Bacon Renee M 4

4 · Murphy USA Inc. · Filed Feb 13, 2026

AI-generated summary of this filing

Updated Feb 13, 2026

Murphy USA (MUSA) SVP Renee M. Bacon Sells 1,219 Shares

What Happened

Renee M. Bacon, SVP, Sales & Operations at Murphy USA (MUSA), had performance-based awards vest and converted to shares on Feb 11, 2026, and sold 1,219 of those shares in the open market on Feb 13, 2026.
Details: 2,011 shares were acquired via exercise/conversion (no exercise price). Of those, 792 shares were withheld to cover taxes (valued at $363.36/share, $287,781) and 1,219 shares were sold on 2026-02-13 at $386.09/share for proceeds of $470,644.
The filing also reports multiple awards/grants (RSUs/PSUs and other derivative awards) issued or settled on 2026-02-11 (totaling several grant lots noted in the Form 4).

Key Details

Transaction dates/prices: vest/convert on 2026-02-11 (acquired shares at $0.00); tax withholding on 2026-02-11 at $363.36; open-market sale on 2026-02-13 at $386.09.
Tax withholding: 792 shares withheld to satisfy tax liability on PSU vesting (footnote F2); value $287,781.
Sale method: 1,219-share sale effected under a Rule 10b5-1 trading plan adopted Aug 11, 2025 (footnote F3).
Awards: several grants/settlements reported under the Company's incentive plans (see footnotes F1, F4, F7, F8 for PSU/RSU and plan details).
Shares owned after transaction: not specified in the Form 4 filing.
Filing timeliness: Form 4 filed on Feb 13, 2026 for transactions occurring Feb 11–13, 2026 (filed within the usual 2-business-day window).

Context

What “exercise/conversion” and withholding mean: performance-based restricted stock units (PSUs) vested and settled into shares (F1); some of those shares were withheld to cover taxes (F2), and the remainder were sold under a pre-existing 10b5-1 plan (F3). This is a routine insider liquidity event following vesting, not an explicit signal of company sentiment.

Form 4

Period: 2026-02-11

SVP, Sales & Operations

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-11+2,011→ 7,938.3 total
Tax Payment
Common Stock
[F2]
2026-02-11$363.36/sh−792$287,781→ 7,146.3 total
Sale
Common Stock
[F3]
2026-02-13$386.09/sh−1,219$470,644→ 5,927.3 total
Award
Stock Option
[F4][F5]
2026-02-11+1,378→ 1,378 total
Exercise: $380.92Exp: 2033-02-11→ Common Stock (1,378 underlying)
Award
Restricted Stock Unit
[F4][F6][F7]
2026-02-11+418→ 1,224.085 total
→ Common Stock (418 underlying)
Award
Restricted Stock Unit
[F4][F6][F7]
2026-02-11+1,226→ 2,450.085 total
→ Common Stock (1,226 underlying)
Award
Performance Stock Unit
[F4][F6]
2026-02-11+835→ 3,635 total
→ Common Stock (835 underlying)
Exercise/Conversion
Performance Stock Unit
[F8][F6]
2026-02-11−1,200→ 2,435 total
→ Common Stock (1,200 underlying)

Footnotes (8)

[F1]Represents performance-based restricted Stock units that have vested and settled in shares of the Company's stock. Pursuant to the terms of the performance-based grant, the total includes 165.3% of the original award plus shares equivalent in value to accumulated dividends.
[F2]Shares withheld for taxes on PSU vesting.
[F3]The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 11, 2025.
[F4]Awarded under the 2023 Omnibus Incentive Plan.
[F5]The option vests in two equal installments, the first half two years after the grant date and the final half three years after the grant date.
[F6]These Securities generally do not carry a Conversion Price, Exercisable Date, or Expiration Date.
[F7]Includes dividend equivalent units accrued with respect to the underlying RSUs.
[F8]Award granted under the 2013 Long-Term Incentive Plan.

Signature

/s/ Gregory L. Smith, attorney-in-fact|2026-02-13

1 file