R. Andrew Clyde - 08 Feb 2023 Form 4 Insider Report for Murphy USA Inc. (MUSA)

Role: President & CEO, Director
Signature: /s/ Gregory L. Smith, attorney-in-fact
Issuer symbol: MUSA
Transactions as of: 08 Feb 2023
Transactions value $: $89,583
Form type: 4
Filing time: 10 Feb 2023, 15:34:43 UTC
Previous filing: 07 Feb 2023
Next filing: 03 Mar 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MUSA	Common Stock	Options Exercise	$0	+38.3K	+18.48%	$0.00	246K	08 Feb 2023	Direct	F1
transaction	MUSA	Common Stock	Tax liability	-$4.47M	-17K	-6.9%	$263.48	229K	08 Feb 2023	Direct	F2
holding	MUSA	Common Stock						1.52K	08 Feb 2023	401(k) Plan

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	MUSA	Stock Option	Award	$4.56M	+17.3K		$263.48	17.3K	08 Feb 2023	Common Stock	17.3K	$263.48	Direct	F3
transaction	MUSA	Restricted Stock Unit	Award	$0	+5.75K	+34.74%	$0.00	22.3K	08 Feb 2023	Common Stock	5.75K		Direct	F4, F5
transaction	MUSA	Performance Stock Unit	Award	$0	+11.5K	+22.12%	$0.00	63.5K	08 Feb 2023	Common Stock	11.5K		Direct	F5
transaction	MUSA	Performance Stock Unit	Options Exercise	$0	-18.9K	-29.76%	$0.00	44.6K	08 Feb 2023	Common Stock	18.9K		Direct	F5
transaction	MUSA	Dividend Equivalent Units	Options Exercise	$0	-263	-100%	$0.00^*	0	08 Feb 2023	Common Stock	263		Direct	F5, F6

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

Explanation of Responses:

Id	Content
F1	Represents performance-based restricted stock units ("PSUs") and corresponding dividend equivalents accrued to the Reporting Person, under the 2013 Long Term Incentive Plan (the "Plan") that have vested and settled in shares of the Company's stock. Pursuant to the terms of the PSUs the total includes 200% of the original award.
F2	Shares withheld for taxes on PSU vesting.
F3	The option vests in two equal installments, the first half two years after the grant date and the final half three years after the grant date.
F4	Award granted under the 2013 Long-Term Incentive Plan.
F5	These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
F6	Reflects dividend equivalent units accrued on PSUs granted to the Reporting Person under the Plan. Each dividend equivalent unit reflects the right to receive common stock, subject to the terms and conditions (including vesting and settlement terms) applicable to the corresponding PSU.