Bartko Eric J. 4

What Happened

• Eric J. Bartko, SVP & Chief Customer Officer of Murphy USA (MUSA), had several equity events around Feb 11–13, 2026: he converted/exercised derivative awards, received multiple awards/settlements, had shares withheld for taxes, and sold shares in the open market.
• Key transactions reported: on 2026-02-11 Bartko exercised/converted 502 shares (no cash exercise price reported) and received multiple award settlements (A) of 749, 454, 227 and 1,226 shares (all derivative/award entries). Also on 2026-02-11 228 shares were withheld to satisfy tax obligations (F) valued at $363.36/share (≈ $82,846). On 2026-02-13 he sold 345 shares in an open market sale (S) at $404.84/share for proceeds of $139,670. There is also a 2026-02-11 record of 300 derivative shares disposed (M) at $0 (likely related to conversion/settlement mechanics).
• Overall, this appears to be company equity awards/settlements (including performance-based RSUs) followed by tax withholding and a subsequent public sale of a portion of the shares.

Key Details

• Transaction dates & prices:
  • 2026-02-11: Exercise/conversion (M) — 502 shares @ $0.00 (acquired)
  • 2026-02-11: Tax withholding (F) — 228 shares @ $363.36 (disposed) ≈ $82,846
  • 2026-02-11: Awards granted/settled (A) — 749, 454, 227, 1,226 shares @ $0.00 (acquired; derivative/RSU-type)
  • 2026-02-11: Exercise/conversion (M) — 300 shares @ $0.00 (disposed)
  • 2026-02-13: Open-market sale (S) — 345 shares @ $404.84 (disposed) = $139,670
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Notable footnotes:
  • F1: Some awards were performance-based RSUs that vested and settled at 165.3% of the original award plus dividend equivalents.
  • F2: 228 shares were withheld to cover tax withholding on PSU vesting.
  • Other notes indicate awards under the 2023 Omnibus Incentive Plan and 2013 Long‑Term Incentive Plan, dividend equivalents, and that certain securities lack a conversion price/exercise/expiration.
• Timeliness: Filing dated 2026-02-13 for transactions on 2026-02-11 — appears to be timely (Form 4 is generally due within two business days).

Context

• This was primarily an award/vesting and conversion event followed by withholding for taxes and a partial open‑market sale — effectively a common “cashless” outcome where some shares are used for taxes and some are sold for proceeds.
• These actions are typical for executives when equity awards vest; they are not in themselves a clear signal of company outlook. No 10% owner or gift transactions are indicated.