PBF Energy Inc. filed a Form 8-K on October 30, 2026, disclosing that its Compensation Committee approved long-term incentive awards for named executive officers effective October 27, 2026, under the company's 2025 Equity Incentive Plan.

Key Highlights

  • CEO award: Matthew C. Lucey, Chief Executive Officer and President, received a 2026 long-term incentive award valued at $8,484,700.
  • Other executive awards: Joseph Marino (Senior Vice President and Chief Financial Officer), T. Paul Davis (Senior Vice President, Supply, Trading and Optimization), and Trecia Canty (Senior Vice President, General Counsel and Secretary) each received a 2026 long-term incentive award of $2,500,000.
  • Award allocation: Each award was split 40% to restricted shares of Class A common stock, 30% to performance share units payable in stock, and 30% to cash-settled performance units with a target value of $1.00 per unit.
  • Performance period: The performance share units and performance units cover the three-year period from January 1, 2027 through December 31, 2029, with payout ranging from zero to 200 percent of units granted based on TSR performance.
  • Restricted stock vesting: The restricted shares vest in equal installments over three years, subject to forfeiture or acceleration under conditions set out in the applicable award agreement.
  • Plan authority: Awards were granted under the Company's 2025 Equity Incentive Plan (as amended), as approved by the Compensation Committee of the Board of Directors.

PBF Energy Compensation Committee Grants 2026 Executive Long-Term Incentive Awards

According to the filing, the Compensation Committee of PBF Energy Inc.'s Board of Directors approved the grants effective October 27, 2026. PBF Energy's common stock is listed on the New York Stock Exchange under the symbol NYSE:PBF. The awards were made under the company's 2025 Equity Incentive Plan, and the filing identifies four named executive officers as recipients.

The filing discloses that each award was structured in three components. Forty percent was allocated to restricted shares of the company's Class A common stock, vesting in equal installments over three years. Thirty percent was allocated to performance share units for the 2027-2029 performance period, payable in shares of common stock, with the quantity ranging from zero to 200 percent of units granted based on total shareholder return (TSR) performance as determined by the Committee; additional shares may be awarded at vesting with respect to dividend equivalents accrued during the performance period. The remaining 30 percent was allocated to performance units with a target value of $1.00 per unit, payable in cash, also ranging from zero to 200 percent of units granted based on TSR performance during the same period.

The filing notes that both the performance share units and performance units vest on December 31, 2029, and that all awards are subject to forfeiture or acceleration under certain circumstances as set forth in the applicable award agreements. Forms of those agreements were attached to the filing as Exhibits 10.1 and 10.2.

What Was Disclosed

PBF Energy disclosed Compensation Committee approval of 2026 long-term incentive awards for four senior executives effective October 27, 2026, including an $8,484,700 award for CEO Matthew C. Lucey and $2,500,000 awards for three other named officers, each structured across restricted stock, performance share units, and cash performance units.