,925 shares at $72.647 per share, eliminating the reported balance of that option grant.

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

He sold 169,925 shares of PBF Energy Class A Common Stock at a price of $72.647 per share. The sale is described as a "Sale in open market or private transaction" and occurred on August 14, 2026 following an option exercise the same day.

What options did Thomas J. Nimbley exercise in PBF (PBF) and at what price?

He exercised employee stock options for 169,925 shares of PBF Energy Class A Common Stock at an exercise price of $13.91 per share. These options were granted on November 18, 2021, were fully vested, and carried an expiration date of November 18, 2031 before exercise.

Did Thomas J. Nimbley retain any of the PBF (PBF) options after these transactions?

For this specific option grant, the reported balance after the transaction is 0 derivative shares. The Form 4’s derivative section shows total shares following the option exercise as 0.0000, indicating none of this grant remains outstanding after the exercise and related sale.

Were the PBF (PBF) transactions by Thomas J. Nimbley under a Rule 10b5-1 trading plan?

The Form 4 does not indicate use of a Rule 10b5-1 trading plan. The filing’s 10b5-1 checkbox is reported as false, and no footnote states that these transactions were executed pursuant to a pre-arranged trading plan.

What is the source of the PBF (PBF) options exercised by Thomas J. Nimbley?

The exercised options were granted on November 18, 2021 and are described as options to purchase PBF Energy Class A Common Stock that were fully vested. They originally had an expiration date of November 18, 2031 before being exercised on August 14, 2026.

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

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Available on EDGAR 08/17/2026 - 06:13 PM Accepted by SEC EDGAR 08/17/2026 - 06:12 PM

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)
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	08/14/2026		M		169,925	A	$13.91	963,662	D
Class A Common Stock	08/14/2026		S		169,925	D	$72.647	793,737	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$13.91	08/14/2026		M			169,925	⁽¹⁾	11/18/2031	Class A Common Stock	169,925	$0	0	D

Explanation of Responses:

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

	/s/ Thomas J. Nimbley 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)

Source: View Original Filing on SEC EDGAR