Murphy USA (MUSA) EVP Christopher Click reports RSU vesting and tax share withholding

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Murphy USA Inc. executive Christopher A. Click reported routine equity compensation activity. On February 6, 2026, 558 Restricted Stock Units vested and settled into the same number of common shares at $0 exercise price under the 2013 Long Term Incentive Plan. Of these, 257 shares of common stock were withheld at $397.42 per share to cover taxes related to the RSU vesting. After these transactions, Click directly owned 4,715 shares of Murphy USA common stock and 1,057.827 RSUs, including dividend equivalent units.

Insider Trade Summary

558 shares exercised/converted

Mixed 3 txns

Insider Click Christopher A

Role EVP, Strategy, Growth & Innova

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	558	$0.00	--
Exercise	Common Stock	558	$0.00	--
Tax Withholding	Common Stock	257	$397.42	$102K

Holdings After Transaction: Restricted Stock Unit — 1,057.827 shares (Direct); Common Stock — 4,972 shares (Direct)

Footnotes (1)

Represents time-based Restricted Stock Units (RSUs) and corresponding dividend equivalents accrued to the Reporting Person under the 2013 Long Term Incentive Plan that have vested and settled in shares of the Company's stock on a one-for-one basis. Shares withheld for taxes on RSU vesting. Represents Restricted Stock Unit Award granted under the 2013 Long-term Incentive Plan. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date. Includes dividend equivalent units accrued with respect to the underlying RSUs.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/09/2026 - 06:45 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
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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^*

Click Christopher A

(Last)

(First)

(Middle)

200 E. PEACH ST

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Strategy, Growth & Innova

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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	02/06/2026		M		558⁽¹⁾	A	$0	4,972	D
Common Stock	02/06/2026		F⁽²⁾		257	D	$397.42	4,715	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⁽³⁾	⁽⁴⁾	02/06/2026		M			558⁽¹⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	558	$0	1,057.827⁽⁵⁾	D

Explanation of Responses:

1. Represents time-based Restricted Stock Units (RSUs) and corresponding dividend equivalents accrued to the Reporting Person under the 2013 Long Term Incentive Plan that have vested and settled in shares of the Company's stock on a one-for-one basis.

2. Shares withheld for taxes on RSU vesting.

3. Represents Restricted Stock Unit Award granted under the 2013 Long-term Incentive Plan.

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

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

	/s/ Gregory L. Smith, attorney-in-fact	02/09/2026
	** 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

FAQ

What insider transaction did Murphy USA (MUSA) report for Christopher A. Click?

Murphy USA reported that EVP Christopher A. Click had 558 Restricted Stock Units vest and settle into common stock. These RSUs were granted under the 2013 Long Term Incentive Plan and paid out on a one-for-one basis in Murphy USA shares.

How many Murphy USA (MUSA) RSUs vested for Christopher A. Click and at what price?

Christopher A. Click had 558 Restricted Stock Units vest and convert into common shares at a stated exercise price of $0. These units reflected time-based awards and related dividend equivalents under Murphy USA’s 2013 Long Term Incentive Plan.

Why were some Murphy USA (MUSA) shares withheld in Christopher A. Click’s Form 4?

The Form 4 notes that 257 Murphy USA common shares were withheld to cover taxes on the RSU vesting. These shares were valued at $397.42 each, reflecting tax withholding rather than an open-market sale transaction.

How many Murphy USA (MUSA) common shares does Christopher A. Click own after this transaction?

Following the reported transactions, Christopher A. Click beneficially owned 4,715 shares of Murphy USA common stock directly. This figure reflects the RSU settlement and the separate share withholding for tax obligations tied to the vesting event.

How many Murphy USA (MUSA) RSUs does Christopher A. Click hold after the filing?

After the reported RSU vesting, Christopher A. Click held 1,057.827 Restricted Stock Units in Murphy USA. This balance includes dividend equivalent units credited on the underlying RSUs, as described in the Form 4 footnotes.

What compensation plan governs Christopher A. Click’s Murphy USA (MUSA) RSU awards?

The RSU awards for Christopher A. Click are granted under Murphy USA’s 2013 Long Term Incentive Plan. The footnotes explain that vested RSUs, including dividend equivalents, settle into company stock on a one-for-one share basis without a cash exercise price.