Marathon Petroleum Corp — Director's Dealing 2017

Dec 18, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Marathon Petroleum Corp (MPC)
CIK: 0001510295
Period of Report: 2017-12-14

Reporting Person: Palmer C. Michael (Sr. VP, Supply Distrib. & Plan)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-14	Common Stock	M	16916	$20.845	Acquired	74673.6795	Direct
2017-12-14	Common Stock	S	16916	$64.77	Disposed	57757.6795	Direct
2017-12-14	Common Stock	M	16916	$20.845	Acquired	74673.6795	Direct
2017-12-14	Common Stock	S	16916	$64.57	Disposed	57757.6795	Direct
2017-12-14	Common Stock	M	16914	$20.845	Acquired	74671.6795	Direct
2017-12-14	Common Stock	S	16914	$65.00	Disposed	57757.6795	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-12-14	Stock Option (right to buy)	$20.845	M	16916	Disposed	2021-02-23	Common Stock (16916)	Direct
2017-12-14	Stock Option (right to buy)	$20.845	M	16916	Disposed	2021-02-23	Common Stock (16916)	Direct
2017-12-14	Stock Option (right to buy)	$20.845	M	16914	Disposed	2021-02-23	Common Stock (16914)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6194.357	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.75 to $64.80, inclusive. The reporting person undertakes to provide to Marathon Petroleum Corporation, any security holder of Marathon Petroleum Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.55 to $64.60, inclusive. The reporting person undertakes to provide to Marathon Petroleum Corporation, any security holder of Marathon Petroleum Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.00 to $65.02, inclusive. The reporting person undertakes to provide to Marathon Petroleum Corporation, any security holder of Marathon Petroleum Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.

F4: This option was previously reported as covering 25,373 shares at an exercise price of $41.69 per share, but has been adjusted to reflect the 2-for-1 stock split that occurred on June 10, 2015.

F5: This option, in the adjusted amount of 50,746, was exercisable as follows: 16,914 shares on February 23, 2012, 16,916 shares on February 23, 2013 and 16,916 shares on February 23, 2014. These share amounts reflect the 2-for-1 stock split that occurred on June 10, 2015.