0001209191-12-034161.txt : 20120615 0001209191-12-034161.hdr.sgml : 20120615 20120615190424 ACCESSION NUMBER: 0001209191-12-034161 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120613 FILED AS OF DATE: 20120615 DATE AS OF CHANGE: 20120615 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Western Refining, Inc. CENTRAL INDEX KEY: 0001339048 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 203472415 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6500 TROWBRIDGE DRIVE CITY: EL PASO STATE: TX ZIP: 79905 BUSINESS PHONE: (915) 775-3488 MAIL ADDRESS: STREET 1: 6500 TROWBRIDGE DRIVE CITY: EL PASO STATE: TX ZIP: 79905 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DALKE GARY R CENTRAL INDEX KEY: 0001235151 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32721 FILM NUMBER: 12911131 MAIL ADDRESS: STREET 1: C/O WESTERN REFINING, INC. STREET 2: 6500 TROWBRIDGE DRIVE CITY: EL PASO STATE: TX ZIP: 79905 4 1 doc4.xml FORM 4 SUBMISSION X0305 4 2012-06-13 0 0001339048 Western Refining, Inc. WNR 0001235151 DALKE GARY R C/O WESTERN REFINING, INC. 123 W. MILLS AVENUE, SUITE 200 EL PASO TX 79901 0 1 0 0 Chief Financial Officer Common Stock 2012-06-13 4 M 0 22667 0.00 A 180208 D Common Stock 2012-06-15 4 S 0 8807 20.4789 D 171401 D Common Stock 2012-06-15 4 S 0 10000 21.00 D 161401 D Restricted Share Units 2012-06-13 4 M 0 22667 0.00 D Common Stock 22667 70333 D These shares were issued pursuant to a restricted share unit award granted to the reporting person on February 28, 2011 (the "2011 RSU Award") settled, at the election of the Compensation Committee of WNR's Board of Directors, in WNR common stock. Proceeds from this sale were used primarily for the payment of income taxes incurred by the reporting person in connection with the settlement of the 2011 RSU Award in WNR common stock. The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or any security holder of the issuer full information regarding the number of shares sold at each separate price. $20.4789 is the weighted average sale price. The shares were sold in various transactions through a broker at prices between $20.43 per share and $20.53 per share. These trades were conducted pursuant to a 10b5-1 plan. Each restricted share unit represents a contingent right to receive one share of WNR common stock or, at the election of the Compensation Committee of WNR's Board of Directors, the cash value thereof. The 2011 RSU Award is subject to vesting in three equal installments on May 15 of 2012, 2013 and 2014. Upon vesting, the shares or the value thereof, will be delivered to the reporting person on or promptly following the vesting date, but not later than December 31 of the year in which such vesting date occurs. This number of derivative securities includes 45,333 restricted share units that remain outstanding pursuant to the 2011 RSU Award, as well as an additional 25,000 restricted share units received by the reporting person on February 17, 2012 (the "2012 RSU Award"). The 25,000 restricted share units received pursuant to the 2012 RSU Award vest in three equal installments on May 15 of 2013, 2014, and 2015. /s/ Gary R. Dalke 2012-06-15