Marathon Petroleum Corp — Director's Dealing 2011

Jul 5, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Marathon Petroleum Corp (MPC)
CIK: 0001510295
Period of Report: 2011-06-30

Reporting Person: USHER THOMAS J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-30	Common Stock	A	17072	—	Acquired	17072	Direct
2011-07-01	Common Stock	A	592.417	$0.00	Acquired	18345.417	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11009	Indirect

Footnotes

F1: Adjusted distribution resulting from the spin-off of Issuer from Marathon Oil Corporation on June 30, 2011 (the "Spin-Off"). Amounts reported in this row are estimated as of July 5, 2011 based on preliminary information regarding the Spin-Off, final amounts, if different, will be reported in a subsequent filing.

F2: Includes 681 shares acquired in a pro-rata distribution of Issuer shares from Marathon Oil Corporation in connection with the Spin-Off.

F3: These shares were acquired in a pro-rata distribution of Issuer shares from Marathon Oil Corporation in connection with the Spin-Off.

F4: Revocable Trust Account governed by the Revocable Trust Agreement, dated July 3, 2001, pursuant to which the reporting person is the settlor, co-trustee with his spouse and beneficial owner of the shares held in said account.