UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Marathon Petroleum Corp 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
ANDEAVOR 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
Western Refining, Inc. 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
Giant Industries, Inc. 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
Western Refining Southwest, Inc. 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
TESORO REFINING & MARKETING Co LLC 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
Tesoro Alaska Pipeline Co LLC 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
Tesoro Logistics GP, LLC 539 SOUTH MAIN STREET FINDLAY, OH 45840 |
 X |  X |  |  |
/s/ Molly R. Benson, Vice President, Corporate Secretary and Chief Compliance Officer, Marathon Petroleum Corporation | 10/03/2018 | |
**Signature of Reporting Person | Date | |
/s/ Molly R. Benson, Vice President and Secretary, Andeavor LLC | 10/03/2018 | |
**Signature of Reporting Person | Date | |
/s/ Molly R. Benson, Vice President and Secretary, Western Refining, Inc. | 10/03/2018 | |
**Signature of Reporting Person | Date | |
/s/ Molly R. Benson, Vice President and Secretary, Giant Industries, Inc. | 10/03/2018 | |
**Signature of Reporting Person | Date | |
/s/ Molly R. Benson, Vice President and Secretary, Western Refining Southwest, Inc. | 10/03/2018 | |
**Signature of Reporting Person | Date | |
/s/ Molly R. Benson, Vice President and Secretary, Tesoro Refining & Marketing Company LLC | 10/03/2018 | |
**Signature of Reporting Person | Date | |
/s/ Molly R. Benson, Vice President and Secretary, Tesoro Alaska Company LLC | 10/03/2018 | |
**Signature of Reporting Person | Date | |
/s/ Molly R. Benson, Vice President, Chief Securities, Governance & Compliance Officer and Corporate Secretary, Tesoro Logistics GP, LLC | 10/03/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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). |
(1) | This Form 3 is submitted jointly by Marathon Petroleum Corporation ("MPC"), Andeavor LLC (as successor by merger to Andeavor), Western Refining, Inc. ("WRI"), Giant Industries, Inc. ("GII"), Western Refining Southwest, Inc. ("WRSI"), Tesoro Refining & Marketing Company LLC ("TRMC"), Tesoro Alaska Company LLC ("TAC"), and Tesoro Logistics GP, LLC ("TLGP"). Andeavor LLC is a wholly owned subsidiary of MPC. WRI is a wholly owned subsidiary of Andeavor LLC. GII is a wholly owned subsidiary of WRI. WRSI is a wholly owned subsidiary of GII. TRMC and TAC are wholly owned subsidiaries of WRSI. All of the membership interests in TLGP are held by TRMC, TAC, and WRSI. Accordingly, Andeavor LLC, WRI, GII, WRSI, TRMC, TAC and TLGP are all direct or indirect wholly owned subsidiaries of MPC. |
(2) | The Common Units are held by TLGP (88,624,852) and WRSI (67,548,276). Pursuant to the terms of the Agreement and Plan of Merger, dated as of April 29, 2018 (as amended, the "Merger Agreement"), by and among MPC, Andeavor, Mahi Inc. and Mahi LLC (n/k/a Andeavor LLC), Andeavor merged with and into Mahi Inc., with Andeavor surviving, and immediately following, Andeavor merged with and into Mahi LLC (n/k/a Andeavor LLC), with Mahi LLC (n/k/a Andeavor LLC) surviving the merger as a wholly owned subsidiary of MPC. MPC, Andeavor LLC, WRI, GII, TRMC and TAC each disclaims beneficial ownership of the Common Units of the Issuer except to the extent of its pecuniary interest therein. TLGP also owns the noneconomic general partner interest in the Issuer. MPC, Andeavor LLC, WRI, GII, WRSI, TRMC and TAC may be deemed to be the indirect beneficial owners of the noneconomic general partner interest in the Issuer, but each disclaims beneficial ownership except to the extent of its pecuniary interest. |