SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Bridges Jennifer

(Last)

(First)

(Middle)

200 E. PEACH STREET

MURPHY USA

(Street)

EL DORADO

71730

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/10/2022

3. Issuer Name and Ticker or Trading Symbol
Murphy USA Inc. [ MUSA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Asset Development

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option	⁽¹⁾	02/07/2025	Common Stock	2,400	$71	D
Stock Option	⁽²⁾	02/06/2026	Common Stock	2,400	$76.15	D
Stock Option	⁽³⁾	02/05/2027	Common Stock	1,800	$106.72	D
Stock Option	⁽⁴⁾	02/10/2028	Common Stock	2,100	$126	D
Stock Option	⁽⁵⁾	02/09/2029	Common Stock	1,400	$181.18	D
Restricted Stock Unit	⁽⁶⁾⁽⁹⁾	⁽⁶⁾⁽⁹⁾	Common Stock	500	⁽⁹⁾	D
Restricted Stock Unit	⁽⁷⁾⁽⁹⁾	⁽⁷⁾⁽⁹⁾	Common Stock	500	⁽⁹⁾	D
Restricted Stock Unit	⁽⁸⁾⁽⁹⁾	⁽⁸⁾⁽⁹⁾	Common Stock	400	⁽⁹⁾	D
Performance Stock Unit	⁽⁹⁾	⁽⁹⁾	Common Stock	1,000	⁽⁹⁾	D
Performance Stock Unit	⁽⁹⁾	⁽⁹⁾	Common Stock	1,000	⁽⁹⁾	D
Performance Stock Unit	⁽⁹⁾	⁽⁹⁾	Common Stock	800	⁽⁹⁾	D
Dividend Equivalent Units⁽¹⁰⁾	⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	23.742	⁽⁹⁾	D

Explanation of Responses:

1. The option vests in two equal installments. The first installment of 1200 shares became exercisable on February 7, 2020 and the second installment of 1,200 shares became exercisable on February 7, 2021.

2. The option vests in two equal installments. The first installment of 1200 shares became exercisable on February 6, 2021 and the second installment of 1,200 shares became exercisable on February 6, 2022.

3. The option vests in two equal installments. The first installment of 900 shares became exercisable on February 5, 2022 and the second installment of 900 shares will become exercisable on February 5, 2023.

4. The option vests in two equal installments. The first installment of 1,050 shares will become exercisable on February 10, 2023 and the second installment of 1,050 shares will become exercisable on February 10, 2024.

5. The option vests in two equal installments. The first installment of 700 shares will become exercisable on February 9, 2024 and the second installment of 700 shares will become exercisable on February 9, 2025.

6. The Restricted Stock Unit vest on February 5, 2023.

7. The Restricted Stock Unit vest on February 10, 2024.

8. The Restricted Stock Unit vest on February 9, 2025.

9. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.

10. Reflects dividend equivalent units accrued on RSUs 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 RSUs.

	/s/ Gregory L. Smith, attorney-in-fact	02/25/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.