Murphy USA director reports RSU grant and conversion

Murphy USA Inc. director David Goebel reported equity compensation activity involving restricted stock units (RSUs) and common shares.

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Murphy USA Inc. director David Goebel reported equity compensation activity involving restricted stock units (RSUs) and common shares. On 02/12/2026, he received a grant of 421 RSUs at $0 per unit under the 2023 Omnibus Incentive Plan, increasing his RSU holdings to 1,385.753 units, including dividend equivalents.

On 02/13/2026, 349 RSUs vested and were converted on a one-for-one basis into 349 shares of common stock at $0, leaving him with 1,036.753 RSUs and 1,796 common shares, all held directly. Fractional dividend equivalents were settled in cash.

Insider Trade Summary

349 shares exercised/converted

Exercise 3 txns

Insider GOEBEL DAVID

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	349	$0.00	$0.00
Exercise	Common Stock	349	$0.00	$0.00
Grant/Award	Restricted Stock Unit	421	$0.00	$0.00

Holdings After Transaction: Restricted Stock Unit — 1,036.753 contracts (Direct); Common Stock — 1,796 shares (Direct)

Footnotes (4)

F1. Represents Restricted Stock Units ("RSUs") and corresponding dividend equivalents accrued thereon granted to the Reporting Person that have vested and settled in shares of the Company's stock on a one-for-one basis, except for fractional dividend equivalents which have been settled in cash.
F2. Award granted under the 2023 Omnibus Incentive Plan.
F3. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
F4. Includes dividend equivalent units accrued with respect to the underlying RSUs.

FAQ

What insider transactions did Murphy USA (MUSA) director David Goebel report?

Director David Goebel reported an equity award and a related RSU conversion. He received 421 restricted stock units, then 349 of those RSUs vested and converted into 349 common shares at $0 per share, increasing his direct common stock holdings.

How many Murphy USA (MUSA) shares does David Goebel own after these transactions?

After the reported transactions, David Goebel directly owns 1,796 shares of Murphy USA common stock. He also holds 1,036.753 restricted stock units, which include dividend equivalent units that may settle into additional shares or cash as they vest.

What RSU grant did Murphy USA (MUSA) give director David Goebel on February 12, 2026?

On February 12, 2026, Murphy USA granted David Goebel 421 restricted stock units at $0 per unit. The award was made under the company’s 2023 Omnibus Incentive Plan and includes dividend equivalent units tied to the underlying RSUs.

What happened when David Goebel’s Murphy USA RSUs vested on February 13, 2026?

On February 13, 2026, 349 of David Goebel’s restricted stock units vested and settled. They converted into 349 shares of Murphy USA common stock on a one-for-one basis at $0, while fractional dividend equivalents were paid out in cash.

Are David Goebel’s Murphy USA (MUSA) RSUs subject to an exercise price or expiration date?

The reported restricted stock units generally do not carry a conversion price, exercisable date, or expiration date. They include dividend equivalent units, and vesting results in settlement into Murphy USA common shares or related cash for fractional equivalents.

Under what plan were David Goebel’s Murphy USA (MUSA) RSUs granted?

David Goebel’s restricted stock units were granted under Murphy USA’s 2023 Omnibus Incentive Plan. This plan authorizes equity awards such as RSUs, and the reported grant includes dividend equivalent units that accrue alongside the underlying restricted stock units.

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Accepted by SEC EDGAR 02/17/2026 - 04:47 PM

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

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^*

GOEBEL DAVID

(Last)

(First)

(Middle)

200 E. PEACH STREET

(Street)

EL DORADO

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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/13/2026		M		349⁽¹⁾	A	$0	1,796	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit⁽²⁾	⁽³⁾	02/12/2026		A		421		⁽³⁾	⁽³⁾	Common Stock	421	$0	1,385.753⁽⁴⁾	D
Restricted Stock Unit⁽²⁾	⁽³⁾	02/13/2026		M			349⁽¹⁾	⁽³⁾	⁽³⁾	Common Stock	349	$0	1,036.753⁽⁴⁾	D

Explanation of Responses:

1. Represents Restricted Stock Units ("RSUs") and corresponding dividend equivalents accrued thereon granted to the Reporting Person that have vested and settled in shares of the Company's stock on a one-for-one basis, except for fractional dividend equivalents which have been settled in cash.

2. Award granted under the 2023 Omnibus Incentive Plan.

3. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.

4. Includes dividend equivalent units accrued with respect to the underlying RSUs.

	/s/ Gregory L. Smith, attorney-in-fact	02/17/2026
	** 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.

Source: View Original Filing on SEC EDGAR