0001209191-19-044112.txt : 20190801 0001209191-19-044112.hdr.sgml : 20190801 20190801190318 ACCESSION NUMBER: 0001209191-19-044112 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190730 FILED AS OF DATE: 20190801 DATE AS OF CHANGE: 20190801 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: 001-35143 FILM NUMBER: 19994032 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ANDEAVOR LLC CENTRAL INDEX KEY: 0000050104 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35143 FILM NUMBER: 19994033 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 FORMER NAME: FORMER CONFORMED NAME: ANDEAVOR DATE OF NAME CHANGE: 20170801 FORMER NAME: FORMER CONFORMED NAME: TESORO CORP /NEW/ DATE OF NAME CHANGE: 20041108 FORMER NAME: FORMER CONFORMED NAME: TESORO PETROLEUM CORP /NEW/ DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Western Refining, Inc. CENTRAL INDEX KEY: 0001339048 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: 001-35143 FILM NUMBER: 19994034 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Giant Industries, Inc. CENTRAL INDEX KEY: 0000856465 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: 001-35143 FILM NUMBER: 19994035 BUSINESS ADDRESS: STREET 1: 1250 W. WASHINGTON STREET, SUITE 101 CITY: TEMPE STATE: AZ ZIP: 85281 BUSINESS PHONE: (602) 286-1401 MAIL ADDRESS: STREET 1: 1250 W. WASHINGTON STREET, SUITE 101 CITY: TEMPE STATE: AZ ZIP: 85281 FORMER NAME: FORMER CONFORMED NAME: GIANT INDUSTRIES INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Western Refining Southwest, Inc. CENTRAL INDEX KEY: 0000912517 STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35143 FILM NUMBER: 19994036 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 FORMER NAME: FORMER CONFORMED NAME: GIANT INDUSTRIES ARIZONA INC DATE OF NAME CHANGE: 19930923 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TESORO REFINING & MARKETING Co LLC CENTRAL INDEX KEY: 0001144853 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35143 FILM NUMBER: 19994037 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 FORMER NAME: FORMER CONFORMED NAME: TESORO REFINING & MARKETING CO DATE OF NAME CHANGE: 20020107 FORMER NAME: FORMER CONFORMED NAME: TESORO WEST COAST CO DATE OF NAME CHANGE: 20010712 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tesoro Alaska Co LLC CENTRAL INDEX KEY: 0000911614 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35143 FILM NUMBER: 19994038 BUSINESS ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 BUSINESS PHONE: 419-421-2159 MAIL ADDRESS: STREET 1: 539 SOUTH MAIN STREET CITY: FINDLAY STATE: OH ZIP: 45840-3229 FORMER NAME: FORMER CONFORMED NAME: Tesoro Alaska Pipeline Co LLC DATE OF NAME CHANGE: 20160223 FORMER NAME: FORMER CONFORMED NAME: TESORO ALASKA Co LLC DATE OF NAME CHANGE: 20141007 FORMER NAME: FORMER CONFORMED NAME: TESORO ALASKA CO DATE OF NAME CHANGE: 20010716 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tesoro Logistics GP, LLC CENTRAL INDEX KEY: 0001517724 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35143 FILM NUMBER: 19994039 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 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ANDEAVOR LOGISTICS LP CENTRAL INDEX KEY: 0001507615 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 274151603 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 FORMER COMPANY: FORMER CONFORMED NAME: TESORO LOGISTICS LP DATE OF NAME CHANGE: 20101210 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-07-30 1 0001507615 ANDEAVOR LOGISTICS LP ANDX 0001510295 Marathon Petroleum Corp 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 1 0 0000050104 ANDEAVOR LLC 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 1 0 0001339048 Western Refining, Inc. 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 1 0 0000856465 Giant Industries, Inc. 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 1 0 0000912517 Western Refining Southwest, Inc. 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 1 0 0001144853 TESORO REFINING & MARKETING Co LLC 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 0 0 0000911614 Tesoro Alaska Co LLC 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 0 0 0001517724 Tesoro Logistics GP, LLC 539 SOUTH MAIN STREET FINDLAY OH 45840 1 0 0 0 Common Units (Limited Partner Interests) 2019-07-30 4 D 0 156173128 D 0 I See Footnotes On July 30, 2019 (the "Effective Time"), pursuant to the Agreement and Plan of Merger, dated as of May 7, 2019, by and among the Issuer, MPLX LP ("MPLX"), Tesoro Logistics GP, LLC ("TLGP"), MPLX GP LLC and MPLX MAX LLC ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of MPLX. At the Effective Time, each common unit representing limited partner interests in the Issuer held by each of Western Refining Southwest, Inc. ("WRSI") and TLGP was converted into the right to receive 1.0328 common units representing limited partner interests in MPLX. The closing price of common units representing limited interests in MPLX on July 29, 2019, which was the last complete trading day prior to the Effective Time, was $28.51 as reported on the New York Stock Exchange. This Form 4 is submitted jointly by Marathon Petroleum Corporation ("MPC"), Andeavor LLC, Western Refining, Inc. ("WRI"), Giant Industries, Inc. ("GII"), WRSI, Tesoro Refining & Marketing Company LLC ("TRMC"), Tesoro Alaska Company LLC ("TAC"), and TLGP. Andeavor LLC is a wholly owned subsidiary of MPC. WRI is a wholly owned subsidiary of Andeavor LLC. GII is a wholly owned subsidiary of WRI. WRSI is a wholly owned subsidiary of GII. TRMC and TAC are wholly owned subsidiaries of WRSI. All of the membership interests in TLGP are held by TRMC, TAC, and WRSI. Accordingly, Andeavor LLC, WRI, GII, WRSI, TRMC, TAC and TLGP are all direct or indirect wholly owned subsidiaries of MPC. /s/ Molly R. Benson, Vice President, Chief Securities, Governance and Compliance Officer and Corporate Secretary, Marathon Petroleum Corporation 2019-08-01 /s/ Molly R. Benson, Vice President and Secretary, Andeavor LLC 2019-08-01 /s/ Molly R. Benson, Vice President and Secretary, Western Refining, Inc. 2019-08-01 /s/ Molly R. Benson, Vice President and Secretary, Giant Industries, Inc. 2019-08-01 /s/ Molly R. Benson, Vice President and Secretary, Western Refining Southwest, Inc. 2019-08-01 /s/ Molly R. Benson, Vice President and Secretary, Tesoro Refining & Marketing Company LLC 2019-08-01 /s/ Molly R. Benson, Vice President and Secretary, Tesoro Alaska Company LLC 2019-08-01 /s/ Molly R. Benson, Vice President, Chief Securities, Governance & Compliance Officer and Corporate Secretary, Tesoro Logistics GP, LLC 2019-08-01