Murphy USA Inc. — Director's Dealing 2017

Feb 11, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Murphy USA Inc. (MUSA)
CIK: 0001573516
Period of Report: 2017-02-08

Reporting Person: Cheng Marn K (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-08	Common Stock	M	5637	—	Acquired	5637	Direct
2017-02-08	Common Stock	F	2821	$65.75	Disposed	2816	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-08	Performance Stock Unit	$	A	3000	Acquired		Common Stock (3000)	Direct
2017-02-08	Restricted Stock Unit	$	A	1500	Acquired		Common Stock (1500)	Direct
2017-02-08	Stock Option	$65.75	A	6500	Acquired	2024-02-08	Common Stock (6500)	Direct
2017-02-08	Performance Stock Unit	$	M	5637	Disposed		Common Stock (5637)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	664	Indirect

Footnotes

F1: As a result of the determination of the amount of PSUs earned for the performance period ended December 31, 2016, this total includes the incremental number of PSUs (that is, 156.6% of the target amount, or 2,038 PSUs above the target number of 3,600 originally reported on the Form 4 when the PSU grant was made).

F2: Award granted under the 2013 Long-term Incentive Plan.

F3: These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.

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.