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  4. [Form 4] PBF Energy Inc. Insider Trading Activity

PBF Energy (NYSE: PBF) CEO sells 225,473 shares after large option exercises

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PBF Energy Inc. CEO and President Matthew C. Lucey reported exercising employee stock options for 120,000 shares at $28.67 and 105,473 shares at $32.71 on 2026-08-03, both from fully vested 2017 and 2019 grants. He acquired the corresponding Class A Common Stock and then sold the same 120,000 and 105,473 shares in sales reported at $71.6212 and $72.25 per share, respectively. The transactions were not marked as made under a Rule 10b5-1 trading plan.

Positive

  • None.

Negative

  • None.
Insider Lucey Matthew C.
Role CEO & President
Sold 225,473 shs ($16.21M)
Approx. gross sale proceeds $16.21M
Approx. exercise cost $6.89M
Approx. pre-tax spread $9.32M
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) F1 120,000 $0.00 $0.00
Exercise Employee Stock Option (right to buy) F2 105,473 $0.00 $0.00
Exercise Class A Common Stock 120,000 $28.67 $3.44M
Sale Class A Common Stock 120,000 $71.6212 $8.59M
Exercise Class A Common Stock 105,473 $32.71 $3.45M
Sale Class A Common Stock 105,473 $72.25 $7.62M
Holdings After Transaction: Employee Stock Option (right to buy) — 0 shares (Direct); Class A Common Stock — 495,771 shares (Direct)
Footnotes (2)
  1. F1. Represents options to purchase Class A Common Stock that were granted on October 30, 2017 that are fully vested.
  2. F2. Represents options to purchase Class A Common Stock that were granted on October 29, 2019 that are fully vested.
Options exercised (total shares) 225,473 shares Total employee stock options exercised on 2026-08-03
Shares sold (total) 225,473 shares Total Class A Common Stock sold on 2026-08-03
Option exercise price $28.6700 per share Strike price for 120,000 options exercised
Option exercise price $32.7100 per share Strike price for 105,473 options exercised
Sale price $71.6212 per share Price for sale of 120,000 Class A shares
Sale price $72.2500 per share Price for sale of 105,473 Class A shares
Net buy/sell direction net-sell Transaction summary classification for this Form 4
Transaction date 2026-08-03 Date of all reported exercises and sales
Employee Stock Option (right to buy) financial
"security_title: Employee Stock Option (right to buy)"
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.
Exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
Sale in open market or private transaction financial
"transaction_code_description: Sale in open market or private transaction"
fully vested financial
"options ... that were granted ... that are fully vested"

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

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FAQ

What insider transactions did PBF (PBF) CEO Matthew C. Lucey report on August 3, 2026?
Matthew C. Lucey exercised 225,473 employee stock options and sold the same number of PBF Energy Class A shares on 2026-08-03. The activity combined option exercises with immediate share sales at prices above the option exercise levels.

How many PBF (PBF) options did the CEO exercise and at what strike prices?
He exercised 120,000 options with a strike price of $28.67 and 105,473 options with a strike price of $32.71. Both option grants were fully vested awards originally granted in 2017 and 2019, respectively.

At what prices did the PBF (PBF) CEO sell the exercised shares?
The filing reports sales of 120,000 shares at $71.6212 per share and 105,473 shares at $72.25 per share. These sales followed the same-day exercises of employee stock options into Class A Common Stock.

Were the August 3, 2026 PBF (PBF) CEO trades under a Rule 10b5-1 plan?
The Rule 10b5-1 checkbox is not marked, so the trades are not affirmatively reported as made under a Rule 10b5-1 trading plan. The filing does not indicate any pre-arranged trading agreement in the footnotes provided.

What do the footnotes reveal about the PBF (PBF) CEO’s exercised options?
Footnotes state the 120,000 options were granted on October 30, 2017 and the 105,473 options on October 29, 2019, and that both grants are fully vested. This means the CEO had already earned the right to exercise these options.

What is the overall direction of insider activity in this PBF (PBF) Form 4?
The Form 4 reflects a net sale of common stock. In total, 225,473 shares were sold after being acquired through option exercises, and the transaction summary classifies net buy/sell activity as “net-sell.”
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO & President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/03/2026M120,000A$28.67615,771D
Class A Common Stock08/03/2026S120,000D$71.6212495,771D
Class A Common Stock08/03/2026M105,473A$32.71601,244D
Class A Common Stock08/03/2026S105,473D$72.25495,771D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)$28.6708/03/2026M120,000 (1)10/30/2027Class A Common Stock120,000$00D
Employee Stock Option (right to buy)$32.7108/03/2026M105,473 (2)10/29/2029Class A Common Stock105,473$00D
Explanation of Responses:
1. Represents options to purchase Class A Common Stock that were granted on October 30, 2017 that are fully vested.
2. Represents options to purchase Class A Common Stock that were granted on October 29, 2019 that are fully vested.
/s/ Matthew C. Lucey by Trecia Canty as Attorney-in-Fact08/04/2026
** Signature of Reporting PersonDate
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