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Marathon Petroleum (MPC) director Surma receives 2026 equity retainer in stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SURMA JOHN P reported acquisition or exercise transactions in this Form 4 filing.

Marathon Petroleum Corp director John P. Surma reported an equity compensation grant and updated holdings in company stock. On April 30, 2026, he received an annual 2026 equity retainer award of 727.742 shares of common stock at $0.00 per share, reflecting non-cash compensation for board service. Following this award and prior dividend reinvestments, Surma directly holds 60,900.896 shares of Marathon Petroleum common stock. A separate entry shows 10,000 shares held indirectly through the Elizabeth L. Surma Revocable Trust Agreement, which is associated with his wife.

Positive

  • None.

Negative

  • None.

Insights

Routine director equity grant and updated holdings, not a market trade.

The filing shows John P. Surma, a director of Marathon Petroleum Corp, receiving an annual 2026 equity retainer award of 727.742 shares at $0.00 per share. This is standard stock-based board compensation rather than an open-market purchase.

Footnotes state that Surma’s reported direct holdings of 60,900.896 shares include 1,216.56 shares acquired via dividend reinvestment under Rule 16a-11. An additional 10,000 shares are held indirectly by his wife’s revocable trust. No derivative positions or sales are reported here.

Because the transactions are compensation- and reinvestment-related, with no open-market buying or selling, they typically carry limited signaling value about Surma’s view on the stock. The filing mainly clarifies the current equity stake and structure of his direct and indirect holdings as of April 30, 2026.

Insider SURMA JOHN P
Role null
Type Security Shares Price Value
Grant/Award Common Stock 727.742 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 60,900.896 shares (Direct, null); Common Stock — 10,000 shares (Indirect, By Wife's Revocable Trust)
Footnotes (1)
  1. Represents the reporting person's annual 2026 equity retainer award. Includes 1,216.56 shares acquired pursuant to dividend reinvestment and not previously reported pursuant to Rule 16a-11. By Elizabeth L. Surma Revocable Trust Agreement (wife).
Equity retainer award 727.742 shares Annual 2026 equity retainer award on April 30, 2026
Award price per share $0.00 per share Grant price for 727.742-share equity retainer award
Direct holdings after transaction 60,900.896 shares Common stock directly held by Surma after April 30, 2026
Dividend reinvestment shares 1,216.56 shares Shares acquired via dividend reinvestment included in direct holdings
Indirect trust holdings 10,000 shares Common stock held by Elizabeth L. Surma Revocable Trust (wife)
annual 2026 equity retainer award financial
"Represents the reporting person's annual 2026 equity retainer award."
dividend reinvestment financial
"Includes 1,216.56 shares acquired pursuant to dividend reinvestment"
Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.
Rule 16a-11 regulatory
"not previously reported pursuant to Rule 16a-11."
Revocable Trust Agreement financial
"By Elizabeth L. Surma Revocable Trust Agreement (wife)."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
SURMA JOHN P
(Last)(First)(Middle)
C/O MARATHON PETROLEUM CORPORATION
539 S. MAIN STREET
(Street)
FINDLAY OHIO 45840
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Marathon Petroleum Corp [ MPC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/30/2026A727.742(1)A$060,900.896(2)D
Common Stock10,000IBy Wife's Revocable Trust(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents the reporting person's annual 2026 equity retainer award.
2. Includes 1,216.56 shares acquired pursuant to dividend reinvestment and not previously reported pursuant to Rule 16a-11.
3. By Elizabeth L. Surma Revocable Trust Agreement (wife).
/s/ Molly R. Benson, Attorney-in-Fact for John P. Surma05/04/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did MPC director John P. Surma acquire in this Form 4 filing?

John P. Surma received an annual 2026 equity retainer award of 727.742 shares of Marathon Petroleum common stock. The award was granted at $0.00 per share as stock-based compensation for board service, not as an open-market purchase of MPC shares.

How many Marathon Petroleum (MPC) shares does John P. Surma hold after this transaction?

After the reported award and dividend reinvestments, John P. Surma directly holds 60,900.896 shares of Marathon Petroleum common stock. The filing also notes an additional 10,000 shares held indirectly through the Elizabeth L. Surma Revocable Trust Agreement associated with his wife.

Was the MPC Form 4 transaction an open-market buy or sell of shares?

No, the Form 4 does not report any open-market buying or selling of Marathon Petroleum shares. It records a grant-type acquisition of 727.742 shares as an annual 2026 equity retainer award, plus updated holdings and dividend reinvestment totals, with no sale transactions disclosed.

What is the significance of the dividend reinvestment mentioned in the MPC filing?

The filing notes that Surma’s direct holdings include 1,216.56 shares acquired through dividend reinvestment. This means cash dividends from prior MPC holdings were automatically used to buy additional shares, which had not previously been reported under SEC Rule 16a-11 but are now reflected in his total ownership.

How are John P. Surma’s indirect MPC shareholdings structured?

The Form 4 shows 10,000 Marathon Petroleum shares held indirectly through the Elizabeth L. Surma Revocable Trust Agreement. This trust is associated with his wife, meaning those shares are reported as indirect ownership rather than held directly in Surma’s own name.

Does this MPC Form 4 indicate any remaining stock options or derivatives for John P. Surma?

No derivative securities are listed in the provided filing data for John P. Surma. The report focuses on non-derivative common stock holdings, including the 2026 equity retainer award, dividend reinvestment shares, and indirect shares held via his wife’s revocable trust arrangement.