X0306 4 2016-11-21 0 0001507615 TESORO LOGISTICS LP TLLP 0000050104 TESORO CORP /NEW/ 19100 RIDGEWOOD PARKWAY SAN ANTONIO TX 78259-1828 0 0 1 0 0001144853 TESORO REFINING & MARKETING Co LLC 19100 RIDGEWOOD PARKWAY SAN ANTONIO TX 78259-1828 0 0 1 0 0000911614 Tesoro Alaska Pipeline Co LLC 19100 RIDGEWOOD PARKWAY SAN ANTONIO TX 78259-1828 0 0 1 0 0001517724 Tesoro Logistics GP, LLC 19100 RIDGEWOOD PARKWAY SAN ANTONIO TX 78259-1828 1 0 1 0 Common units representing limited partnership interests 2016-11-21 4 A 0 860933 A 34055042 D Pursuant to the Contribution, Conveyance and Assumption Agreement dated November 21, 2016 among the Issuer, Tesoro Logistics GP, LLC (the "General Partner"), Tesoro Corporation ("Tesoro"), Tesoro Refining & Marketing Company LLC ("TRMC") and Tesoro Logistics Operations LLC, the General Partner agreed to contribute certain assets to the Issuer in exchange for 860,933 common units representing limited partner interests in the Issuer ("Common Units"), approximately $360 million in cash and 17,570 general partner units necessary to restore and maintain its 2% general partner interest in the Issuer. This Form 4 is filed jointly by Tesoro, the General Partner, TRMC and Tesoro Alaska Company LLC ("Tesoro Alaska"). The General Partner owns a 2% general partner interest in the Issuer. Tesoro, Tesoro Alaska and TRMC collectively own 100% of the membership interests in the General Partner (Tesoro: 2.9%, Tesoro Alaska: 15.3%, and TRMC: 81.8%). Tesoro owns 100% of the securities of each of TRMC and Tesoro Alaska. Tesoro, Tesoro Alaska and TRMC may be deemed to beneficially own the securities of the Issuer held directly by the General Partner, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. (Continued from footnote 2) Following the transactions reported on this Form 4, Tesoro directly owns 15,620,925 Common Units, the General Partner directly owns 9,644,050 Common Units, Tesoro Alaska directly owns 571,065 Common Units and TRMC directly owns 8,067,981 Common Units and indirectly owns 151,021 Common Units through its wholly-owned subsidiary Carson Cogeneration Company. /s/ Kim K.W. Rucker, Executive Vice President, General Counsel and Secretary, Tesoro Corporation 2016-11-21 /s/ Kim K.W. Rucker, Executive Vice President, Tesoro Refining & Marketing Company LLC 2016-11-21 /s/ Kim K.W. Rucker, Executive Vice President and General Counsel, Tesoro Alaska Company LLC 2016-11-21 /s/ Kim K.W. Rucker, Executive Vice President and General Counsel, Tesoro Logistics, GP LLC 2016-11-21