Marathon Petroleum Corp — Director's Dealing 2017

Dec 14, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-12	Common Stock	M	17298	$12.87	Acquired	75055.6795	Direct
2017-12-12	Common Stock	S	17298	$64.55	Disposed	57757.6795	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-12-12	Stock Option (right to buy)	$12.87	M	17298	Disposed	2020-05-26	Common Stock (17298)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6194.357	Indirect

Footnotes

F1: Includes .176505 shares acquired pursuant to dividend reinvestment and not previously reported pursuant to Rule 16a-11.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.54 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 range set forth in footnote (1) to this Form 4.

F3: Includes 37.989 shares acquired pursuant to dividend reinvestment and not previously reported pursuant to Rule 16a-11. Also reflects the deduction of an administrative fee in the amount of .025 shares.

F4: This option was previously reported as covering 20,787 shares at an exercise price of $25.74 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 41,574, was exercisable as follows: 6,980 shares on June 30, 2011, 17,296 shares on May 26, 2012 and 17,298 shares on May 26, 2013. These share amounts reflect the 2-for-1 stock split that occurred on June 10, 2015.