Murphy USA Inc. — Director's Dealing 2015

Feb 17, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Murphy USA Inc. (MUSA)
CIK: 0001573516
Period of Report: 2015-02-12

Reporting Person: Smith Donald R Jr (Vice President & Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-12	Common Stock	M	7906	—	Acquired	9984	Direct
2015-02-12	Common Stock	M	6150	—	Acquired	16134	Direct
2015-02-12	Common Stock	F	9137	$71.51	Disposed	6997	Direct
2015-02-12	Common Stock	S	4919	$71.21	Disposed	2078	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-12	Stock Option	$34.1587	M	7906	Disposed	2020-02-05	Common Stock (7906)	Direct
2015-02-12	Stock Option	$32.5308	M	6150	Disposed	2019-01-31	Common Stock (6150)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	135	Indirect

Footnotes

F1: Represents a net exercise of outstanding stock options. These shares were withheld by the Company for payment of the exercise price and applicable taxes, using the closing price on February 11, 2015 of $71.5100.

F2: Includes 6 shares acquired through the reporting person's 401(k) Plan. The information in this report is based on a plan statement dated January 31, 2015.

F3: Award granted under the 2013 Long-term Incentive Plan.

F4: The option vests in two equal installments, the first half two years after the grant date and the final half three years after the grant date.