Edgar Filing: Coleman Eugene T

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Coleman Eugene T

2. Issuer Name and Ticker or Trading Symbol
MURPHY OIL CORP /DE [MUR]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Executive Vice President

(Last)

(First)

(Middle)

300 PEACH STREET, P.O. BOX 7000

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2018

(Street)

EL DORADO, AR 71731-7000

4. If Amendment, Date 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

(City)

(State)

(Zip)

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	02/02/2018		M		31,066 ⁽¹⁾	A	$ 0	57,246	D
Common Stock	02/02/2018		F⁽²⁾		9,683	D	$ 30.27	47,563	D
Common Stock	02/02/2018		M		14,747 ⁽³⁾	A	$ 0	62,310	D
Common Stock	02/02/2018		F⁽²⁾		3,708	D	$ 30.27	58,602	D
Common Stock	02/05/2018		M		28,500	A	$ 17.565	87,102	D
Common Stock	02/05/2018		F⁽⁴⁾		21,244	D	$ 30.27	65,858	D
Common Stock	02/05/2018		S		33,435	D	$ 28.8774	32,423	D
Common Stock								1,562 ⁽⁵⁾	I	Trustee of Company Thrift Plan

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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Unit ⁽⁶⁾

⁽⁷⁾

02/02/2018

13,000 ⁽³⁾

⁽⁷⁾

Common Stock

13,000

$ 0

33,000

Performance Stock Unit ⁽⁸⁾

⁽⁷⁾

02/02/2018

26,000 ⁽¹⁾

⁽⁷⁾

Common Stock

26,000

$ 0

65,000

Stock Option ⁽⁹⁾

$ 17.565

02/05/2018

28,500

⁽¹⁰⁾

02/02/2023

Common Stock

28,500

$ 0

28,500

Phantom Stock Unit

⁽¹¹⁾

⁽¹²⁾

Common Stock

3,562 ⁽¹³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Coleman Eugene T 300 PEACH STREET P.O. BOX 7000 EL DORADO, AR 71731-7000			Executive Vice President

Signatures

/s/ E. Ted Botner, attorney-in-fact		02/06/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Represents performance-based Restricted Stock Units (RSUs) that have vested and settled in shares of the Company's stock on a one-for-one basis. Pursuant to the terms of the performance-based grant awarded under the 2012 Long-Term Incentive Plan, the total includes 105.325% of the original award, plus shares equivalent in value to accumulated dividends.
(2)	Shares withheld for taxes on RSU vesting.
(3)	Represents Restricted Stock Units (RSUs) that have vested and settled in shares of the Company's stock on a one-for-one basis. Pursuant to the terms of the time-based grant awarded under the 2012 Long-Term Incentive Plan, the total includes 100% of the original award, plus shares equivalent in value to accumulated dividends.
(4)	Represents a "net exercise" of outstanding stock options. These shares were withheld by the Company for payment of the exercise price and applicable taxes, using the average high and low price on February 2, 2018 of $30.2700.
(5)	Includes 183 shares obtained through the Company Thrift Plan. The information in this report is based on a plan statement dated December 31, 2017.
(6)	Time-based restricted stock unit award granted under the 2012 Long-Term Incentive Plan.
(7)	These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
(8)	Performance-based restricted stock unit award granted under the 2012 Long-Term Incentive Plan.
(9)	Award granted under the 2012 Long-Term Incentive Plan.
(10)	The option vests in two equal installments, the first half two years after the original grant date and the final half three years after the original grant date.
(11)	Each phantom stock unit is the economic equivalent of one (1) share of Murphy Oil Corporation common stock.
(12)	The reported phantom stock units were acquired under Murphy Oil Corporation's excess benefit plan and are to be settled upon the reporting person's retirement or other termination of service. The reporting person may transfer the value of his phantom stock units into an alternative investment account at any time prior to settlement.
(13)	Includes 762 shares obtained under Murphy Oil Corporation's excess benefit plan. The information in this report is based on a plan statement dated December 31, 2017.
Remarks: etcpoa.txt

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