PBF Energy Inc. — Director's Dealing 2014

Dec 12, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PBF Logistics LP (PBFX)
CIK: 0001582568
Period of Report: 2014-12-12

Reporting Person: PBF Energy Inc. (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-12	Common Units representing limited partner interests	J	620935	$24.16	Acquired	1284524	Indirect

Footnotes

F1: In connection with the closing of the transactions contemplated by the Contribution Agreement dated as of December 2, 2014, by and between the Issuer and PBF Energy Company LLC ("PBF LLC"), PBF LLC contributed to the Issuer all of the equity interests of Toledo Terminaling Company LLC, for total consideration payable to PBF LLC of $150 million, consisting of $135 million of cash and 620,935 common units of the Issuer.

F2: PBF Energy Inc. is the sole managing member of PBF LLC and operates and controls all of PBF LLC's business and affairs and consolidates the financial results of PBF LLC and its subsidiaries. PBF Energy Inc. also indirectly owns a non-economic general partner interest in the Issuer through PBF Logistics GP LLC, a wholly owned subsidiary of PBF LLC.

F3: The reporting person disclaims beneficial ownership of all common units reported herein in excess of its pecuniary interest, if any, and this report shall not be deemed an admission that such reporting person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.