Marathon Petroleum (MPC) executive logs stock award and tax-withholding share disposals

Rhea-AI Filing Summary

Marathon Petroleum Corp executive Gregory Scott Floerke reported multiple equity transactions in company common stock. On March 1, he acquired 1,730 shares through a grant or award at $0 per share, increasing his direct holdings. On March 2, he disposed of a total of 807 shares at $206.30 per share to cover tax liabilities by delivering shares. After these transactions, his direct ownership totaled 31,031 shares, with an additional 737.499 shares held indirectly through a 401(k) plan, reflecting small administrative and contribution adjustments noted in the footnote.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Floerke Gregory Scott

(Last) (First) (Middle)

C/O MARATHON PETROLEUM CORPORATION

539 S. MAIN STREET

(Street)

FINDLAY OH 45840

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Marathon Petroleum Corp [ MPC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Ex VP & COO, MPLX GP LLC

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/01/2026		A		1,730	A	$0	31,838	D
Common Stock	03/02/2026		F		278	D	$206.3	31,560	D
Common Stock	03/02/2026		F		251	D	$206.3	31,309	D
Common Stock	03/02/2026		F		278	D	$206.3	31,031	D
Common Stock								737.499(1)	I	By 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects the deduction of an administrative fee in the amount of .004 shares and contributions in the amount of 11.268 shares not previously reported pursuant to Rule 16a3(f)(1)(i)(B).

Remarks:

The Reporting Person is the Executive Vice President and Chief Operating Officer of MPLX GP LLC, a subsidiary of the Issuer.

	/s/ Molly R. Benson, Attorney-in-Fact for Gregory S. Floerke	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Gregory Scott Floerke report at Marathon Petroleum (MPC)?

Gregory Scott Floerke reported a stock award and related tax-withholding dispositions in Marathon Petroleum common stock. He received 1,730 shares as a grant, then used 807 shares at $206.30 each to cover tax obligations, leaving 31,031 shares held directly afterward.

How many Marathon Petroleum (MPC) shares did Floerke acquire and at what price?

Floerke acquired 1,730 Marathon Petroleum common shares through a grant at $0 per share. This grant/award acquisition increased his direct ownership and reflects non-cash compensation rather than an open-market purchase, as disclosed in the Form 4 transaction details.

Were any of Floerke’s Marathon Petroleum (MPC) transactions open-market sales?

The reported dispositions were not open-market sales. Floerke used 807 Marathon Petroleum shares, priced at $206.30 each, for tax-withholding purposes. The filing describes these as payments of tax liability by delivering securities, rather than discretionary selling into the market.

What is Floerke’s Marathon Petroleum (MPC) share ownership after these transactions?

After the reported transactions, Floerke directly owned 31,031 Marathon Petroleum common shares. He also had 737.499 additional shares held indirectly through a 401(k) plan, reflecting small administrative fee deductions and prior contributions noted in the filing footnote.

What does the Form 4 footnote about the 401(k) holdings in Marathon Petroleum (MPC) explain?

The footnote explains that the 401(k) account reflects a deduction of 0.004 shares as an administrative fee and 11.268 shares of contributions not previously reported. These adjustments refine the total 737.499 indirectly held Marathon Petroleum shares in the plan.