0001209191-21-007264.txt : 20210203 0001209191-21-007264.hdr.sgml : 20210203 20210203163219 ACCESSION NUMBER: 0001209191-21-007264 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210201 FILED AS OF DATE: 20210203 DATE AS OF CHANGE: 20210203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marathon Petroleum Corp CENTRAL INDEX KEY: 0001510295 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586611 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MPC Investment LLC CENTRAL INDEX KEY: 0001560713 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586612 BUSINESS ADDRESS: STREET 1: 539 S. MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: (419) 421-2159 MAIL ADDRESS: STREET 1: 539 S. MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MPLX Logistics Holdings LLC CENTRAL INDEX KEY: 0001551994 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586613 BUSINESS ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: (419) 421-2159 MAIL ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MPLX GP LLC CENTRAL INDEX KEY: 0001551999 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586614 BUSINESS ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: (419) 421-2159 MAIL ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ANDEAVOR LLC CENTRAL INDEX KEY: 0000050104 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586615 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 FORMER NAME: FORMER CONFORMED NAME: ANDEAVOR DATE OF NAME CHANGE: 20170801 FORMER NAME: FORMER CONFORMED NAME: TESORO CORP /NEW/ DATE OF NAME CHANGE: 20041108 FORMER NAME: FORMER CONFORMED NAME: TESORO PETROLEUM CORP /NEW/ DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Western Refining, Inc. CENTRAL INDEX KEY: 0001339048 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586616 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TTC Holdings LLC CENTRAL INDEX KEY: 0001838873 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586617 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: 419-421-2121 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Giant Industries, Inc. CENTRAL INDEX KEY: 0000856465 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35714 FILM NUMBER: 21586618 BUSINESS ADDRESS: STREET 1: 539 S MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: (419) 421-2121 MAIL ADDRESS: STREET 1: 539 S MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 FORMER NAME: FORMER CONFORMED NAME: GIANT INDUSTRIES INC DATE OF NAME CHANGE: 19920703 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MPLX LP CENTRAL INDEX KEY: 0001552000 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 270005456 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: (419) 421-2159 MAIL ADDRESS: STREET 1: 200 E. HARDIN STREET CITY: FINDLAY STATE: OH ZIP: 45840 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-02-01 0 0001552000 MPLX LP MPLX 0001510295 Marathon Petroleum Corp 539 S. MAIN STREET FINDLAY OH 45840 1 0 1 0 0001560713 MPC Investment LLC 539 S. MAIN STREET FINDLAY OH 45840 1 0 1 0 0001551994 MPLX Logistics Holdings LLC 200 E. HARDIN STREET FINDLAY OH 45840 0 0 0 1 Less than 10% owner 0001551999 MPLX GP LLC 200 E. HARDIN STREET FINDLAY OH 45840 1 0 1 0 0000050104 ANDEAVOR LLC 539 S. MAIN ST. FINDLAY OH 45840-3229 0 0 1 0 0001339048 Western Refining, Inc. 539 S. MAIN ST. FINDLAY OH 45840 0 0 1 0 0001838873 TTC Holdings LLC 539 S. MAIN STREET FINDLAY OH 45840 0 0 1 0 0000856465 Giant Industries, Inc. 539 S. MAIN ST. FINDLAY OH 45840 0 0 1 0 TexNew Mex Units 2021-02-01 4 D 0 80000 D 0 I See Footnotes (1) (2) (3) This Form 4 is submitted jointly by Marathon Petroleum Corporation ("MPC"), MPC Investment LLC ("MPC Investment"), MPLX GP LLC (the "General Partner"), MPLX Logistics Holdings LLC ("Logistics Holdings"), Andeavor LLC, Western Refining, Inc. ("Western Refining"), TTC Holdings LLC ("TTC Holdings") and Giant Industries, Inc. ("Giant"). MPC Investment, a direct wholly owned subsidiary of MPC, owns all of the membership interests in the General Partner and Logistics Holdings. Andeavor LLC is a wholly owned subsidiary of MPC. Western Refining is a wholly owned subsidiary of Andeavor LLC. TTC Holdings is a wholly owned subsidiary of Western Refining. Giant is a wholly owned subsidiary of TTC Holdings. MPC Investment, the General Partner, Logistics Holdings, Andeavor LLC, Western Refining, TTC Holdings and Giant are all direct or indirect wholly owned subsidiaries of MPC. The General Partner owns the general partner interest in the Issuer. MPC Investment, the General Partner, Logistics Holdings and Giant each own common units representing limited partnership interests in the Issuer. Giant also owns the Special Limited Partner Interest in the Issuer. MPC and certain of the other Reporting Persons may be deemed to beneficially own all or a portion of the securities in the Issuer owned by these subsidiaries of MPC but each disclaims beneficial ownership of such securities except to the extent of each Reporting Person's pecuniary interest therein. On February 1, 2021, the General Partner and the Issuer entered into a waiver, conveyance and cancellation agreement (the "Waiver Agreement") with Giant pursuant to which, among other things, (i) Giant conveyed, transferred and assigned to the Partnership all of Giant's right, title and interest in the TexNew Mex Units in the Issuer and (ii) the capital account associated with or attributable to the TexNew Mex Units was reassigned to the capital account associated with and attributable to the Special Limited Partner Interest in the Partnership, following which the TexNew Mex Units were immediately cancelled and ceased to exist. /s/ Molly R. Benson, Vice President, Chief Securities, Governance & Compliance Officer and Corporate Secretary, Marathon Petroleum Corporation 2021-02-03 /s/ Molly R. Benson, Vice President, Chief Securities, Governance & Compliance Officer and Corporate Secretary, MPC Investment LLC 2021-02-03 /s/ Molly R. Benson, Vice President and Assistant Secretary, MPLX Logistics Holdings LLC 2021-02-03 /s/ Molly R. Benson, Vice President, Chief Securities, Governance & Compliance Officer and Corporate Secretary, MPLX GP LLC 2021-02-03 /s/ Molly R. Benson, Vice President and Secretary, Andeavor LLC 2021-02-03 /s/ Molly R. Benson, Vice President and Secretary, Western Refining, Inc. 2021-02-03 /s/ Molly R. Benson, Vice President and Secretary, TTC Holdings LLC 2021-02-03 /s/ Molly R. Benson, Vice President and Secretary, Giant Industries, Inc. 2021-02-03