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Filing Details

Accession Number:: 0001181431-13-035018
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-06-14 17:47:15
Reporting Period:: 2013-06-12

Filing Date:: 2013-06-14
Accepted Time:: 2013-06-14 16:47:15
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1534504	Pbf Energy Inc.	PBF	Petroleum Refining (2911)	000000000

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1070844	A Stephen Schwarzman	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1393818	L.p. Group Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1404071	L.l.c. Management Group Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1464695	Blackstone Holdings I/Ii Gp Inc	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1484870	L.p. Ii Holdings Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2013-06-12	6,600,828	$0.00	6,600,828	No	4	C	Indirect	See Footnotes
Class A Common Stock	Disposition	2013-06-12	6,600,828	$26.19	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2013-06-12	1,182,772	$0.00	1,182,772	No	4	C	Indirect	See Footnotes
Class A Common Stock	Disposition	2013-06-12	1,182,772	$26.19	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2013-06-12	36,408	$0.00	36,408	No	4	C	Indirect	See Footnotes
Class A Common Stock	Disposition	2013-06-12	36,408	$26.19	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2013-06-12	138,263	$0.00	138,263	No	4	C	Indirect	See Footnotes
Class A Common Stock	Disposition	2013-06-12	138,263	$26.19	0	No	4	S	Indirect	See Footnotes
Class A Common Stock	Acquisiton	2013-06-12	16,728	$0.00	16,728	No	4	C	Indirect	See Footnotes
Class A Common Stock	Disposition	2013-06-12	16,728	$26.19	0	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Series A Units of PBF Energy	Disposition	2013-06-12	6,600,828	$0.00	6,600,828	$0.00
Class A Common Stock	Series A Units of PBF Energy	Disposition	2013-06-12	1,182,772	$0.00	1,182,772	$0.00
Class A Common Stock	Series A Units of PBF Energy	Disposition	2013-06-12	36,408	$0.00	36,408	$0.00
Class A Common Stock	Series A Units of PBF Energy	Disposition	2013-06-12	138,263	$0.00	138,263	$0.00
Class A Common Stock	Series A Units of PBF Energy	Disposition	2013-06-12	16,728	$0.00	16,728	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
21,439,098	No	4	C	Indirect
3,841,575	No	4	C	Indirect
118,252	No	4	C	Indirect
449,069	No	4	C	Indirect
54,333	No	4	C	Indirect

Footnotes

Pursuant to an exchange agreement the Series A Units of PBF Energy Company LLC (the "PBF LLC Series A Units") are exchangeable at any time for shares of Class A common stock, $0.001 par value per share (the "Class A Common Stock") of PBF Energy Inc. (the "Issuer") on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. As the Reporting Person exchanges the PBF LLC Series A Units for shares of Class A Common Stock pursuant to the exchange agreement, the voting power afforded to the Reporting Person by its share of Class B Common Stock of PBF Energy Inc. will be automatically and correspondingly reduced.
This amount represents the $27.00 secondary public offering price per share of Class A Common Stock less the underwriting discount of $0.81 per share of Class A Common Stock.
The Blackstone Vehicles (as hereinafter defined) are comprised of the following entities: Blackstone PB Capital Partners V Subsidiary L.L.C. ("BPBCP V"), Blackstone PB Capital Partners V-AC L.P. ("BPBCP V-AC"), Blackstone Family Investment Partnership V USS L.P. ("BFIP V"), Blackstone Family Investment Partnership V-A USS SMD L.P. ("BFIP V-A"), and Blackstone Participation Partnership V USS L.P. ("BPP V", and together with BPBCP V, BPBCP V-AC, BFIP V and BFIP V-A, the "Blackstone Vehicles").
Represents securities which are directly held by BPBCP V.
Represents securities which are directly held by BPBCP V-AC.
Represents securities which are directly held by BFIP V.
Represents securities which are directly held by BFIP V-A.
Represents securities which are directly held by BPP V.
Blackstone PB Capital Partners V L.P. is the sole member of BPBCP V. Blackstone Management Associates V USS L.L.C. ("BMA") is the general partner of each of Blackstone PB Capital Partners V L.P. and BPBCP V-AC. BMA V USS L.L.C. is the sole member of BMA. BCP V USS Side-by-Side GP L.L.C. ("BCP V GP L.L.C.") is the general partner of BFIP V and BPP V. Blackstone Holdings II L.P. holds the majority of membership interests in BMA V USS L.L.C. and is the sole member of BCP V GP L.L.C.
The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP Inc. The sole shareholder of Blackstone Holdings I/II GP Inc. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C., which is in turn, wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. The general partner of BFIP V-A is Blackstone Family GP L.L.C., which is in turn, wholly owned by Blackstone's senior managing directors and controlled by its founder, Mr. Schwarzman.
Due to the limitations of the electronic filing system BPBCP V, BPBCP V-AC, BFIP V, BFIP V-A, BPP V, BCP V GP L.L.C., Blackstone Family GP L.L.C., Blackstone PB Capital Partners V L.P., BMA and BMA V USS L.L.C. are filing a separate Form 4.
Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Each of such Reporting Persons may be deemed to beneficially own the securities beneficially owned by the Blackstone Vehicles directly or indirectly controlled by it or him, but each of the Reporting Persons, other than the Blackstone Vehicles as to their direct holdings of securities, disclaims beneficial ownership of the securities held by the Blackstone Vehicles except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons, other than the Blackstone Vehicles as to their direct holdings of securities, states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.