Statement of Changes in Beneficial Ownership (4)
November 29 2021 - 4:28PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
*
WAGNER PATRICK |
2. Issuer Name and Ticker or Trading Symbol
MARATHON OIL CORP
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MRO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
C/O MARATHON OIL CORPORATION, 990 TOWN & COUNTRY BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/24/2021 |
(Street)
HOUSTON, TX 77024
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 11/24/2021 | | M | | 34722 | A | $10.47 | 267014 | D | |
Common Stock | 11/24/2021 | | S | | 34722 | D | $16.8319 (1) | 232292 | D | |
Common Stock | 11/24/2021 | | S | | 27435 | D | $16.8172 (2) | 204857 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Option (Right to Buy) | $10.47 | 11/24/2021 | | M | | | 34722 | (3) | 2/19/2030 | Common Stock | 34722.0 | $0 | 69444 | D | |
Explanation of Responses: |
(1) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.83 to $16.84, inclusive. The reporting person undertakes to provide to Marathon Oil Corporation, any security holder of Marathon Oil Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. |
(2) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.81 to $16.83, inclusive. The reporting person undertakes to provide to Marathon Oil Corporation, any security holder of Marathon Oil Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. |
(3) | This stock option (the "Employee Stock Option") to acquire 104,166 shares of the common stock of Marathon Oil Corporation was granted on February 19, 2020 and vests in three equal annual installments on each of February 19, 2021, February 19, 2022 and February 19, 2023. |
Remarks: Executive Vice President, Corporate Development and Strategy |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
WAGNER PATRICK C/O MARATHON OIL CORPORATION 990 TOWN & COUNTRY BOULEVARD HOUSTON, TX 77024 |
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| See Remarks |
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Signatures
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Kim Warnica, Attorney-in-Fact for Patrick Wagner | | 11/29/2021 |
**Signature of Reporting Person | Date |
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