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PBF > SEC Filings for PBF > Form 8-K on 28-Mar-2014All Recent SEC Filings

Show all filings for PBF ENERGY INC.

Form 8-K for PBF ENERGY INC.


28-Mar-2014

Change in Directors or Principal Officers, Financial Statements and Exhibits


Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 28, 2014, PBF Energy Inc. (the "Company") announced that Timothy H. Day and Neil A. Wizel are resigning as directors of the Company effective March 31, 2014. Mr. Day and Mr. Wizel are managing directors at First Reserve Management, L.P., which substantially reduced its investment in the Company through a secondary offering that closed on March 26, 2014. Additionally, Mr. Day is resigning as chairman of the Nominating and Corporate Governance Committee and as a member of the Compensation Committee. Mr. Day and Mr. Wizel's resignations are not due to any disagreements with us on any of our operations, policies or practices. Upon their resignations, the Board of Directors will consist of eight directors. The Company may add one or more new directors as business needs and opportunities arise.
The press release announcing Mr. Day and Mr Wizel's resignations is furnished as Exhibit 99.1 to this Current Report on Form 8-K. Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act.

Forward-Looking Statements
Statements contained in the exhibit to this report reflecting the Company's or its management's expectations or predictions relating to future plans, results, performance, achievements and the like are considered "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which may be beyond the Company's control, that may cause actual results to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors and uncertainties that may cause actual results to differ include but are not limited to the risks disclosed in the Company's filings with the U.S. Securities and Exchange Commission. All forward-looking statements speak only as of the date hereof. The Company undertakes no obligation to revise or update any forward-looking statements except as may be required by applicable law.



Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release dated March 28, 2014


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