Marathon Petroleum files 13D/A amendment for MPLX LP

TL;DR

MPC amended its 13D for MPLX LP, watch for ownership changes.

AI Summary

Marathon Petroleum Corp. filed an amendment (No. 17) to its Schedule 13D on May 10, 2024, regarding its holdings in MPLX LP. The filing indicates changes in beneficial ownership of MPLX LP common units, representing limited partner interests. Marathon Petroleum Corp. is the filer, and MPLX LP is the subject company.

Why It Matters

This filing updates Marathon Petroleum's ownership stake in MPLX LP, which could signal strategic shifts or changes in their relationship. Investors monitor these filings for insights into corporate control and future actions.

Risk Assessment

Risk Level: medium — Schedule 13D filings, especially amendments, can indicate significant changes in a major shareholder's stake, potentially impacting the company's stock price and strategic direction.

Key Players & Entities

• Marathon Petroleum Corp. (company) — Filer of the Schedule 13D/A
• MPLX LP (company) — Subject company of the Schedule 13D/A
• 55336V100 (other) — CUSIP number for MPLX LP common units

FAQ

Key Financial Figures

• $20 million — the SEC, Andeavor LLC agreed to pay a $20 million penalty and consent to the entry of an

Filing Documents

• mpcsc13daamend17.htm (SC 13D/A) — 221KB
• 0001510295-24-000050.txt ( ) — 223KB

Security and Issuer

Item 1. Security and Issuer. There are no changes to this Item.

Identity and Background

Item 2. Identity and Background. (a) The reporting persons are i. MPC is a Delaware corporation. The name of each director and executive officer of MPC, and each individual's principal occupation, is set forth on Schedule I to this Schedule 13D ii. MPC Investment LLC ("MPC Investment"), a Delaware limited liability company that is wholly owned by MPC iii. MPLX Logistics Holdings LLC ("MPLX Logistics"), a Delaware limited liability company that is wholly owned by MPC Investment iv. MPLX GP LLC ("MPLX GP"), a Delaware limited liability company that is wholly owned by MPC Investment v. Andeavor LLC, a Delaware limited liability company that is wholly owned by MPC vi. Western Refining, Inc. ("Western Refining"), a Delaware corporation that is wholly owned by Andeavor LLC vii. TTC Holdings LLC ("TTC Holdings"), a Delaware limited liability company that is wholly owned by Western Refining and viii. Giant Industries, Inc. ("Giant"), a Delaware corporation that is wholly owned by TTC Holdings. (b) The business address of MPC, MPC Investment, Andeavor LLC, Western Refining, TTC Holdings, Giant and each person listed in Schedule I is 539 S. Main Street, Findlay, Ohio 45840. The business address of MPLX Logistics and MPLX GP is 200 E. Hardin Street, Findlay, Ohio 45840. (c) MPC, MPC Investment, MPLX Logistics, Andeavor LLC, Western Refining, TTC Holdings and Giant are holding companies, the assets of which consist of direct and indirect ownership interests in, and the business of which is conducted substantially through, their subsidiaries. MPLX GP serves as the general partner of the Issuer. (d) Within the last five years, none of the Reporting Persons nor, to the knowledge of the Reporting Persons, any person named in Schedule I, has been convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors). (e) On October 15, 2020, the United States Securities and Exchange Commission (the "SEC") announced an agreement with An

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration. There are no changes to this Item.

Purpose of the Transaction

Item 4. Purpose of the Transaction. There are no changes to this Item.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. The information previously provided in response to Item 5 is hereby amended and restated as follows. (a) - (b) The information provided in row 1 and rows 7 through 11 and row 13 of the cover pages of this Schedule 13D is incorporated herein by reference. (c) Except as described herein or as set forth in Schedule I of this Schedule 13D, none of the Reporting Persons nor any person listed on Schedule I has effected any transactions in MPLX Common Units within the past 60 days. (d) The Reporting Persons have the right to receive distributions from, and the proceeds from the sale of, the respective MPLX Common Units reported by such persons on the cover pages of this Schedule 13D and in this Item 5. None of the Reporting Persons have any knowledge of any other person having the right to receive or the power to direct the receipt of distributions from, or the proceeds from the sale of, the MPLX Common Units held in the name of the Reporting Persons. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. There are no changes to this Item.

Materials to be Filed as Exhibits

Item 7. Materials to be Filed as Exhibits. There are no changes to this Item. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated May 10, 2024 MARATHON PETROLEUM CORPORATION MPC INVESTMENT LLC By s Molly R. Benson By s Molly R. Benson Name Molly R. Benson Name Molly R. Benson Title Chief Legal Officer and Corporate Secretary Title Chief Legal Officer and Corporate Secretary MPLX LOGISTICS HOLDINGS LLC MPLX GP LLC By s Molly R. Benson By s Molly R. Benson Name Molly R. Benson Name Molly R. Benson Title Vice President and Secretary Title Chief Legal Officer and Corporate Secretary ANDEAVOR LLC WESTERN REFINING, INC. By s Molly R. Benson By s Molly R. Benson Name Molly R. Benson Name Molly R. Benson Title Vice President and Secretary Title Vice President and Secretary TTC HOLDINGS LLC GIANT INDUSTRIES, INC. By s Molly R. Benson By s Molly R. Benson Name Molly R. Benson Name Molly R. Benson Title Vice President and Secretary Title Vice President and Secretary Schedule I Information regarding each director and executive officer of Marathon Petroleum Corporation is set forth below. The business address for each director and executive officer is co Marathon Petroleum Corporation, 539 South Main Street, Findlay, Ohio, United States. Marathon Petroleum Corporation Name, Title Principal Occupation Citizenship Transactions in Last 60 Days Directors Michael J. Hennigan Chief Executive Officer Marathon Petroleum Corporation U.S. — Abdulaziz F. Alkhayyal Retired Senior Vice President, Industrial Relations Saudi Aramco Saudi Arabia 105.881 1 Evan Bayh Senior Advisor Apollo Global Management U.S. 105.881 1 Charles E. Bunch Retired Chairman of the Board and CEO PPG Industries, Inc. U.S. 105.881 1 Jonathan Z. Cohen Founder, Chief Executive Officer and President Hepco Capital Management, LLC U.S. 105.881 1 Eileen P

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View this SC 13D/A filing on SEC EDGAR