Marathon Petroleum (MPC) SVP files Form 4 for stock gift

Rhea-AI Filing Summary

Marathon Petroleum Corp senior vice president Shawn M. Lyon reported a bona fide gift of 1,186 shares of Common Stock. The gift reduced his directly held shares to 15,119. He also reports 2,927.612 shares held indirectly through a 401(k) plan, including 13.305 shares acquired via dividend reinvestment and not previously reported under Rule 16a-11.

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^*

Lyon Shawn M

(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)
	SVP Log & Storage, MPLX GP LLC

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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	03/11/2026		G		1,186	D	$0	15,119	D
Common Stock								2,927.612(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. Includes 13.305 shares acquired pursuant to dividend reinvestment and not previously reported pursuant to Rule 16a-11.

Remarks:

The Reporting Person is the Senior Vice President, Logistics and Storage of MPLX GP LLC, a subsidiary of the Issuer.

	/s/ Molly R. Benson, Attorney-in-Fact for Shawn M. Lyon	03/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Shawn M. Lyon report for Marathon Petroleum (MPC)?

Shawn M. Lyon reported a bona fide gift of 1,186 Marathon Petroleum common shares. This non-market transfer is coded as a gift disposition, meaning no sale proceeds were involved and it mainly reflects personal estate or gifting decisions rather than trading activity.

How many Marathon Petroleum (MPC) shares does Shawn M. Lyon hold after the reported gift?

After the 1,186-share gift, Shawn M. Lyon holds 15,119 Marathon Petroleum common shares directly. He also has 2,927.612 shares indirectly through a 401(k) plan, giving investors a view of his remaining equity exposure following the reported disposition.

What does the 401(k) plan holding mean in Shawn M. Lyon’s Marathon Petroleum (MPC) Form 4?

The Form 4 shows 2,927.612 Marathon Petroleum shares held indirectly through a 401(k) plan. This entry reflects retirement-plan holdings rather than open-market trading and supplements his directly owned 15,119 shares after the reported gift transaction.

How were dividend reinvestments reflected in this Marathon Petroleum (MPC) insider filing?

A footnote states that 13.305 shares were acquired through dividend reinvestment and not previously reported under Rule 16a-11. These shares are included within the 401(k) plan total, providing a more complete picture of Lyon’s indirectly held Marathon Petroleum stock.

Did the reported Marathon Petroleum (MPC) Form 4 involve an open-market sale or purchase?

The filing indicates a bona fide gift of 1,186 shares, not an open-market sale or purchase. The transaction price per share is shown as zero, underscoring that this was a non-market transfer rather than a trade executed on an exchange.