PBF Energy (PBF) director trades 200,000 shares, holds 790,716

Rhea-AI Filing Summary

PBF Energy Inc. director Thomas J. Nimbley reported an option exercise and share sale involving 200,000 shares of Class A common stock. On 2026-03-03, he exercised employee stock options into 200,000 shares at an exercise price of $21.3800 per share, converting a derivative award into common stock.

That same day, he sold 200,000 shares of Class A common stock in an open-market transaction at an average price of $40.0734 per share. The options exercised were fully vested grants from October 25, 2016 scheduled to expire on October 25, 2026. After these transactions, Nimbley directly owns 790,716 shares of PBF Energy Class A common stock.

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

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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)
03/03/2026

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	03/03/2026		M		200,000(1)	A	$21.38	990,716	D
Class A Common Stock	03/03/2026		S		200,000(1)	D	$40.0734	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)	$21.38	03/03/2026		M			200,000	(2)	(1)	Class A Common Stock	200,000	$0	0	D

Explanation of Responses:

1. Class A common stock acquired upon the exercise of stock options scheduled to expire on October 25, 2026.

2. Represents options to purchase Class A Common Stock that were granted on October 25, 2016 that are fully vested.

	/s/ Thomas J. Nimbley by Trecia Canty as Attorney-in-Fact	03/04/2026
	** 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.

FAQ

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

Thomas J. Nimbley reported exercising 200,000 employee stock options and selling 200,000 shares of PBF Energy Class A common stock. The exercise and sale both occurred on March 3, 2026, converting vested options and then disposing of the resulting shares in the open market.

At what prices did Thomas J. Nimbley exercise and sell PBF (PBF) shares?

Nimbley exercised options into 200,000 PBF Energy Class A shares at an exercise price of $21.3800 per share. He then sold 200,000 shares in an open-market transaction at an average price of $40.0734 per share on March 3, 2026.

How many PBF (PBF) shares does Thomas J. Nimbley own after the reported transactions?

After the reported transactions, Thomas J. Nimbley directly owns 790,716 shares of PBF Energy Class A common stock. This figure reflects his holdings following the exercise of 200,000 options and the same-day open-market sale of 200,000 shares on March 3, 2026.

What stock options did Thomas J. Nimbley exercise in the latest PBF (PBF) Form 4?

He exercised employee stock options for 200,000 shares of PBF Energy Class A common stock. According to the footnotes, these options were granted on October 25, 2016, were fully vested, and were scheduled to expire on October 25, 2026 if not exercised.

Were Thomas J. Nimbley’s PBF (PBF) options fully vested before exercise?

Yes. The filing footnotes state that the reported options to purchase 200,000 shares of PBF Energy Class A common stock were granted on October 25, 2016 and were fully vested before Nimbley exercised them on March 3, 2026.

Did Thomas J. Nimbley’s PBF (PBF) transaction involve open-market sales?

Yes. The Form 4 classifies one transaction with code “S” as a sale in the open market or a private transaction. Nimbley sold 200,000 shares of PBF Energy Class A common stock at an average price of $40.0734 per share on March 3, 2026.