Murphy USA Inc. — Director's Dealing 2018

Feb 9, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Murphy USA Inc. (MUSA)
CIK: 0001573516
Period of Report: 2018-02-07

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-07	Common Stock	M	2265	—	Acquired	9036	Direct
2018-02-07	Common Stock	F	1120	$71.00	Disposed	7916	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-02-07	Performance Stock Unit	$	M	2265	Disposed		Common Stock (2265)	Direct
2018-02-07	Performance Stock Unit	$	A	1300	Acquired		Common Stock (1300)	Direct
2018-02-07	Restricted Stock Unit	$	A	650	Acquired		Common Stock (650)	Direct
2018-02-07	Stock Option	$71.00	A	2700	Acquired	2025-02-07	Common Stock (2700)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	454	Indirect

Footnotes

F1: As a result of the determination of the amount of PSUs earned for the performance period ended December 31, 2017, this total includes the incremental number of PSUs (that is, 161.75% of the target amount, or 865 PSUs above the target number of 1,400 originally reported on the Form 4 when the PSU grant was made).

F2: Time-based restricted stock unit 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.