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PBF ENERGY INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and PBF ENERGY INC.’s Form 8-K, filed May 2, 2025 (Item 5.07 on EDGAR). Page generated November 6, 2026.

  • 14Reported items
  • 323Asset managers
  • 5,613Fund votes
  • April 29, 2025Meeting date

Results at a glance

Meeting of April 29, 2025: 13 items on PBF ENERGY INC.’s Form 8-K, filed May 2, 2025: 10 elected · 1 approved · 2 without a stated outcome.

Material dissent

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore PBF ENERGY INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by PBF ENERGY INC.

These tallies are PBF ENERGY INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 2, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

PBF ENERGY INC. — official shareholder meeting results, meeting held April 29, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Thomas J. Nimbley 96,920,4141,867,743800,931 --6,511,283 98%Elected—
Elect Director: Spencer Abraham 88,553,09210,217,703818,293 --6,511,283 90%Elected—
Elect Director: Paul J. Donahue, Jr. 97,037,1921,732,012819,884 --6,511,283 98%Elected—
Elect Director: S. Eugene Edwards 86,322,80912,445,217821,062 --6,511,283 87%Elected—
Elect Director: Georganne Hodges 97,512,7831,255,856820,449 --6,511,283 99%Elected—
Elect Director: Kimberly S. Lubel 94,783,5093,986,225819,354 --6,511,283 96%Elected—
Elect Director: Matthew C. Lucey 97,422,3331,365,853800,902 --6,511,283 99%Elected—
Elect Director: George E. Ogden 97,533,6751,235,082820,331 --6,511,283 99%Elected—
Elect Director: Damian W. Wilmot 95,934,3222,831,201823,565 --6,511,283 97%Elected—
Elect Director: Lawrence M. Ziemba 76,038,28722,729,634821,167 --6,511,283 77%Elected—
In addition, the following proposals were voted at PBF Energy's Annual Meeting: The ratification of the appointment of KPMG LLP to serve as PBF Energy's independent registered public accounting firm for 2025 was approved by the stockholders, with the votes, ro 104,811,994476,075812,302 ---- 99.5%Approved—
With respect to the advisory vote regarding the 2024 compensation of PBF Energy's Named Executive Officers, which vote is referred to as the "Say-on-Pay Vote", the stockholders have approved the compensation of PBF Energy's Named Executive Officers, with the v 89,414,5739,346,411828,104 --6,511,283 91%Not verified—
With respect to the advisory vote regarding the frequency of the stockholders' advisory Say-on-Pay Vote, which vote is referred to as the "Say-When-on-Pay Vote", the stockholders have approved the frequency of "every year" for the stockholders' advisory Say-on 94,370,2814,369,312849,495 --6,511,283 96%Not verified—

Source: PBF ENERGY INC., Form 8-K, filed with the SEC on May 2, 2025 — read the filing on EDGAR.

How asset managers voted at the PBF ENERGY INC. 2024-2025 meeting

Each item below shows how the 323 asset managers that disclosed a PBF ENERGY INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of PBF ENERGY INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Damian W. Wilmot

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 95,934,322AGAINST: 2,831,201
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Damian W. Wilmot

PBF ENERGY INC.’s own tally for this item (“Elect Director: Damian W. Wilmot”): 95,934,322 for, 2,831,201 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 42,491,685 for, 401,980 against, 637,893 abstained.

FOR
FOR: 42,491,685AGAINST: 401,980ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Damian W. Wilmot” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,411406 00For
BlackRock7,794,461153,406 00For
Dimensional5,251,3070 00For
State Street2,226,6560 00For
Fidelity2,059,5816,319 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

2. Elect Director: Georganne Hodges

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 97,512,783AGAINST: 1,255,856
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Georganne Hodges

PBF ENERGY INC.’s own tally for this item (“Elect Director: Georganne Hodges”): 97,512,783 for, 1,255,856 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 42,864,376 for, 29,288 against, 637,893 abstained.

FOR
FOR: 42,864,376AGAINST: 29,288ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Georganne Hodges” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8160 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,226,6560 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

3. Elect Director: George E. Ogden

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 97,533,675AGAINST: 1,235,082
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: George E. Ogden

PBF ENERGY INC.’s own tally for this item (“Elect Director: George E. Ogden”): 97,533,675 for, 1,235,082 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 42,893,664 for, 0 against, 637,893 abstained.

FOR
FOR: 42,893,664AGAINST: 0ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: George E. Ogden” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8160 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,226,6560 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

4. Elect Director: Kimberly S. Lubel

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 94,783,509AGAINST: 3,986,225
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Kimberly S. Lubel

PBF ENERGY INC.’s own tally for this item (“Elect Director: Kimberly S. Lubel”): 94,783,509 for, 3,986,225 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 42,128,899 for, 764,766 against, 637,893 abstained.

FOR
FOR: 42,128,899AGAINST: 764,766ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Kimberly S. Lubel” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8161 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,225,5971,059 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS0407,859 00Against
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

5. Elect Director: Lawrence M. Ziemba

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

77% Majority: yes · of votes cast

FOR 77%AGAINST
FOR: 76,038,287AGAINST: 22,729,634
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Lawrence M. Ziemba

PBF ENERGY INC.’s own tally for this item (“Elect Director: Lawrence M. Ziemba”): 76,038,287 for, 22,729,634 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 77% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 28,223,203 for, 14,670,462 against, 637,893 abstained.

FORAGAINST
FOR: 28,223,203AGAINST: 14,670,462ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Lawrence M. Ziemba” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8142 00For
BlackRock07,947,867 00Against
Dimensional5,251,3070 00For
State Street2,225,0061,650 00For
Fidelity02,065,900 00Against
T. Rowe Price2,016,1730 00For
American Century01,844,375 00Against
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA0732,587 00Against
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS0407,859 00Against
Equitable200,503194,684 00Mixed
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal142,67475,000 00Mixed
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC0171,230 00Against

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

6. Elect Director: Matthew C. Lucey

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 97,422,333AGAINST: 1,365,853
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Matthew C. Lucey

PBF ENERGY INC.’s own tally for this item (“Elect Director: Matthew C. Lucey”): 97,422,333 for, 1,365,853 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 42,864,376 for, 29,288 against, 637,893 abstained.

FOR
FOR: 42,864,376AGAINST: 29,288ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Matthew C. Lucey” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8160 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,226,6560 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

7. Elect Director: Paul J. Donahue, Jr.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 97,037,192AGAINST: 1,732,012
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Paul J. Donahue, Jr.

PBF ENERGY INC.’s own tally for this item (“Elect Director: Paul J. Donahue, Jr.”): 97,037,192 for, 1,732,012 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 42,689,778 for, 203,886 against, 637,893 abstained.

FOR
FOR: 42,689,778AGAINST: 203,886ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Paul J. Donahue, Jr.” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8160 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,226,6560 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

8. Elect Director: S. Eugene Edwards

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%
FOR: 86,322,809AGAINST: 12,445,217
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: S. Eugene Edwards

PBF ENERGY INC.’s own tally for this item (“Elect Director: S. Eugene Edwards”): 86,322,809 for, 12,445,217 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 36,606,631 for, 6,287,034 against, 637,893 abstained.

FORAGAINST
FOR: 36,606,631AGAINST: 6,287,034ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: S. Eugene Edwards” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,409408 00For
BlackRock7,794,461153,406 00For
Dimensional5,251,3070 00For
State Street2,225,0061,650 00For
Fidelity84,1751,981,725 00Against
T. Rowe Price2,016,1730 00For
American Century01,844,375 00Against
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA0732,587 00Against
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS0407,859 00Against
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal142,67475,000 00Mixed
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

9. Elect Director: Spencer Abraham

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%
FOR: 88,553,092AGAINST: 10,217,703
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Spencer Abraham

PBF ENERGY INC.’s own tally for this item (“Elect Director: Spencer Abraham”): 88,553,092 for, 10,217,703 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 38,715,870 for, 4,177,795 against, 637,893 abstained.

FOR
FOR: 38,715,870AGAINST: 4,177,795ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Spencer Abraham” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,410407 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street8,1472,218,509 00Against
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle01,102,532 00Against
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life150,070128,697 00Mixed
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal216,4531,221 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

10. Elect Director: Thomas J. Nimbley

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 96,920,414AGAINST: 1,867,743
Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Thomas J. Nimbley

PBF ENERGY INC.’s own tally for this item (“Elect Director: Thomas J. Nimbley”): 96,920,414 for, 1,867,743 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “At the Annual Meeting, the stockholders elected each of the following individuals to serve on PBF Energy's Board of Directors until the 2026 Annual Meeting of Stockholders, or until his or her successor is duly elected and qualified, with the votes, rounded to the nearest whole share, cast as follo…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 42,666,997 for, 226,668 against, 637,893 abstained.

FOR
FOR: 42,666,997AGAINST: 226,668ABSTAIN: 637,893
Largest asset managers voting on “Election of Directors: Thomas J. Nimbley” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,411406 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,226,61838 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

11. Approval of the PBF Energy Inc. 2025 Equity Incentive Plan.

No official matchCOMPENSATION

94% of fund votes cast · no official result

FOR
Details: votes by 96 asset managers

The 96 asset managers below reported 40,409,903 for, 2,428,386 against, 619,861 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 40,409,903AGAINST: 2,428,386ABSTAIN: 619,861
Largest asset managers voting on “Approval of the PBF Energy Inc. 2025 Equity Incentive Plan.” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8161 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,226,547109 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century01,844,375 00Against
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon844,94754,209 00Mixed
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National23,726246,836 00Mixed
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 96 asset managers. See all 96 in the interactive database.

12. With respect to the advisory vote regarding the 2024 compensation of PBF Energy's Named Executive Officers, which vote…

Outcome not verifiedFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 11 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%
FOR: 89,414,573AGAINST: 9,346,411
Details: description as filed, official tally, votes by 323 asset managers

Description as filed by funds: An advisory vote on the 2024 compensation of the named executive officers.

PBF ENERGY INC.’s own tally for this item (“With respect to the advisory vote regarding the 2024 compensation of PBF Energy's Named Executive Officers, which vote is referred to as the "Say-on-Pay Vote", the stockholders have approved the compensation of PBF Energ”): 89,414,573 for, 9,346,411 against, per its Form 8-K filed May 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 94 asset managers voting on “An advisory vote on the 2024 compensation of the named executive officers.” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,739,7991,018 00For
BlackRock7,947,8670 00For
Dimensional05,251,307 00Against
State Street2,225,925731 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life150,070128,697 00Mixed
Jackson National246,83623,726 00Mixed
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal216,4531,221 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Fund voting reports, all 94 managers: 36,675,776 for, 6,217,889 against, 637,893 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 253 asset managers voting on “An advisory vote on the 2024 compensation of the named executive officers.” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
State Street4,959,847731 00For
T. Rowe Price4,908,6390 00For
BlackRock3,038,786626 00For
GEODE CAPITAL MANAGEMENT, LLC2,304,9130 00For
American Century1,907,8210 00For
Newton Investment Management North America, LLC1,611,5170 00For
Charles Schwab1,495,3540 00For
Recurrent Investment Advisors LLC1,456,3440 00For
PRIVATE MANAGEMENT GROUP INC1,021,9970 00For
Invesco993,0220 00For
Northern Trust958,9100 00For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC805,0370 00For
MELLON INVESTMENTS Corp751,7200 00For
Nuveen739,8210 00For
Janus Henderson00 650,5740Abstain
Dimensional0570,964 00Against
First Eagle Investment Management, LLC479,5170 00For
JPMorgan402,1370 00For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC345,5900 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC311,0630 00For
TOWLE & CO0282,118 00Against
Two Sigma261,4510 00For
Wellington0245,814 00Against
Rhumbline121,3490 00For
SEI0241,511 00Against

Institutional-manager reports, all 253 managers: 32,380,200 for, 2,531,448 against, 672,450 abstained, 5,489 not voted, 122,075 1 year, 5,064 unknown. Showing the 25 largest; see all in the interactive database.

13. An advisory vote on the frequency of the advisory vote on executive compensation.

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 4 wordings of this item as funds reported it.

94% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR
Details: votes by 304 asset managers

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 92 asset managers voting on “An advisory vote on the frequency of the advisory vote on executive compensation.” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 00--
BlackRock00 00--
Dimensional00 00--
State Street00 00--
Fidelity00 00--
T. Rowe Price00 00--
American Century00 00--
Charles Schwab00 00--
Two Roads Shared Trust00 00--
Columbia Threadneedle00 00--
BNY Mellon00 00--
TIAA00 00--
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco00 00--
FIRST EAGLE FUNDS00 00--
WILLIAM BLAIR FUNDS00 00--
Equitable00 00--
New York Life00 00--
Jackson National00 00--
AMERICAN BEACON FUNDS00 00--
Cambria ETF Trust00 00--
Principal00 00--
JPMorgan00 00--
AIG/SunAmerica00 00--
QUANTITATIVE MASTER SERIES LLC00 00--

Fund voting reports, all 92 managers: 74,665 for, 637,893 abstained, 35,778,899 1 year, 5,621,848 3 year, 1,331,888 unknown, 0 2 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 237 asset managers voting on “An advisory vote on the frequency of the advisory vote on executive compensation.” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
State Street00 00--
T. Rowe Price00 00--
BlackRock00 00--
GEODE CAPITAL MANAGEMENT, LLC00 00--
American Century00 00--
Newton Investment Management North America, LLC00 00--
Charles Schwab00 00Not Voted
PRIVATE MANAGEMENT GROUP INC00 00--
Invesco00 00--
Northern Trust00 00--
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC00 00--
MELLON INVESTMENTS Corp00 00--
Nuveen00 00--
Janus Henderson00 650,5740Abstain
Dimensional00 00--
First Eagle Investment Management, LLC00 00--
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC00 00--
PARAMETRIC PORTFOLIO ASSOCIATES LLC00 00--
TOWLE & CO282,1180 00For
Two Sigma00 00--
Wellington00 00--
Rhumbline121,3490 00For
SEI00 00--
Vanguard00 00--
PRINCIPAL GLOBAL INVESTORS00 00--

Institutional-manager reports, all 237 managers: 403,718 for, 30,501 against, 650,574 abstained, 5,489 not voted, 31,890,163 1 year, 572,567 3 year, 1,300 2 year. Showing the 25 largest; see all in the interactive database.

14. The ratification of the appointment of KPMG LLP as the Company's independent auditor for the year ending December 31…

No official matchAUDIT-RELATED

99.9% of fund votes cast · no official result

FOR
Details: description as filed, votes by 94 asset managers

Description as filed by funds: The ratification of the appointment of KPMG LLP as the Company's independent auditor for the year ending December 31, 2025.

The 94 asset managers below reported 42,820,034 for, 109 against, 637,893 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 42,820,034AGAINST: 109ABSTAIN: 637,893
Largest asset managers voting on “The ratification of the appointment of KPMG LLP as the Company's independent auditor for the year ending Decem” at PBF ENERGY INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,740,8170 00For
BlackRock7,947,8670 00For
Dimensional5,251,3070 00For
State Street2,226,547109 00For
Fidelity2,065,9000 00For
T. Rowe Price2,016,1730 00For
American Century1,844,3750 00For
Charles Schwab1,494,7480 00For
Two Roads Shared Trust1,331,8880 00For
Columbia Threadneedle1,102,5320 00For
BNY Mellon899,1560 00For
TIAA732,5870 00For
JANUS INVESTMENT FUND00 619,8610Abstain
Invesco458,0030 00For
FIRST EAGLE FUNDS415,3370 00For
WILLIAM BLAIR FUNDS407,8590 00For
Equitable395,1870 00For
New York Life278,7670 00For
Jackson National270,5620 00For
AMERICAN BEACON FUNDS235,1700 00For
Cambria ETF Trust225,1650 00For
Principal217,6740 00For
JPMorgan185,4650 00For
AIG/SunAmerica174,5590 00For
QUANTITATIVE MASTER SERIES LLC171,2300 00For

Showing the 25 largest of 94 asset managers. See all 94 in the interactive database.

Largest PBF ENERGY INC. shareholders voting in 2024-2025

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 115,311,992 shares outstanding at the time of that meeting.

Fund voting reports: top PBF ENERGY INC. shareholders by shares voted on “An advisory vote on the 2024 compensation of the named executive officers.”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 8.45%
2BlackRock 6.89%
3Dimensional 4.55%
4State Street 1.93%
5Fidelity 1.79%
6T. Rowe Price 1.75%
7American Century 1.60%
8Charles Schwab 1.30%
9Two Roads Shared Trust 1.16%
10Columbia Threadneedle 0.96%
Institutional-manager reports: top PBF ENERGY INC. shareholders by shares voted on “An advisory vote on the 2024 compensation of the named executive officers.”, 2024-2025
#Asset manager % of shares outstanding
1State Street 4.30%
2T. Rowe Price 4.26%
3BlackRock 2.64%
4GEODE CAPITAL MANAGEMENT, LLC 2.00%
5American Century 1.65%
6Newton Investment Management North America, LLC 1.40%
7Charles Schwab 1.30%
8Recurrent Investment Advisors LLC 1.26%
9PRIVATE MANAGEMENT GROUP INC 0.89%
10Invesco 0.86%

Reported PBF ENERGY INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

PBF ENERGY INC. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
Control Empresarial de Capitales, S.A. de C.V. 17.64% 13G
BlackRock 11.78% 13F
Vanguard Group 8.07% 13F
Goldman Sachs 5.49% 13F
Dimensional Fund Advisors 5.23% 13F
State Street 4.94% 13F
T. Rowe Price Investment Management, Inc. 2.70% 13G
Geode Capital 2.11% 13F
BNY Mellon 1.84% 13F
Two Sigma 1.62% 13F

Percentages above are of 115,311,992 shares outstanding, as reported by PBF ENERGY INC. on its Form 10-K dated December 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

Related

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from PBF ENERGY INC.’s 10-K dated December 31, 2024. This page is a static snapshot rebuilt weekly on November 6, 2026; a live search always shows the current data.

At PBF ENERGY INC.'s shareholder meeting held April 29, 2025, in the 2024-2025 proxy season, 323 asset managers reported how they voted in their SEC Form N-PX filings, covering 5,613 separate fund positions. Their filings are grouped here into 14 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — An advisory vote on the 2024 compensation of the named executive officers. — FOR was 91% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: PBF ENERGY INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 2, 2025.

PBF ENERGY INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.