Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Effective as of April 6, 2022, the Board of Directors of PBF Energy Inc., PBF Energy Company LLC and PBF Holding Company LLC (collectively, the "Company") approved the below-described changes in the executive positions of Thomas O'Connor, Senior Vice President Commercial and T. Paul Davis, President Western Region effective as of April 11, 2022 (the "Effective Date"):

•Mr. O'Connor, age 49, has assumed the position of Senior Vice President, Commodity Risk and Strategy; and

•Mr. Davis, age 60, has assumed the position of Senior Vice President, Supply, Trading and Optimization.

These changes resulted from the reorganization of the Company's businesses and are intended to continue to position the Company for long-term success.

Item 8.01 Other Events

On April 5, 2022, the Compensation Committee of the Board of Directors of PBF Energy Inc. approved the form of performance share unit agreements and performance unit agreements for the performance cycle January 1, 2023 to December 31, 2025, the forms of which are attached hereto as Exhibits 10.1 and 10.2. The Compensation Committee has not granted any awards to executives under these agreements. On April 5, 2022, the Compensation Committee also amended the Company's Executive Stock Ownership Guidelines to increase the stock ownership requirement applicable to the Chief Executive Officer from 5 times his salary to 6 times his salary.

Item 9.01 - Financial Statements and Exhibits.



(d)Exhibits
Exhibit No.    Description

  10.1         Form of 2023-2025 Performance Share Unit Agreement

  10.2         Form of 2023-2025 Performance Unit Agreement

104            Cover Page Interactive Data File (formatted as Inline XBRL).

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