Marathon Petroleum Corp — Director's Dealing 2016

Jun 3, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Marathon Petroleum Corp (MPC)
CIK: 0001510295
Period of Report: 2016-06-01

Reporting Person: Nichols Rodney P. (Sr. VP, HR & Admin. Services)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-01	Common Stock	M	9898	$16.03	Acquired	62997	Direct
2016-06-01	Common Stock	F	6971	$36.44	Disposed	56026	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-06-01	Stock Option (right to buy)	$16.03	M	9898	Disposed	2016-06-01	Common Stock (9898)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	7835.582	Indirect
Common Stock	4388	Indirect
Common Stock	16926	Indirect

Footnotes

F1: Includes 68.802 shares acquired pursuant to dividend reinvestment and not previously reported pursuant to Rule 16a-11.

F2: By Barb Nichols Revocable Trust Agreement (wife).

F3: By Rodney P. Nichols Revocable Trust Agreement.

F4: This option was previously reported as covering 4,949 shares at an exercise price of $32.06 per share, but has been adjusted to reflect the stock split that occurred on June 10, 2015

F5: The option reflected in this row represents an adjusted option resulting from the spin-off of Issuer from Marathon Oil Corporation on June 30, 2011 (the "Spin-Off"). All shares subject to this option were fully vested and exercisable as of the Spin-Off.