Good day everyone, welcome to the PBF Energy 2026 Annual Meeting of Stockholders. At this time, all participants have been placed in a listen-only mode, and the floor will be open for questions relevant to the business of the meeting after the proposals have been presented and before the results are reported. It is now my pleasure to turn the floor over to Trecia Canty, PBF Energy Inc.'s Corporate Secretary. Ms. Canty, you may begin.
Thank you. Good morning, and welcome to PBF Energy Inc.'s 2026 Annual Meeting of Stockholders. We have elected to host today's meeting through this virtual online platform, which allows us to open access and participation in the meeting to all stockholders and employees. We have stockholders attending via the web portal and the number that we have provided. The rules of conduct for this meeting have been provided on the web portal. As is our custom, we will conduct the business portion of our meeting first, and then answer questions germane to the business of the meeting. We will not answer questions that do not relate to the business of the meeting. We also may not be able to answer every question, but we will do our best to provide a response to as many as possible.
In keeping with the digital approach to this year's meeting, it is now shortly after 10:00 A.M. Eastern Time on April 28 , and this meeting is officially called to order. Please remember that you may vote your shares online at any time during this meeting prior to the closing of the poll. I will now turn the meeting over to Thomas Nimbley, Chairman of PBF Energy.
Good morning, ladies and gentlemen. It is my pleasure to welcome all of you to the PBF Energy 2026 Annual Meeting of Stockholders. At this time, I will introduce you to the members of PBF Energy's Board of Directors, each of whom is standing for re-election. All of them are participating today. In addition to myself, the members of our board, including myself , the nominees for election as directors at this meeting are Spencer Abraham, Chief Executive Officer and Chairman of The Abraham Group and former Secretary of Energy under President George W. Bush, has served on our board since 2012. Karen Davis, our former Chief Financial Officer and Chief Accounting Officer, previously served on our board from January 2020 to December 2022 and rejoined our board in October of 2025.
Paul Donahue, currently Managing Partner and Co-founder of Black Squirrel Partners and former head of America's Equity Capital Markets at Morgan Stanley, has served on our board since January of 2022. Gene Edwards, the former Executive Vice President and Chief Development Officer of Valero Energy Corp, has served on our board since July of 2014 and also serves as our Lead Director. Georganne Hodges, the former Executive Vice President of Supply, Trading, and Logistics of Motiva Enterprises LLC, has served on our board since March of 2023. Kim Lubel, former Chairman, Chief Executive Officer, and President of CST Brands Incorporated, has served on our board since 2017. Matthew C. Lucey, President and Chief Executive Officer of PBF Energy, has served on our board since July of 2023.
George Ogden, former Senior Vice President of Costco Corporation, has served on our board since 2018. Damian Wilmot, the former Chief Legal Officer and Corporate Secretary of BridgeBio Pharma Inc, has served on our board since March of 2023. Lawrence M. Ziemba, the former Executive Vice President, Refining of Phillips 66, has served on our board since January of 2023. I'd like to thank our board members for their dedication to the company and its stockholders and their continued willingness to serve. Next, I'd like to introduce you to the members of the PBF Executive Leadership Team. I am joined by Trecia Canty, our Senior Vice President, General Counsel, and Corporate Secretary, who will act as Secretary of the meeting and handle any procedural issues that may arise.
In addition, the remaining members of the Executive Leadership Team present with me today are Michael Bukowski, Senior Vice President and Head of Refining. Paul Davis, Senior Vice President, Supply, Trading, and Optimization. Jim Fedena, Senior Vice President, Logistics, Renewable Fuels, and Strategic Assets. Wendy Ho-Tai , Senior Vice President, Human Resources. Joseph Marino, Senior Vice President and Chief Financial Officer. Representatives of KPMG LLP, our independent auditors in 2025, are in attendance and participating in the meeting today. They will be available during the question and answer session to respond to appropriate questions. I now call the formal part of the annual meeting to order. We will present the four proposals submitted by management for stockholder approval. After the formal part of the meeting is complete, we will provide time for general questions.
Only validated stockholders may ask questions via the designated field on the web portal. Out of consideration for others , please limit yourself to one question. Please note that this meeting is being recorded. No one attending via the webcast or telephone is permitted to use any audio recording device. Trecia, can you report whether a quorum is present for the conduct of business and address other procedural requirements for the meeting?
Thank you, Mr. Chairman. The committee has appointed Tony Carideo, a representative of Broadridge, to act as Inspector of Election. Mr. Carideo is with us today and has taken the oath of the Inspector of Election. Our Inspector of Election reports that stockholders entitled to cast more than 50% of the votes eligible to be cast at this meeting are present or represented by proxy. A quorum is present for purposes of transacting business and the meeting may proceed. The Board of Directors fixed March 6, 2026 as the record date for determining stockholders entitled to vote at this meeting.
An affidavit has been delivered attesting to the fact that either a notice of internet availability of the notice of the meeting, the proxy statement and the 2025 annual report, or the documents themselves were mailed on or about March 17th, 2026 to all stockholders as of the record date. This document will be incorporated into the minutes of this meeting.
Thank you, Trecia. The meeting will now consider the 3 business items as described in our proxy statement. We will present each of the business items 1 at a time. Item 1 is a proposal to elect 11 directors to serve for a term of one year or until their successors are duly elected and qualified. As indicated in the proxy statement, the board of directors recommends that the stockholders elect the director nominees to hold office until the 2027 annual meeting of stockholders or until their successors are duly elected and qualified. Item 2 is a proposal to ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for 2026. The audit committee appointed KPMG LLP to serve as PBF Energy's independent registered public accounting firm for 2026 and seeks ratification of that appointment by the stockholders.
As I previously mentioned, representatives of KPMG are participating today. As indicated in the proxy statement, the board of directors recommends that the stockholders vote in favor of this proposal. Item 3 is an advisory proposal to approve the 2025 compensation of our named executive officers as disclosed in the proxy statement. This vote is often called a say on pay vote. The say on pay vote is an advisory non-binding vote, but however, the compensation committee and the board will certainly take the results of the vote into account when making future compensation decisions. As indicated in the proxy statement, the board of directors recommends that the stockholders vote in favor of this proposal. Finally, item 4 is the approval by the stockholders to amend the PBF Energy Inc.
2025 Equity Incentive Plan to, among other things, increase the number of shares reserved for issuance by 4.2 million shares. As indicated in the proxy statement, the Board of Directors recommends that the stockholders vote in favor of the amendment to the 2025 Equity Incentive Plan. Now, if you have not already voted online, please do so at this time, and I will close the polls at the end of the Q&A session. We will now take questions from the stockholders regarding the matters relevant to the business of the meeting. Trecia, have any questions been submitted online that pertain to the business of the meeting?
No, Mr. Chairman. We have not received any questions that pertain to the business of the meeting.
We appreciate all of our stockholders' participation today. Now we will get back to the business of the meeting. I now declare the polls have closed. The Inspector of Election has filed certifications of our preliminary results of the voting. Trecia Canty, would you please read those results?
Mr. Chairman, the preliminary results based on the voting of shares represented by valid proxies on file and tabulated at the meeting this morning show that each of the 11 nominees for election have been elected as directors to serve until next year's annual meeting or until their successors are duly elected and qualified. The appointment of KPMG LLP as the independent registered public accounting firm for PBF Energy for 2026 has been ratified. The stockholders have approved on an advisory basis the 2025 compensation of our named executive officers, and the stockholders have approved the amendment of the PBF Energy Inc. 2025 Equity Incentive Plan. Mr. Chairman, that concludes the report of preliminary voting. Details of the final results will be available for all stockholders in a Form 8-K filing with the SEC within 4 business days.
Thank you, Trecia. That completes the business schedules for today. There being no further business to come before the meeting, the 2026 annual meeting of stockholders of PBF Energy Inc. is now adjourned. I want to thank you all for attending and for your participation. Our meeting is now concluded.