Marathon Petroleum Reports Director Departure, Officer Compensation Changes

Ticker: MPC · Form: 8-K · Filed: 2025-04-30T00:00:00.000Z

Sentiment: neutral

Topics: corporate-governance, executive-compensation, director-departure

Related Tickers: MPC

TL;DR

MPC board shakeup and pay adjustments announced. Watch for governance changes.

AI Summary

Marathon Petroleum Corporation (MPC) announced on April 28, 2025, changes related to its board of directors and executive compensation. Specifically, the company reported the departure of a director and adjustments to compensatory arrangements for certain officers. The filing details these changes as required by SEC regulations.

Why It Matters

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

Risk Assessment

Risk Level: low — The filing reports routine corporate governance changes and does not indicate any significant financial distress or operational issues.

Key Players & Entities

FAQ

Who is the departing director from Marathon Petroleum Corporation?

The filing does not explicitly name the departing director in the provided text.

What specific changes were made to the compensatory arrangements of certain officers?

The filing indicates changes to compensatory arrangements but does not detail the specifics in the provided text.

When was the earliest event reported in this 8-K filing?

The earliest event reported was on April 28, 2025.

What is Marathon Petroleum Corporation's state of incorporation?

Marathon Petroleum Corporation is incorporated in Delaware.

What is the principal executive office address for Marathon Petroleum Corporation?

The principal executive office is located at 539 South Main Street, Findlay, Ohio 45840.

From the Filing

0001510295-25-000032.txt : 20250430 0001510295-25-000032.hdr.sgml : 20250430 20250430161531 ACCESSION NUMBER: 0001510295-25-000032 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20250428 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20250430 DATE AS OF CHANGE: 20250430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Marathon Petroleum Corp CENTRAL INDEX KEY: 0001510295 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] ORGANIZATION NAME: 01 Energy & Transportation EIN: 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: 25895458 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-20250428.htm 8-K mpc-20250428 0001510295 false 0001510295 2025-04-28 2025-04-28 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) April 28, 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 April 28, 2025, Timothy J. Aydt, Executive Vice President, Refining, of Marathon Petroleum Corporation (the “Company”), notified the Company of his intention to retire from the Company, following over 40 years of service, effective September 2, 2025. The Company has announced that Mike Henschen will succeed Mr. Aydt as Executive Vice President, Refining, effective June 1, 2025. Mr. Aydt will continue with the Company in a non-executive officer role to assist with the transition and other key

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