Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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In accordance with the terms of the Merger Agreement, Gregory J.
Goff, Rodney F. Chase, Paul L. Foster, Edward G. Galante, David Lilley, Mary Pat McCarthy, J.W. Nokes, William H. Schumann, III, Jeff A. Stevens, Susan Tomasky, Michael E. Wiley and Patrick Y. Yang, such members comprising all of the directors of
the Company prior to the Effective Time, resigned as directors of the Company effective as of the Effective Time. None of these resignations were a result of any disagreement with Andeavor, its management or its board of directors. Gary R. Heminger,
Donald C. Templin and Timothy T. Griffith became the directors of the Company effective as of the Effective Time.
In connection with and
at the completion of the Second Merger, each of the Companys directors, principal executive officer, president, principal financial officer, principal accounting officer and principal operating officer and all other named executive officers
ceased his or her respective service as a director or officer of the Company. Concurrently therewith, the sole member of the Surviving Company appointed Donald C. Templin as President (principal executive and operating officer), Timothy T. Griffith
as Vice President (principal financial officer) and John J. Quaid as Vice President and Controller (principal accounting officer) of the Surviving Company.
Mr. Templin, 55, was appointed MPCs president of refining, marketing and supply effective October 1, 2018. Prior to this
appointment, Mr. Templin was appointed president of MPC effective July 1, 2017. Prior to this appointment, Mr. Templin served as MPCs executive vice president beginning January 1, 2016, executive vice president, Supply,
Transportation and Marketing beginning March 3, 2015 and senior vice president and chief financial officer beginning on June 30, 2011. Previously, he was a partner at PricewaterhouseCoopers LLP, an audit, tax and advisory services
provider, with various audit and management responsibilities beginning in 1996.
Mr. Griffith, 49, was appointed senior vice
president and chief financial officer of MPC effective March 3, 2015. Prior to this appointment, Mr. Griffith served with MPC as vice president, Finance and Investor Relations, and treasurer beginning in January 2014. He was vice president
of Finance and treasurer for MPC beginning in August 2011. Previously, Mr. Griffith was vice president Investor Relations and treasurer of Smurfit-Stone Container Corporation, a packaging manufacturer, in St. Louis, Missouri, from
2008 to 2011.
Mr. Quaid, 46, was appointed vice president and controller of MPC effective June 23, 2014. Prior to this
appointment, Mr. Quaid was vice president of Iron Ore at United States Steel Corporation (
U.S. Steel
), an integrated steel producer, beginning in January 2014. Previously, Mr. Quaid served in various leadership positions
at U.S. Steel since February 2002, including vice president and treasurer beginning in August 2011, controller, North American Flat-Rolled Operations beginning in July 2010 and assistant corporate controller beginning in 2008.