Murphy USA (MUSA) director granted 54.95 RSUs in lieu of cash retainer

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Phillips Jeanne Linder reported acquisition or exercise transactions in this Form 4 filing.

Murphy USA Inc. director Jeanne Linder Phillips reported a grant of 54.950 restricted stock units tied to Murphy USA common stock. These fully vested RSUs were issued under the 2023 Omnibus Incentive Plan in lieu of her quarterly cash retainer. Following this grant, she holds a total of 379.595 RSUs, including dividend equivalent units. Settlement of the RSUs and related dividend equivalents has been deferred until her termination of service from the Board, consistent with her deferral election.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Phillips Jeanne Linder

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit	54.95	$0.00	--

Holdings After Transaction: Restricted Stock Unit — 379.595 shares (Direct)

Footnotes (1)

Award granted under the 2023 Omnibus Incentive Plan. These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date. Represent fully-vested RSUs issued in lieu of the reporting person's quarterly cash retainer(s). The reporting person has elected to defer settlement of RSUs and accrued dividend equivalent units thereon to the reporting person's termination of service from the Board, in accordance with their deferral election form. Includes dividend equivalent units accrued with respect to the underlying RSUs.

Key Figures

RSUs granted: 54.950 units Total RSUs after grant: 379.595 units Grant price: $0.0000 per unit +1 more

4 metrics

RSUs granted 54.950 units Fully vested RSUs issued in lieu of quarterly cash retainer

Total RSUs after grant 379.595 units Restricted stock units held following the reported grant

Grant price $0.0000 per unit Equity compensation award, not a market purchase

Underlying common shares 54.950 shares Underlying Murphy USA common stock per RSU grant

Key Terms

Restricted Stock Unit, 2023 Omnibus Incentive Plan, dividend equivalent units, deferral election form

4 terms

Restricted Stock Unit financial

"security_title: "Restricted Stock Unit" and underlying security is common stock"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

2023 Omnibus Incentive Plan financial

"Award granted under the 2023 Omnibus Incentive Plan."

dividend equivalent units financial

"Includes dividend equivalent units accrued with respect to the underlying RSUs."

deferral election form financial

"in accordance with their deferral election form."

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 05:29 PM

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Phillips Jeanne Linder

(Last)

(First)

(Middle)

200 PEACH ST

(Street)

EL DORADO

ARKANSAS

71730

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit⁽¹⁾	⁽²⁾	03/31/2026		A		54.95⁽¹⁾		⁽²⁾⁽³⁾	⁽²⁾⁽³⁾	Common Stock	54.95	$0	379.595⁽³⁾⁽⁴⁾	D

Explanation of Responses:

1. Award granted under the 2023 Omnibus Incentive Plan.

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

3. Represent fully-vested RSUs issued in lieu of the reporting person's quarterly cash retainer(s). The reporting person has elected to defer settlement of RSUs and accrued dividend equivalent units thereon to the reporting person's termination of service from the Board, in accordance with their deferral election form.

4. Includes dividend equivalent units accrued with respect to the underlying RSUs.

	/s/ Gregory L. Smith, attorney-in-fact	04/02/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Murphy USA (MUSA) director Jeanne Linder Phillips report in this Form 4?

She reported receiving 54.950 restricted stock units linked to Murphy USA common stock. The award is fully vested, granted under the 2023 Omnibus Incentive Plan, and issued instead of her quarterly cash retainer as a director.

How many Murphy USA RSUs does Jeanne Linder Phillips hold after this transaction?

After the grant, she holds a total of 379.595 restricted stock units. This total includes the newly granted RSUs plus previously awarded units, along with dividend equivalent units accrued on the underlying RSUs over time.

Under what plan were Jeanne Linder Phillips’ Murphy USA RSUs granted?

The RSUs were granted under Murphy USA’s 2023 Omnibus Incentive Plan. This plan governs equity-based awards to eligible participants, including directors, and allows compensation in stock-based form rather than solely in cash payments.

Are the RSUs granted to Jeanne Linder Phillips immediately vested and when will they settle?

Yes, the RSUs are described as fully vested at grant. However, settlement of the RSUs and accrued dividend equivalent units is deferred until her termination of service from the Board, according to her deferral election form.

Why did Jeanne Linder Phillips receive RSUs instead of cash from Murphy USA?

The filing states that the fully vested RSUs were issued in lieu of her quarterly cash retainer. She effectively chose to receive director compensation in restricted stock units rather than in cash payments for that retainer period.