SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

MURPHY ROBERT MADISON

(Last)

(First)

(Middle)

300 PEACH STREET

P.O. BOX 7000

(Street)

EL DORADO

71731-7000

(City)

(State)

(Zip)

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

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2016

4. If Amendment, Date of 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

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	08/08/2016		P		22,594⁽¹⁾	A	$21.9336⁽²⁾	219,776⁽¹⁾	I	Partnership
Common Stock	08/09/2016		P		1,553⁽¹⁾	A	$21.9336⁽²⁾	221,329⁽¹⁾	I	Partnership
Common Stock	08/09/2016		P		11,703⁽³⁾	A	$28.4153⁽⁴⁾	219,563⁽⁵⁾	I	Partnership
Common Stock	08/09/2016		P		828⁽³⁾	A	$28.4153⁽⁴⁾	2,097,797⁽⁵⁾⁽⁶⁾	I	By Trusts
Common Stock	08/09/2016		P		125⁽³⁾	A	$28.4153⁽⁴⁾	146,345	I	Trustee For My Children
Common Stock								165,516⁽⁵⁾	I	By Spouse
Common Stock								0⁽⁷⁾	I	Co-trustee Of Family Trusts

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reporting person's beneficial ownership of shares held in the family partnership increased (i) by 22,594 shares as a result of the reporting person's cash purchase, pursuant to a right of first refusal, of a portion of another partner's interest in the partnership effective as of August 8, 2016 and (ii) by 1,553 shares as a result of a cash redemption of such other partner's former interest in the general partner of the partnership effective as of August 9, 2016.

2. The purchase price was determined based on a valuation of the partnership's assets as of May 23, 2016, minus a 26% minority discount factor. The closing price of the issuer's common stock as reported on the New York Stock Exchange on May 23, 2016, was $29.64.

3. On August 9, 2016, the family partnership acquired shares in a market purchase, increasing the reporting person's indirect beneficial ownership by an aggregate of 12,656 shares: 11,703 shares through the family partnership, 828 shares through the reporting person's trusts and 125 shares through trusts for the benefit of the reporting person's children for which the reporting person serves as trustee.

4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $28.14 to $28.54, inclusive. The reporting person undertakes to provide to Murphy Oil Corporation, any security holder of Murphy Oil Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price reported in this Form 4.

5. On August 9, 2016, the reporting person and his spouse funded with 864,250 shares and other assets, a newly created revocable trust. As a result, 783,438 shares previously reported as directly held, 67,343 shares previously reported as held indirectly through his spouse and 13,469 shares previously reported as held through the family partnership are now reported as held indirectly by the reporting person through the revocable trust.

6. The remaining 1,232,719 shares were previously reported as held through trusts.

7. Since the reporting person's last Form 4 filing, the reporting person resigned as a co-trustee of various family trusts for which the reporting person previously reported beneficial ownership of 1,495,644 shares. At no time did the reporting person have a pecuniary interest in such trusts or any shares held therein.

	/s/ Walter K. Compton, Attorney-in-Fact	08/10/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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