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MPLX LP Director's Dealing 2015

Dec 8, 2015

30009_dirs_2015-12-08_f9a7c9c6-5bca-4046-b0a7-f831ccc5a6a7.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MPLX LP (MPLX)
CIK: 0001552000
Period of Report: 2015-12-04

Reporting Person: SEMPLE FRANK M (Director, Vice Chairman)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-12-04 Common Units (Limited Partner Interests) A 284565 Acquired 284565 Direct
2015-12-04 Common Units (Limited Partner Interests) A 164312 Acquired 164312 Indirect
2015-12-04 Common Units (Limited Partner Interests) A 111180 Acquired 111180 Indirect
2015-12-04 Common Units (Limited Partner Interests) A 102460 Acquired 102460 Indirect
2015-12-04 Common Units (Limited Partner Interests) A 48777 Acquired 48777 Indirect

Footnotes

F1: Received in exchange for 261,069 MarkWest Energy Partners, L.P. ("MarkWest") common units, including converted phantom units, in connection with the merger of Sapphire Holdco LLC, a wholly owned subsidiary of the Issuer, with and into MarkWest on December 4, 2015, with MarkWest as the surviving entity (the "Merger"). The Merger consideration for this transaction was 1.09 Issuer common units plus $6.20 in cash per MarkWest common unit or phantom unit converted in connection with the Merger, with cash paid in lieu of fractional units.

F2: On the effective date of the Merger, the closing price of the Issuer's common units was $30.83 per unit.

F3: Received in exchange for 150,745 MarkWest Energy Partners, L.P. ("MarkWest") common units in connection with the merger of Sapphire Holdco LLC, a wholly owned subsidiary of the Issuer, with and into MarkWest on December 4, 2015, with MarkWest as the surviving entity (the "Merger"). The Merger consideration for this transaction was 1.09 Issuer common units plus $6.20 in cash per MarkWest common unit or phantom unit converted in connection with the Merger, with cash paid in lieu of fractional units.

F4: Received in exchange for 102,000 MarkWest Energy Partners, L.P. ("MarkWest") common units in connection with the merger of Sapphire Holdco LLC, a wholly owned subsidiary of the Issuer, with and into MarkWest on December 4, 2015, with MarkWest as the surviving entity (the "Merger"). The Merger consideration for this transaction was 1.09 Issuer common units plus $6.20 in cash per MarkWest common unit or phantom unit converted in connection with the Merger, with cash paid in lieu of fractional units.

F5: Received in exchange for 94,000 MarkWest Energy Partners, L.P. ("MarkWest") common units in connection with the merger of Sapphire Holdco LLC, a wholly owned subsidiary of the Issuer, with and into MarkWest on December 4, 2015, with MarkWest as the surviving entity (the "Merger"). The Merger consideration for this transaction was 1.09 Issuer common units plus $6.20 in cash per MarkWest common unit or phantom unit converted in connection with the Merger, with cash paid in lieu of fractional units.

F6: Received in exchange for 44,750 MarkWest Energy Partners, L.P. ("MarkWest") common units in connection with the merger of Sapphire Holdco LLC, a wholly owned subsidiary of the Issuer, with and into MarkWest on December 4, 2015, with MarkWest as the surviving entity (the "Merger"). The Merger consideration for this transaction was 1.09 Issuer common units plus $6.20 in cash per MarkWest common unit or phantom unit converted in connection with the Merger, with cash paid in lieu of fractional units.