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  4. [Form 4] Murphy USA Inc. Insider Trading Activity

Murphy USA director granted 56.835 RSUs

DEMING CLAIBORNE P reported acquisition or exercise transactions in this Form 4 filing.

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

Rhea-AI Filing Summary

DEMING CLAIBORNE P reported acquisition or exercise transactions in this Form 4 filing.

Murphy USA Inc. director Claiborne P. Deming received a grant of 56.835 restricted stock units (RSUs) tied to Murphy USA common stock. The award was made at $0.00 per unit under the 2023 Omnibus Incentive Plan and represents a fully vested grant in lieu of quarterly cash retainers.

After this award, Deming now holds a total of 1,071.799 RSUs. According to the disclosure, settlement of these RSUs, including accrued dividend equivalent units, has been deferred until Deming’s termination of service from the board.

Positive

  • None.

Negative

  • None.
Insider DEMING CLAIBORNE P
Role Director
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 56.835 $0.00 $0.00
Holdings After Transaction: Restricted Stock Unit — 1,071.799 contracts (Direct)
Footnotes (4)
  1. F1. Award granted under the 2023 Omnibus Incentive Plan.
  2. F2. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
  3. F3. Represent fully-vested RSUs issued in lieu of the reporting person's quarterly cash retainer(s). The reporting person has elected to defer settlement of RSUs and accrued dividend equivalent units thereon to the reporting person's termination of service from the Board, in accordance with their deferral election form.
  4. F4. Includes dividend equivalent units accrued with respect to the underlying RSUs.
RSUs granted 56.835 RSUs Grant on 2026-06-30 under 2023 Omnibus Incentive Plan
RSU holdings after grant 1,071.799 RSUs Total RSUs following reported transaction
Grant price per unit $0.00 per RSU Compensation award, not open-market purchase
Underlying security 56.835 shares common stock Underlying shares linked to new RSU award
Restricted Stock Unit financial
"security_title: "Restricted Stock Unit" and underlying security is common stock"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
2023 Omnibus Incentive Plan financial
"Award granted under the 2023 Omnibus Incentive Plan."
dividend equivalent units financial
"Includes dividend equivalent units accrued with respect to the underlying RSUs."
Dividend equivalent units are bookkeeping credits that mirror cash dividends paid on actual shares, granted to holders of stock-based awards such as restricted stock units or deferred compensation. They matter to investors because they increase a company’s reported employee compensation cost and can lead to issuance of more shares or cash payouts over time, similar to extra pay linked to ownership that affects shareholder dilution and corporate cash flow.
deferral election form financial
"in accordance with their deferral election form."

FAQ

What insider transaction did Murphy USA (MUSA) director Claiborne Deming report?
Murphy USA director Claiborne P. Deming reported receiving 56.835 restricted stock units. The RSUs are fully vested, granted in lieu of quarterly cash retainers, and linked to Murphy USA common stock, with settlement deferred until his board service ends.

How many Murphy USA RSUs does Claiborne Deming hold after this Form 4 filing?
Following the reported grant, Claiborne P. Deming holds a total of 1,071.799 restricted stock units. This figure includes the newly awarded 56.835 RSUs and reflects accumulated units, including related dividend equivalent units, as disclosed in the filing.

What is the price per unit for Claiborne Deming’s new Murphy USA RSU grant?
The reported price per unit for Claiborne Deming’s new RSU award is $0.00. This indicates the grant is a compensation award, not an open-market purchase, and is issued under the company’s 2023 Omnibus Incentive Plan for director remuneration.

Under which plan were Claiborne Deming’s Murphy USA RSUs granted?
The RSUs were granted under Murphy USA’s 2023 Omnibus Incentive Plan. This plan governs equity-based compensation awards such as restricted stock units that the company issues to directors and other eligible participants as part of their overall compensation structure.

When will Claiborne Deming’s Murphy USA RSUs be settled into shares?
Settlement of Claiborne Deming’s RSUs is deferred until his termination of service from the Murphy USA board. The filing states he elected to defer settlement of RSUs and related dividend equivalent units in accordance with his deferral election form.

Do Claiborne Deming’s Murphy USA RSUs include dividend equivalent units?
Yes. The disclosure notes that the reported holdings include dividend equivalent units accrued on the underlying RSUs. Dividend equivalent units mirror dividends on common stock and increase the total number of RSUs credited to the director’s account over time.

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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*
DEMING CLAIBORNE P
(Last)(First)(Middle)
200 PEACH STREET
(Street)
EL DORADO ARKANSAS 71730
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Murphy USA Inc. [ MUSA ] 		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)
06/30/2026		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
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
Restricted Stock Unit(1)(2)06/30/2026A56.835(1) (2)(3) (2)(3)Common Stock56.835$01,071.799(3)(4)D
Explanation of Responses:
1. Award granted under the 2023 Omnibus Incentive Plan.
2. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
3. Represent fully-vested RSUs issued in lieu of the reporting person's quarterly cash retainer(s). The reporting person has elected to defer settlement of RSUs and accrued dividend equivalent units thereon to the reporting person's termination of service from the Board, in accordance with their deferral election form.
4. Includes dividend equivalent units accrued with respect to the underlying RSUs.
/s/ Gregory L. Smith, attorney-in-fact07/01/2026
** 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