Item 1.01 - Entry Into a Material Definitive Agreement. On October 25, 2021, PBF Holding Company LLC ("PBF Holding"), an indirect subsidiary of PBF Energy Inc. and subsidiary of PBF Energy Company LLC, a Delaware limited liability company ("PBF LLC"), and together with each of its wholly-owned subsidiaries, Delaware City Refining Company LLC ("DCR"), Paulsboro Refining Company LLC ("PRC"), and Chalmette Refining, L.L.C. ("Chalmette", and together with PBF Holding, DCR and PRC, the "PBF Entities") entered into a third amended and restated inventory intermediation agreement (the "Third A&R Inventory Intermediation Agreement") with J. Aron & Company LLC, a subsidiary of the Goldman Sachs Group, Inc., ("J. Aron") pursuant to which the terms of the existing inventory intermediation agreements were amended and restated in their entirety, including, among other things, pricing and an extension of terms. The Third A&R Inventory Intermediation Agreement extends the term to December 31, 2024, which term may be further extended by mutual consent of the parties to December 31, 2025. Pursuant to the Third A&R Inventory Intermediation Agreement, J. Aron will continue to purchase and hold title to certain crude oil, intermediate and finished products (the "Products") purchased or produced by the Paulsboro and Delaware City refineries (and, at the election of the PBF Entities, the Chalmette refinery) (the "Refineries") and delivered into storage tanks at the Refineries (the "Storage Tanks"). Furthermore, J. Aron agrees to sell the Products back to PRC and DCR (and, at the election of the PBF Entities, Chalmette) as the Products are discharged out of the Storage Tanks. J. Aron has the right to store the Products purchased in tanks under the Third A&R Inventory Intermediation Agreement and will retain these storage rights for the term of the agreement. PBF Holding intends to utilize the crude oil and will market and sell the refined products independently to third parties.




Item 9.01.  Financial Statements and Exhibits.
(d)Exhibits
Exhibit No.               Description

  10.1*                   Third Amended and Restated Inventory Intermediation Agreement dated as
                          of October 25, 2021, among J. Aron & Company LLC, PBF Holding Company
                          LLC, Delaware City Refining Company LLC, Paulsboro Refining Company LLC,
                          and Chalmette Refining, L.L.C.

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


*      Denotes that fees, payment terms and other competitively sensitive business terms have
       been redacted in accordance with Item 601(b)(10)(iv) of Regulation S-K.

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