Edgar Filing: PBF Energy Inc.

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â O MALLEY THOMAS D

2. Date of Event Requiring Statement (Month/Day/Year)
12/13/2012

3. Issuer Name and Ticker or Trading Symbol
PBF Energy Inc. [PBF]

(Last)

(First)

(Middle)

ONE SYLVAN WAY,,Â SECOND FLOOR

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Executive Chairman

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

PARSIPPANY,Â NJÂ 07054

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock ⁽¹⁾	1	D	Â
Class B Common Stock ⁽¹⁾	1	I	see Footnote ⁽²⁾
Class B Common Stock ⁽¹⁾	1	I	see Footnote ⁽³⁾
Class B Common Stock ⁽¹⁾	1	I	see Footnote ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Units of PBF Energy Company LLC	Â ⁽⁵⁾	Â ⁽⁵⁾	Class A Common Stock	2,971,800.4	$ ⁽⁵⁾	D	Â
Series A Units of PBF Energy Company LLC	Â ⁽⁵⁾	Â ⁽⁵⁾	Class A Common Stock	131,264.42	$ ⁽⁵⁾	I	See Footnote ⁽²⁾
Series A Units of PBF Energy Company LLC	Â ⁽⁵⁾	Â ⁽⁵⁾	Class A Common Stock	230,000	$ ⁽⁵⁾	I	See Footnote ⁽³⁾
Series A Units of PBF Energy Company LLC	Â ⁽⁵⁾	Â ⁽⁵⁾	Class A Common Stock	270,000	$ ⁽⁵⁾	I	See Footnote ⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
O MALLEY THOMAS D ONE SYLVAN WAY, SECOND FLOOR PARSIPPANY,Â NJÂ 07054	Â X	Â	Â Executive Chairman	Â

Signatures

/s/Thomas D. O'Malley by Jeffrey Dill as Attorney-in-Fact		12/13/2012
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The Class B Common Stock entitles the holder to one vote for each Series A Unit of PBF Energy Company LLC held by such holder.
(2)	Owned by Horse Island Partners LLC. The reporting person is the Managing Partner of Horse Island Partners and disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purposes.
(3)	Owned by Argus Energy Corporation. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purposes.
(4)	Owned by Argus Investments Inc. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purposes.
(5)	Pursuant to an exchange agreement the Series A Units of PBF Energy Company LLC are exchangeable at any time for shares of Class A Common Stock of PBF Energy Inc. on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. As the holder exchanges the Series A Units of PBF Energy Company LLC for shares of Class A Common Stock of PBF Energy Inc. pursuant to the exchange agreement, the voting power afforded to the holder by its shares of Class B Common Stock of PBF Energy Inc. will be automatically and correspondingly reduced.

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