[Form 4] MURPHY USA INC. Insider Trading Activity

Rhea-AI Filing Summary

West Malynda K, EVP & Chief Operating Officer of Murphy USA Inc. (MUSA), reported transactions dated 08/12/2025 on a Form 4. The filing discloses a net exercise-related transaction involving 4,100 shares, with shares withheld by the company to cover the exercise price and taxes using the $378.95 closing price on August 11, 2025. The filing also records dispositions of 2,241 and 1,859 shares at prices shown as $378.95 and $386.2217, respectively.

The report shows 117,388.642 shares beneficially owned following the transactions and 869.814 shares held indirectly in a 401(k) plan (including 14.88 shares acquired via that plan). The filer retains 8,000 stock options with a $76.15 exercise price, granted under the 2013 Long-Term Incentive Plan; vesting schedule is noted in the filing.

Positive

• Retention of equity incentives: Reporting person continues to hold 8,000 stock options (exercise price $76.15) under the 2013 LTIP, indicating ongoing equity alignment.
• Clear disclosure of tax withholding: The filing states shares were withheld to cover exercise price and taxes using the $378.95 closing price.

Negative

• Disposition of shares: The filing records a sale of 1,859 shares at $386.2217 and a related disposition entry of 2,241 shares tied to the exercise/withholding.
• Reduction in direct share count: Beneficial ownership after reported transactions is shown as 117,388.642 shares (down from higher interim amounts listed in the filing).

Insights

Financial Analyst

TL;DR: Routine option exercise and modest share dispositions by the EVP; no obvious material change to ownership stake.

The Form 4 documents a net exercise of options and subsequent share withholding to satisfy exercise price and taxes, using the $378.95 closing price. The filing also records sales totaling 1,859 shares at $386.2217 and an additional disposition line of 2,241 shares associated with the exercise/withholding mechanics. After transactions the reporting person beneficially owns 117,388.642 shares and holds 8,000 options (exercise price $76.15) granted under the 2013 LTIP. This appears to be a compensation-related exercise and routine reporting of withholding and sale; the filing does not disclose any new grants beyond the described award mechanics.

Corporate Governance Expert

TL;DR: Disclosure clarifies tax withholding and option vesting; transaction is administrative and consistent with equity compensation practices.

The report explicitly states the net exercise and that shares were withheld to cover taxes and the exercise price, citing the closing price used. It identifies the award as granted under the 2013 Long-Term Incentive Plan and notes the remaining option position of 8,000 options with a $76.15 exercise price and a two-installment vesting schedule. The presence of indirect ownership through a 401(k) plan is documented. From a governance perspective, the filing records standard executive equity activity with clear explanations; no governance concerns are raised by the disclosed entries.

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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OMB Number:			3235-0287
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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^*

West Malynda K

(Last) (First) (Middle)

200 PEACH STREET

(Street)

EL DORADO AR 71730

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Murphy USA Inc. [ MUSA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		M		4,100	A	$0	121,488.642	D
Common Stock	08/12/2025		F(1)		2,241	D	$378.95	119,247.642	D
Common Stock	08/12/2025		S		1,859	D	$386.2217	117,388.642	D
Common Stock								869.814(2)	I	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
Stock Option(3)	$76.15	08/12/2025		M			4,100	(4)	02/06/2026	Common Stock	4,100	$0	8,000	D

Explanation of Responses:

1. Represents a net exercise of outstanding stock options. These shares were withheld by the Company for payment of the exercise price and applicable taxes, using the closing price on August 11, 2025 of $378.95.

2. Includes 14.88 shares acquired through the reporting person's 401(k) Plan. The information in this report is based on a plan statement dated August 13, 2025.

3. Award granted under the 2013 Long-term incentive Plan.

4. 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.

	/s/ Gregory L. Smith, attorney-in-fact	08/13/2025
	** 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 activity did MUSA EVP West Malynda K report on Form 4?

The filing reports transactions dated 08/12/2025: a net exercise involving 4,100 shares with company withholding for taxes, dispositions of 2,241 and 1,859 shares, and remaining beneficial ownership of 117,388.642 shares.

How many options and at what exercise price does the reporting person hold?

The report shows the reporting person holds 8,000 stock options with an exercise price of $76.15, granted under the 2013 Long-Term Incentive Plan.

What price was used to calculate taxes and withholding for the option exercise?

The company used the closing price on August 11, 2025 of $378.95 to calculate shares withheld for the exercise price and applicable taxes.

Does the filing report any indirect ownership?

Yes. The filing discloses 869.814 shares held indirectly in a 401(k) plan, which includes 14.88 shares acquired through the plan.

Were the transactions signed and when?

The Form 4 is signed by attorney-in-fact Gregory L. Smith on 08/13/2025 on behalf of the reporting person.