Dane E. Whitehead - 16 May 2022 Form 4 Insider Report for MARATHON OIL CORP

Role: Executive VP and CFO
Signature: John D. Montanti, Attorney-in-Fact for Dane E. Whitehead
Issuer symbol: N/A
Transactions as of: 16 May 2022
Net transactions value: -$1,088,996
Form type: 4
Filing time: 18 May 2022, 16:45:37 UTC
Previous filing: 10 Mar 2022
Next filing: 20 May 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MRO	Common Stock	Options Exercise	$1,157,404	+79,711	+25%	$14.52	400,936	16 May 2022	Direct
transaction	MRO	Common Stock	Sale	$2,246,399	-79,711	-20%	$28.18	321,225	16 May 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MRO	Employee Stock Option (Right to Buy)	Options Exercise	$0	-79,711	-100%	$0.000000^*	0	16 May 2022	Common Stock	79,711	$14.52	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.170 to $28.205, inclusive. The reporting person undertakes to provide to Marathon Oil Corporation, any security holder of Marathon Oil Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F2	This stock option to acquire 79,711 shares of the common stock of Marathon Oil Corporation was granted on February 28, 2018 and vested in three annual installments as follows: 26,570 options vested on February 28, 2019, 26,570 options vested on February 28, 2020 and 26,571 options vested on February 28, 2021.

Content

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.170 to $28.205, inclusive. The reporting person undertakes to provide to Marathon Oil Corporation, any security holder of Marathon Oil Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

This stock option to acquire 79,711 shares of the common stock of Marathon Oil Corporation was granted on February 28, 2018 and vested in three annual installments as follows: 26,570 options vested on February 28, 2019, 26,570 options vested on February 28, 2020 and 26,571 options vested on February 28, 2021.