0001209191-16-140304.txt : 20160906
0001209191-16-140304.hdr.sgml : 20160906
20160906201707
ACCESSION NUMBER: 0001209191-16-140304
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160901
FILED AS OF DATE: 20160906
DATE AS OF CHANGE: 20160906
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
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: 161871998
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 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: 161871999
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 Holdings Inc.
CENTRAL INDEX KEY: 0001683291
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35714
FILM NUMBER: 161872000
BUSINESS ADDRESS:
STREET 1: 539 SOUTH MAIN STREET
CITY: FINDLAY
STATE: OH
ZIP: 45840
BUSINESS PHONE: 419-421-2414
MAIL ADDRESS:
STREET 1: 539 SOUTH MAIN STREET
CITY: FINDLAY
STATE: OH
ZIP: 45840
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: 161872001
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: MARKWEST HYDROCARBON L.L.C.
CENTRAL INDEX KEY: 0001019756
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35714
FILM NUMBER: 161872002
BUSINESS ADDRESS:
STREET 1: 1515 ARAPAHOE STREET, TOWER 2, SUITE 700
CITY: DENVER
STATE: CO
ZIP: 80202-2126
BUSINESS PHONE: 419-421-2159
MAIL ADDRESS:
STREET 1: 1515 ARAPAHOE STREET, TOWER 2, SUITE 700
CITY: DENVER
STATE: CO
ZIP: 80202-2126
FORMER NAME:
FORMER CONFORMED NAME: MARKWEST HYDROCARBON INC
DATE OF NAME CHANGE: 19960725
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: 161872003
BUSINESS ADDRESS:
STREET 1: 539 SOUTH MAIN STREET
CITY: FINDLAY
STATE: OH
ZIP: 45840-3229
BUSINESS PHONE: 419-422-2121
MAIL ADDRESS:
STREET 1: 539 SOUTH MAIN STREET
CITY: FINDLAY
STATE: OH
ZIP: 45840-3229
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-09-01
0
0001552000
MPLX LP
MPLX
0001510295
Marathon Petroleum Corp
539 S. MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0001019756
MARKWEST HYDROCARBON L.L.C.
1515 ARAPAHOE STREET
TOWER 1, SUITE 1600
DENVER
CO
80202
1
0
1
0
0001560713
MPC Investment LLC
539 S. MAIN STREET
FINDLAY
OH
45840
1
0
1
0
0001683291
MPLX Holdings Inc.
539 S. MAIN ST.
FINDLAY
OH
45840
1
0
1
0
0001551994
MPLX Logistics Holdings LLC
200 E. HARDIN STREET
FINDLAY
OH
45840
1
0
1
0
0001551999
MPLX GP LLC
200 E. HARDIN STREET
FINDLAY
OH
45840
1
0
1
0
Common Units (Limited Partner Interests)
2016-09-01
4
D
0
21401137
D
58064999
I
See Footnotes
Common Units (Limited Partner Interests)
2016-09-02
4
A
0
28554314
A
86619313
I
See Footnotes
Pursuant to a Master Reorganization Agreement effective September 1, 2016 by and among MPLX Holdings Inc. ("Holdings"), MarkWest Energy Partners, L.P. ("MarkWest"), MWE GP LLC ("MWE GP"), MPLX LP ("MPLX"), MPLX GP LLC ("the "General Partner"), MPC Investment LLC ("MPC Investment"), MPLX Logistics Holdings LLC ("Logistics Holdings") and MarkWest Hydrocarbon, L.L.C. ("Hydrocarbon"), MPLX transferred 980 shares of Holdings common stock to Logistics Holdings in exchange for 21,401,137 common units held by Logistics Holdings.
This Form 4 is filed jointly by Marathon Petroleum Corporation ("MPC"), MPC Investment, the General Partner, Logistics Holdings, Holdings and Hydrocarbon. MPC Investment, a direct wholly-owned subsidiary of MPC, owns all of the membership interests or stock in the General Partner, Logistics Holdings and Holdings. Holdings owned all of the membership interests in Hydrocarbon as of September 2, 2016. Accordingly, the General Partner, Logistics Holdings and Holdings are all indirect wholly-owned subsidiaries of MPC, and Hydrocarbon was an indirect wholly-owned subsidiary of MPC as of September 2, 2016.
The General Partner directly owns 7,193,467 general partner units, representing a 2% general partner interest in the Issuer. MPC Investment owns all of the membership interests or stock in the General Partner, Logistics Holdings and Holdings and MPC owns all of the membership interests in MPC Investment. Holdings owned all of the membership interests in Hydrocarbon as of September 2, 2016. Accordingly, MPC and MPC Investment both may be deemed to have indirectly beneficially owned the securities of the Issuer directly held by the General Partner, Logistics Holdings, Holdings and Hydrocarbon but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.
The General Partner directly owns 7,193,467 general partner units, representing its 2% general partner interest in the Issuer.
Pursuant to a Master Reorganization Agreement effective September 1, 2016 by and among Holdings, MarkWest, MWE GP, MPLX, the General Partner, MPC Investment, Logistics Holdings and Hydrocarbon, all issued and outstanding Class A Units representing limited partner interests of MPLX were exchanged for newly created and issued common units representing limited partner interests of MPLX on a one-to-one conversion, eliminating all issued and outstanding Class A Units representing limited partner interests of MPLX.
/s/ Molly R. Benson, Vice President, Corporate Secretary and Chief Compliance Officer, Marathon Petroleum Corporation
2016-09-06
/s/ Director and Secretary of the Member of MarkWest Hydrocarbon, L.L.C., MPLX Holdings Inc.
2016-09-06
/s/ Molly R. Benson, Vice President, Corporate Secretary and Chief Compliance Officer, MPC Investment LLC
2016-09-06
/s/ Molly R. Benson, Director and Secretary, MPLX Holdings Inc.
2016-09-06
/s/ Molly R. Benson, Assistant Secretary, MPLX Logistics Holdings LLC
2016-09-06
/s/ Molly R. Benson, Vice President and Corporate Secretary, MPLX GP LLC
2016-09-06