0001164833-21-000046.txt : 20210211
0001164833-21-000046.hdr.sgml : 20210211
20210211155312
ACCESSION NUMBER: 0001164833-21-000046
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20210211
DATE AS OF CHANGE: 20210211
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: MARATHON OIL CORP
CENTRAL INDEX KEY: 0000101778
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 250996816
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-43037
FILM NUMBER: 21619399
BUSINESS ADDRESS:
STREET 1: P O BOX 3128
CITY: HOUSTON
STATE: TX
ZIP: 77253-3128
BUSINESS PHONE: 7136296600
MAIL ADDRESS:
STREET 1: 5555 SAN FELIPE ROAD
CITY: HOUSTON
STATE: TX
ZIP: 77056
FORMER COMPANY:
FORMER CONFORMED NAME: USX CORP
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: UNITED STATES STEEL CORP/DE
DATE OF NAME CHANGE: 19860714
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC
CENTRAL INDEX KEY: 0001164833
IRS NUMBER: 954871957
FILING VALUES:
FORM TYPE: SC 13G
BUSINESS ADDRESS:
STREET 1: 601 SOUTH FIGUEROA ST 39TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90017
BUSINESS PHONE: 2134301000
MAIL ADDRESS:
STREET 1: 601 SOUTH FIGUEROA ST 39TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90017
SC 13G
1
MRO13g.txt
MRO13G
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.)
Marathon Oil Corporation
(Name of Issuer)
Common Shares
(Title of Class of Securities)
565849106
(CUSIP Number)
December 31, 2020
(Date of Event which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|X| Rule 13d-1(b)
| | Rule 13d-1(c)
| | Rule 13d-1(d)
CUSIP No. 565849106
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON Hotchkis and Wiley Capital Management, LLC
S.S OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 95-4871957
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)|_|
Joint filing (b)| |
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
--------------------------------------------------------------------------------
NUMBER OF 5 SOLE VOTING POWER 58,904,583
SHARES
BENEFICIALLY ----------------------------------------------------------
OWNED BY 6 SHARED VOTING POWER 0
EACH
REPORTING ----------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER 63,899,061
WITH
----------------------------------------------------------
8 SHARED DISPOSITIVE POWER 0
--------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
63,889,061 shares (Ownership disclaimed pursuant to Section 13d-4
of the 1934 Act)
--------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
___
--------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.09%
--------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON IA
--------------------------------------------------------------------------------
Item 1(a). Name of Issuer:
Marathon Oil Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
5555 SAN FELIPE ROAD
HOUSTON, TX 77056
Item 2(a). Name of Person Filing:
Hotchkis and Wiley Capital Management, LLC
Item 2(b). Address of Principal Business Office or, if none, Residence:
601 S. Figueroa Street 39th Fl, Los Angeles, CA 90017
Item 2(c). Citizenship:
Delaware
Item 2(d). Title of Class of Securities:
Common Shares:
Item 2(e). CUSIP Number:
565849106
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(a)/ / Broker or dealer registered under Section 15 of the
Exchange Act.
(b)/ / Bank as defined in Section 3(a)(6) of the Exchange Act.
(c)/ / Insurance company as defined in Section 3(a)(19) of the
Exchange Act.
(d)/ / Investment company registered under Section 8 of the
Investment Company Act. (as to 2(a)(b) above)
(e)/X/ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)
(E). (as to 2(a)(a) above)
(f)/ / An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F).
(g)/ / A parent holding company or control person in accordance
with Rule 13d-1(b)(ii)(G).
(h)/ / A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act.
(i)/ / A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act.
(j)/ / Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4(a). Amount beneficially owned:
63,899,061 (Ownership disclaimed pursuant to Section 13d-4
of the 1934 Act) (includes ownership reported in 4(a)(b) below)
Item 4(b). Percent of class:
8.09%
Item 4(c). Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
58,904,583
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
63,899,061
(iii) Shared power to dispose or to direct the disposition of:
0
Note that certain of HWCM's clients have retained voting power over
the Common Shares that they beneficially own. Accordingly, HWCM
has the power to dispose of more Common Shares than it can vote.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following [ ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
The securities as to which this Schedule is filed by HWCM, in its
capacity as investment adviser, are owned of record by clients of
HWCM. Those clients have the right to receive, or the power to
direct the receipt of, dividends from, or the proceeds from the sale
of, such securities. No such client is known to have such right or
power with respect to more than five percent of this class of
securities.
Item 7. Identification and Classification of the Subsidiary which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held
in the ordinary course of business and were not acquired and are not
held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: February 11, 2021
Signature: /s/ Tina H. Kodama
Name/Title: Tina H. Kodama
Chief Compliance Officer