0001209191-15-066516.txt : 20150818 0001209191-15-066516.hdr.sgml : 20150818 20150818143244 ACCESSION NUMBER: 0001209191-15-066516 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150817 FILED AS OF DATE: 20150818 DATE AS OF CHANGE: 20150818 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MPLX LP CENTRAL INDEX KEY: 0001552000 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 455010536 STATE OF INCORPORATION: DE 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 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: 151061041 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: 151061042 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: 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: 151061043 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: 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: 151061044 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 2015-08-17 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 0001551999 MPLX GP LLC 200 E. HARDIN STREET FINDLAY OH 45840 1 0 0 0 0001551994 MPLX Logistics Holdings LLC 200 E. HARDIN STREET FINDLAY OH 45840 0 0 1 0 Common Units (Limited Partner Interests) 2015-08-17 4 C 0 36951515 A 56932134 I See footnotes Subordinated Units (Limited Partner Interests) 2015-08-17 4 C 0 36951515 D Common Units 36951515 0 I See footnotes This Form 4 is filed jointly by Marathon Petroleum Corporation ("MPC"), MPC Investment LLC ("MPC Investment"), MPLX GP LLC (the "General Partner") and MPLX Logistics Holdings LLC ("MPLX Logistics Holdings"). MPC Investment, a direct wholly-owned subsidiary of MPC, owns all of the membership interests in both the General Partner and MPLX Logistics Holdings. Accordingly, the General Partner and MPLX Logistics Holdings are both indirect wholly-owned subsidiaries of MPC. The General Partner owns a 2% general partner interest in the Issuer. MPC Investment owns all of the membership interest in the General Partner and MPC owns all of the membership interest in MPC Investment. Accordingly, MPC and MPC Investment both may be deemed to indirectly beneficially own the securities of the Issuer directly held by the General Partner, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein. The General Partner directly owns 1,639,525 general partner units, representing its 2% general partner interest in the Issuer. All 36,951,515 issued and outstanding subordinated units representing limited partner interests in the Issuer were converted into Common Units on a one-for-one basis, effective August 17, 2015, upon the expiration of the subordination period as set forth in the Issuer's First Amended and Restated Agreement of Limited Partnership. /s/ J. Michael Wilder, Vice President, General Counsel and Secretary, Marathon Petroleum Corporation 2015-08-18 /s/ J. Michael Wilder, Vice President, General Counsel and Secretary, MPC Investment LLC 2015-08-18 /s/ J. Michael Wilder, Vice President, General Counsel and Secretary, MPLX GP LLC 2015-08-18 /s/ Molly R. Benson, Assistant Secretary, MPLX Logistics Holdings LLC 2015-08-18