Vaughan Paul D. 4

What Happened

• Paul D. Vaughan, Vice President & Controller of Murphy Oil (MUR), had performance-based restricted stock units (PSUs/RSUs) vest and settle into shares on February 3, 2026 and concurrently received new RSU awards. The filing shows conversions/acquisitions of shares (4,955 shares acquired via conversion and two RSU grants of 9,150 shares each), and 1,995 shares were withheld to cover taxes at $30.05 per share (proceeds = $59,943).

Key Details

• Transaction date: February 3, 2026; Form 4 filed February 5, 2026 (appears timely).
• Tax withholding: 1,995 shares withheld @ $30.05 = $59,943 (reported as disposition code F).
• Conversions/settlements: 4,955 shares reported as acquired via derivative conversion/exercise (code M); an additional 5,550 derivative shares are listed as disposed/converted (code M) in the filing mechanics.
• New awards: Two grants of 9,150 RSUs each (codes A) were reported; these are awards and show $0 exercise price (derivative awards, not open-market purchases).
• Shares owned after the transactions: not specified in the provided excerpt of the filing.
• Relevant footnotes: F1 indicates the vested performance RSUs settled one-for-one and reflect 80% of the original award plus dividend equivalents; F2 notes the shares withheld for taxes; F3/F5/F7 identify the awards as performance- and time-based grants under the 2020 and 2025 Long-Term Incentive Plans; F6 indicates a vest date of Feb 3, 2029 for at least one grant; F4 notes these securities generally do not carry a conversion price, exercisable date, or expiration date.

Context

• These transactions reflect RSU/PSU vesting and new RSU grants, not an open-market buy or a cash sale. The 1,995-share withholding for taxes is a common administrative step when RSUs vest and does not necessarily indicate a discretionary sale.
• The new RSU awards are time- and/or performance-based and include future vesting (e.g., Feb 3, 2029 for at least one award), so they are not immediately tradable.
• Overall, this filing documents compensation-related equity activity (vesting/settlement and awards) rather than a market purchase or a deliberate sale for investment reasons.