Marathon Petroleum Appoints New Directors, Adjusts Executive Pay

Ticker: MPC · Form: 8-K · Filed: 2025-01-24T00:00:00.000Z

Sentiment: neutral

Topics: board-changes, executive-compensation, management

Related Tickers: MPC

TL;DR

MPC adds CEO & CAO to board, new exec pay deals inked.

AI Summary

Marathon Petroleum Corp. announced on January 20, 2025, changes in its board of directors and executive compensation. Specifically, Michael J. Hennigan, President and CEO, and Donald C. Knight, Chief Accounting Officer, were appointed to the Board of Directors. Additionally, the company entered into new employment agreements with key executives, including Mr. Hennigan, outlining their compensation packages.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in executive leadership and board composition can introduce uncertainty regarding future strategic direction and operational execution.

Key Players & Entities

FAQ

Who were the individuals appointed to the Board of Directors?

Michael J. Hennigan, President and CEO, and Donald C. Knight, Chief Accounting Officer, were appointed to the Board of Directors.

What is the date of the earliest event reported in this 8-K filing?

The date of the earliest event reported is January 20, 2025.

What are the main items reported in this Form 8-K?

This Form 8-K reports on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers.

What is Marathon Petroleum Corporation's principal executive office address?

Marathon Petroleum Corporation's principal executive offices are located at 539 South Main Street, Findlay, Ohio 45840.

What is the Commission File Number for Marathon Petroleum Corporation?

The Commission File Number for Marathon Petroleum Corporation is 001-35054.

From the Filing

0001510295-25-000002.txt : 20250124 0001510295-25-000002.hdr.sgml : 20250124 20250124161155 ACCESSION NUMBER: 0001510295-25-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20250120 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20250124 DATE AS OF CHANGE: 20250124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Marathon Petroleum Corp CENTRAL INDEX KEY: 0001510295 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] ORGANIZATION NAME: 01 Energy & Transportation IRS NUMBER: 271284632 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35054 FILM NUMBER: 25554340 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-422-2121 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 8-K 1 mpc-20250120.htm 8-K mpc-20250120 0001510295 false 0001510295 2025-01-20 2025-01-20 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________________________________ FORM 8-K _____________________________________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 20, 2025 _____________________________________________ Marathon Petroleum Corporation (Exact name of registrant as specified in its charter) _____________________________________________ Delaware   001-35054   27-1284632 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.) 539 South Main Street , Findlay , Ohio 45840 (Address of principal executive offices) (Zip code) Registrant’s telephone number, including area code: ( 419 )  422-2121 _____________________________________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:  ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Common Stock, par value $.01 MPC New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 20, 2025, Susan Tomasky notified the Board of Directors (the "Board") of Marathon Petroleum Corporation (the “Company”) of her decision to retire from the Board effective upon the conclusion of the Company's 2025 annual meeting of shareholders, to be held April 30, 2025. Ms. Tomasky's decision to retire from the Board was not the result of any disagreement with the Company, its management, the Board or any committees thereof on any matter relating to the Company’s oper

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