Marathon Petroleum Corporation (MPC)

Item 1. Business

OVERVIEW

MPC has nearly 140 years of history in the energy business, and is a leading, integrated, downstream and midstream energy company. We operate one of the nation's largest refining systems with approximately 3.0 million barrels per day of crude oil refining capacity and believe we are one of the largest wholesale suppliers of gasoline and distillates to resellers in the United States. We distribute our refined products through one of the largest terminal operations in the United States and one of the largest private domestic fleets of inland petroleum product barges. Our integrated midstream energy asset network links producers of natural gas and NGLs from some of the largest supply basins in the United States to domestic and international markets. In addition, we are one of the largest producers and marketers of renewable diesel in the United States.

Our operations consist of three reportable operating segments: Refining & Marketing, Midstream and Renewable Diesel. Each of these segments is organized and managed based upon the nature of the products and services it offers.

•Refining & Marketing – refines crude oil and other feedstocks at our refineries in the Gulf Coast, Mid-Continent and West Coast regions of the United States, purchases refined products and ethanol for resale and distributes refined products through transportation, storage, distribution and marketing services provided largely by our Midstream segment. We sell refined products to wholesale marketing customers domestically and internationally, to buyers on the spot market, to independent entrepreneurs who operate primarily Marathon® branded outlets and through long-term supply contracts with direct dealers who operate locations mainly under the ARCO® brand.

•Midstream – gathers, transports, stores and distributes crude oil, refined products, including renewable diesel, and other hydrocarbon-based products principally for the Refining & Marketing segment via refining logistics assets, pipelines, terminals, towboats and barges; gathers, treats, processes and transports natural gas; and transports, fractionates, stores and markets NGLs. The Midstream segment primarily reflects the results of MPLX. MPLX is a diversified, large-cap master limited partnership (“MLP”) formed in 2012 that owns and operates midstream energy infrastructure and logistics assets and provides fuels distribution services. As of December 31, 2025, we owned the general partner of MPLX and approximately 64 percent of the outstanding MPLX common units.

•Renewable Diesel – processes renewable feedstocks into renewable diesel, markets renewable diesel and distributes renewable diesel through our Midstream segment and third parties. We sell renewable diesel to wholesale marketing customers, to buyers on the spot market and through long-term supply contracts with direct dealers who operate locations mainly under the ARCO® brand.

Corporate History and Structure

MPC was incorporated in Delaware on November 9, 2009 in connection with an internal restructuring of Marathon Oil Corporation (“Marathon Oil”). On May 25, 2011, the Marathon Oil board of directors approved the spinoff of its Refining, Marketing & Transportation Business into an independent, publicly traded company, MPC, through the distribution of MPC common stock to the stockholders of Marathon Oil on June 30, 2011. Our common stock trades on the NYSE under the ticker symbol “MPC.”

On October 1, 2018, we acquired Andeavor. Andeavor shareholders received in the aggregate approximately 239.8 million shares of MPC common stock valued at $19.8 billion and $3.5 billion in cash. Andeavor was a highly integrated marketing, logistics and refining company operating primarily in the Western and Mid-Continent United States. Our acquisition of Andeavor in 2018 substantially increased our geographic diversification and the scale of our assets, which provides increased opportunities to optimize our system.

On May 14, 2021, we completed the sale of Speedway, LLC (“Speedway”), our company-owned and operated retail transportation fuel and convenience store business, to 7-Eleven, Inc. (“7-Eleven”) for cash proceeds of $21.38 billion ($17.22 billion after cash-tax payments). This transaction resulted in a pretax gain of $11.68 billion ($8.02 billion after income taxes), after deducting the book value of the net assets and certain other adjustments.

OUR OPERATIONS

Refining & Marketing

Refineries

We currently own and operate refineries in the Gulf Coast, Mid-Continent and West Coast regions of the United States with an aggregate crude oil refining capacity of 2,986 mbpcd. During 2025, our refineries processed 2,787 mbpd of crude oil and 202 mbpd of other charge and blendstocks. During 2024, our refineries processed 2,714 mbpd of crude oil and 208 mbpd of other charge and blendstocks.

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Our refineries include crude oil atmospheric and vacuum distillation, fluid catalytic cracking, hydrocracking, catalytic reforming, coking, desulfurization and sulfur recovery units. The refineries process a wide variety of condensate and light and heavy crude oils purchased from various domestic and foreign suppliers. We produce numerous refined products, ranging from transportation fuels, such as reformulated gasolines, blend-grade gasolines intended for blending with ethanol and ULSD fuel, to heavy fuel oil and asphalt. Additionally, we manufacture NGLs and petrochemicals and propane. See the Refined Product Sales section for further information about the products we produce.

Our refineries are largely integrated with each other via pipelines, terminals and barges to maximize operating efficiency. The transportation links that connect our refineries allow the movement of intermediate products between refineries to optimize operations, produce higher margin products and efficiently utilize our processing capacity. Also, shipping intermediate products between facilities during partial refinery shutdowns allows us to utilize processing capacity that is not directly affected by the shutdown work.

Planned maintenance activities, or turnarounds, requiring temporary shutdown of certain refinery operating units, are periodically performed at each refinery.

Following is a description of each of our refineries and their capacity by region.

Gulf Coast Region (1,248 mbpcd)

Galveston Bay, Texas City, Texas Refinery (631 mbpcd)

Our Galveston Bay refinery is a combination of our former Texas City refinery and Galveston Bay refinery. Following the completion of the South Texas Asset Repositioning (“STAR”) project in 2023, which added 40 mbpcd of capacity, it is now our largest refinery. The refinery is located on the Texas Gulf Coast southeast of Houston, Texas and can process a wide variety of crude oils into gasoline, distillates, NGLs and petrochemicals, heavy fuel oil and propane. The refinery has access to the export market and multiple options to sell refined products. Our cogeneration facility, which supplies the Galveston Bay refinery, currently has 1,055 megawatts of electrical production capacity and can produce 4.3 million pounds of steam per hour. Approximately 49 percent of the power generated in 2025 was used at the refinery, with the remaining electricity being sold into the electricity grid.

Garyville, Louisiana Refinery (617 mbpcd)

Our Garyville refinery is located along the Mississippi River in southeastern Louisiana between New Orleans, Louisiana and Baton Rouge, Louisiana. The Garyville refinery is configured to process a wide variety of crude oils into gasoline, distillates, NGLs and petrochemicals, propane, asphalt and heavy fuel oil. The refinery has access to the export market and multiple options to sell refined products. Our Garyville refinery has earned designation as an OSHA VPP Star site.

Mid-Continent Region (1,186 mbpcd)

Catlettsburg, Kentucky Refinery (307 mbpcd)

Our Catlettsburg refinery is located in northeastern Kentucky on the western bank of the Big Sandy River, near the confluence with the Ohio River. The Catlettsburg refinery processes sweet and sour crude oils, including production from the nearby Utica Shale, into gasoline, distillates, asphalt, NGLs and petrochemicals, propane and heavy fuel oil. Our Catlettsburg refinery has earned designation as an OSHA VPP Star site.

Robinson, Illinois Refinery (253 mbpcd)

Our Robinson refinery is located in southeastern Illinois. The Robinson refinery processes sweet and sour crude oils into gasoline, distillates, NGLs and petrochemicals, propane and heavy fuel oil. The Robinson refinery has earned designation as an OSHA VPP Star site.

Detroit, Michigan Refinery (146 mbpcd)

Our Detroit refinery is located in southwest Detroit. It is the only petroleum refinery currently operating in Michigan. The Detroit refinery processes sweet and heavy sour crude oils into gasoline, distillates, NGLs and petrochemicals, asphalt, propane and heavy fuel oil. Our Detroit refinery has earned designation as an OSHA VPP Star site.

El Paso, Texas Refinery (133 mbpcd)

Our El Paso refinery is located east of downtown El Paso. The El Paso refinery processes sweet and sour crude oils into gasoline, distillates, heavy fuel oil, propane, asphalt and NGLs and petrochemicals.

St. Paul Park, Minnesota Refinery (105 mbpcd)

Our St. Paul Park refinery is located along the Mississippi River southeast of St. Paul Park. The St. Paul Park refinery processes sweet and heavy sour crude oils into gasoline, distillates, asphalt, propane, NGLs and petrochemicals and heavy fuel oil.

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Canton, Ohio Refinery (100 mbpcd)

Our Canton refinery is located south of Cleveland, Ohio. The Canton refinery processes sweet and sour crude oils, including production from the nearby Utica Shale, into gasoline, distillates, asphalt, propane, NGLs and petrochemicals and heavy fuel oil. The Canton refinery has earned designation as an OSHA VPP Star site.

Mandan, North Dakota Refinery (72 mbpcd)

Our Mandan refinery is located outside of Bismarck, North Dakota. The Mandan refinery processes primarily sweet domestic crude oil from North Dakota into gasoline, distillates, propane, heavy fuel oil and NGLs and petrochemicals.

Salt Lake City, Utah Refinery (70 mbpcd)

Our Salt Lake City refinery is the largest in Utah and is located north of downtown Salt Lake City. The Salt Lake City refinery processes crude oil from Utah, Colorado, Wyoming and Canada into gasoline, distillates, heavy fuel oil, NGLs and petrochemicals and propane.

West Coast Region (552 mbpcd)

Los Angeles, California Refinery (365 mbpcd)

Our Los Angeles refinery is located in Los Angeles County, near the Los Angeles Harbor. The Los Angeles refinery is the largest refinery on the West Coast and is a major producer of cleaner burning CARB fuels. The Los Angeles refinery processes heavy crude oil from California’s San Joaquin Valley and Los Angeles Basin, as well as crude oils from the Alaska North Slope, South America, West Africa and other international sources, into CARB gasoline and CARB diesel fuel, as well as conventional gasoline, distillates, NGLs and petrochemicals, heavy fuel oil and propane.

Anacortes, Washington Refinery (119 mbpcd)

Our Anacortes refinery is located north of Seattle on Puget Sound. The Anacortes refinery processes Canadian crude oil, domestic crude oil from North Dakota and the Alaska North Slope and international crude oils into gasoline, distillates, heavy fuel oil, propane and NGLs and petrochemicals.

Kenai, Alaska Refinery (68 mbpcd)

Our Kenai refinery is located on the Cook Inlet, southwest of Anchorage. The Kenai refinery processes mainly Alaska domestic crude oil, domestic crude oil from North Dakota, along with limited international crude oil into distillates, gasoline, heavy fuel oil, asphalt, propane and NGLs and petrochemicals.

Refined Product Yields

The following table sets forth our refinery production by product group for each of the last three years.

(mbpd)	2025	2024	2023
Gasoline	1,499	1,490	1,526
Distillates	1,093	1,070	1,037
Propane	67	67	66
NGLs and petrochemicals

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Financial statements

data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

From 10-Q filed 2026-05-05 (period ending 2026-03-31).

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This section should also be read in conjunction with the unaudited consolidated financial statements and accompanying footnotes included under Item 1. Financial Statements and in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2025.

DISCLOSURES REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, particularly Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations and Item 3. Quantitative and Qualitative Disclosures about Market Risk, includes forward-looking statements that are subject to risks, contingencies or uncertainties. You can identify forward-looking statements by words such as “advance,” “anticipate,” “believe,” “commitment,” “continue,” “could,” “design,” “drive,” “endeavor,” “estimate,” “expect,” “focus,” “forecast,” “goal,” “guidance,” “intend,” “may,” “objective,” “opportunity,” “outlook,” “plan,” “policy,” “position,” “potential,” “predict,” “priority,” “progress,” “project,” “prospective,” “pursue,” “seek,” “should,” “strategy,” “strive,” “support,” “target,” “trends,” “will,” “would” or other similar expressions that convey the uncertainty of future events or outcomes.

Forward-looking statements include, among other things, statements regarding:

•future financial and operating results;

•environmental, social and governance (“ESG”) plans and goals, including those related to greenhouse gas emissions and intensity, freshwater withdraw intensity, inclusion and ESG reporting;

•future levels of capital, environmental or maintenance expenditures, general and administrative and other expenses;

•the success or timing of completion of ongoing or anticipated capital or maintenance projects;

•business strategies, growth opportunities and expected investments, including plans to improve commercial performance, lower costs and optimize our asset portfolio;

•consumer demand for refined products, natural gas, renewable diesel and other renewable fuels and NGLs;

•the timing, amount and form of any future capital return transactions, including dividends and share repurchases by MPC or distributions and unit repurchases by MPLX; and

•the anticipated effects of actions of third parties such as competitors, activist investors, federal, foreign, state or local regulatory authorities, or plaintiffs in litigation.

Our forward-looking statements are not guarantees of future performance, and you should not rely unduly on them, as they involve risks, uncertainties and assumptions that we cannot predict. Forward-looking and other statements regarding our ESG plans and goals are not an indication that these statements are material to investors or required to be disclosed in our filings with the SEC. In addition, historical, current, and forward-looking ESG-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. Material differences between actual results and any future performance suggested in our forward-looking statements could result from a variety of factors, including the following:

•general economic, political or regulatory developments, including tariffs, inflation, interest rates, government shutdowns, changes in governmental policies relating to refined petroleum products, crude oil, natural gas, NGLs or renewable diesel and other renewable fuels, or taxation, including changes in tax regulations or guidance promulgated pursuant to the new legislation implemented in the One Big Beautiful Bill Act;

•the regional, national and worldwide availability and pricing of refined products, crude oil, natural gas, renewable diesel and other renewable fuels, NGLs and other feedstocks, including increased pricing volatility or supply disruptions due to the U.S.- Iran conflict and market reactions thereto;

•disruptions in credit markets or changes to credit ratings;

•the adequacy of capital resources and liquidity, including availability, timing and amounts of free cash flow necessary to execute business plans and to effect any share repurchases or to maintain or increase the dividend;

•the potential effects of judicial or other proceedings on our business, financial condition, results of operations and cash flows;

•the timing and extent of changes in commodity prices and demand for crude oil, refined products, feedstocks or other hydrocarbon-based products or renewable diesel and other renewable fuels;

•volatility in or degradation of general economic, market, industry or business conditions, including as a result of pandemics, other infectious disease outbreaks, natural hazards, extreme weather events, regional conflicts such as hostilities in the Middle East and in Ukraine, tariffs, inflation, or rising interest rates;

•our ability to comply with federal and state environmental, economic, health and safety, energy and other policies and regulations and enforcement actions initiated thereunder;

•adverse market conditions or other risks affecting MPLX;

•refining industry overcapacity or under capacity;

•foreign imports and exports of crude oil, refined products, natural gas and NGLs;

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•the establishment or increase of tariffs on goods, including crude oil and other feedstocks imported into the United States, other trade protection measures or restrictions or retaliatory actions from foreign governments;

•changes in producer customers’ drilling plans or in volumes of throughput of crude oil, natural gas, NGLs, refined products, other hydrocarbon-based products or renewable diesel and other renewable fuels;

•non-payment or non-performance by our customers;

•changes in the cost or availability of third-party vessels, pipelines, railcars and other means of transportation for crude oil, natural gas, NGLs, feedstocks, refined products and renewable diesel and other renewable fuels;

•the price, availability and acceptance of alternative fuels and alternative-fuel vehicles and laws mandating such fuels or vehicles;

•political and economic conditions in nations that consume refined products, natural gas, renewable diesel and other renewable fuels and NGLs, including the United States and Mexico, and in crude oil producing regions, including the Middle East, Russia, Africa, Canada and South America;

•actions taken by our competitors, including pricing adjustments, the expansion and retirement of refining capacity and the expansion and retirement of pipeline capacity, processing, fractionation and treating facilities in response to market conditions;

•completion of pipeline projects within the United States;

•changes in fuel and utility costs for our facilities;

•industrial incidents or other unscheduled shutdowns affecting our refineries, machinery, pipelines, processing, fractionation and treating facilities or equipment, means of transportation, or those of our suppliers or customers;

•acts of war, terrorism or civil unrest that could impair our ability to produce refined products, receive feedstocks or to gather, process, fractionate or transport crude oil, natural gas, NGLs, refined products or renewable diesel and other renewable fuels;

•political pressure and influence of environmental groups and other stakeholders that are adverse to the production, gathering, refining, processing, fractionation, transportation and marketing of crude oil or other feedstocks, refined products, natural gas, NGLs, other hydrocarbon-based products or renewable diesel and other renewable fuels;

•labor and material shortages;

•the ability to realize expected returns or other benefits on anticipated or ongoing projects or planned or recently completed acquisitions or other transactions, including the recently completed acquisitions of Northwind Delaware Holdings LLC and BANGL, LLC;

•the timing and ability to obtain necessary regulatory approvals and permits and to satisfy other conditions necessary to complete planned projects or to consummate planned transactions within the expected timeframe, if at all;

•the inability or failure of our joint venture partners to fund their share of operations and capital investments;

•the financing and distribution decisions of joint ventures we do not control;

•the availability of desirable strategic alternatives to optimize portfolio assets and the ability to obtain regulatory and other approvals with respect thereto;

•our ability to successfully implement our sustainable energy strategy and principles and achieve our ESG plans and goals within the expected timeframe, if at all;

•the costs, disruption and diversion of management’s attention associated with campaigns commenced by activist investors;

•personnel changes;

•the imposition of windfall profit taxes, maximum margin penalties, minimum inventory requirements or refinery maintenance and turnaround supply plans on companies operating in the energy industry in California or other jurisdictions; and

•compliance costs and uncertainty associated with cap and invest programs or similar arrangements or programs in California or other jurisdictions.

For additional risk factors affecting our business, see the risk factors described in our Annual Report on Form 10-K for the year ended December 31, 2025. We undertake no obligation to update any forward-looking statements except to the extent required by applicable law.

EXECUTIVE SUMMARY

Business and Economic Environment Update

Our Refining & Marketing segment results for the first quarter of 2026 versus the first quarter of 2025 reflect higher realized refining margins supported by stable demand and higher global product prices, partially offset by derivative losses related to our economic hedging program. Longer term, global demand growth is expected to outpace the net impact of refining capacity additions and rationalizations through the end of the decade. We anticipate these fundamentals, as well as the U.S. refining industry’s current structural advantages over the rest of the world, will support a constructive environment for U.S. refiners.

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Our Midstream segment results for the first quarter of 2026 versus the first quarter of 2025 were impacted by derivative losses resulting from increased market volatility as well as previously announced acquisition and divestiture activity as we continue to optimize our assets and execute on progressing our growth strategies in the Permian and Northeast. We believe our Midstream business is well positioned and has significant opportunities to support the development plans of its producer customers.

Strategic Updates

Strategic Petroleum Reserve

In March 2026, the U.S Department of Energy (“DOE”) accepted MPC’s bid to exchange crude oil barrels with the Strategic Petroleum Reserve (“SPR”). Under the arrangement, the SPR agreed to deliver 7.7 million barrels to MPC in the second quarter of 2026 and MPC agreed to return approximately 9.4 million barrels over an estimated period of time in 2028.

In April 2026, the DOE accepted a second bid from MPC for the exchange of crude oil barrels with the SPR. Under the arrangement, the SPR agreed to deliver 2 million barrels to MPC in the second quarter of 2026 and MPC agreed to return approximately 2.4 million barrels over an estimated period of time in 2028.

See Note 15 to the unaudited consolidated financial statements for further discussion.

Additional $5.0 Billion Share Repurchase Authorization

On May 5, 2026, we announced that our board of directors approved an additional $5.0 billion share repurchase authorization. The share repurchase authorization has no expiration date. Future repurchases under the authorization will depend on the macro environment, cash available after opportunities for capital investment and growth of the business and market conditions. As of March 31, 2026, MPC had $3.63 billion remaining under its share repurchase authorization, which does not include the additional $5.0 billion authorization described above.

See Note 8 and Note 23 to the unaudited consolidated financial statements for further discussion of our share repurchase authorizations.

Results

Our chief operating decision maker (“CODM”) evaluates the performance of our segments using segment adjusted EBITDA. Our CODM is our chief executive officer. The CODM uses adjusted EBITDA by segment results and considers forecast-to-actual variances on a periodic basis when making decisions about allocating capital and personnel as part of the annual business plan process and ongoing monitoring of performance. Amounts included in income before income taxes and excluded from segment adjusted EBITDA include: (i) depreciation and amortization; (ii) net interest and other financial costs; (iii) turnaround expenses; and (iv) other adjustments as deemed necessary. These items are either: (i) believed to be non-recurring in nature; (ii) not believed to be allocable or controlled by the segment; or (iii) are not tied to the operational performance of the segment.

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Select results are reflected in the following table.

	Three Months Ended March 31,
(Millions of dollars)	2026		2025
Segment adjusted EBITDA for reportable segments
Refining & Marketing	$	1,377	$	489
Midstream	1,598		1,720
Renewable Diesel	38		(42)
Total reportable segments	$	3,013	$	2,167
Reconciliation of segment adjusted EBITDA for reportable segments to income before income taxes
Total reportable segments	$	3,013	$	2,167
Corporate	(250)		(192)
Refining & Renewable Diesel planned turnaround costs	(531)		(465)
Renewable Diesel JV planned turnaround costs(a)	(29)		(8)
Depreciation and amortization	(809)		(793)
Renewable Diesel JV depreciation and amortization(a)	(22)		(22)
Clean fuel production tax credit(b)	32		—
Net interest and other financial costs	(370)		(304)
Income before income taxes	$	1,034	$	383
Net income (loss) attributable to MPC per diluted share	$	1.73	$	(0.24)

(a) Represents MPC’s pro-rata share of expenses from joint ventures included within the Renewable Diesel segment.

(b) Recognition of 2025 clean fuel production tax credits as a result of proposed regulatory guidance issued in February of 2026 which clarified the qualification criteria for 45Z credits.

Net income (loss) attributable to MPC was $511 million, or $1.73 per diluted share, for the first quarter of 2026 compared to $(74) million, or $(0.24) per diluted share, for the first quarter of 2025.

Refer to the Results of Operations section for a discussion of consolidated financial results and Segment Results for the first quarter of 2026 as compared to the first quarter of 2025.

MPLX

We owned approximately 647 million MPLX common units as of March 31, 2026, with a market value of $36.95 billion based on the March 31, 2026 closing price of $57.07 per common unit. On April 28, 2026, MPLX declared a quarterly cash distribution of $1.0765 per common unit, payable on May 15, 2026 to unitholders of record on May 8, 2026. MPC’s portion of this distribution is approximately $697 million.

We received limited partner distributions from MPLX of $697 million in the three months ended March 31, 2026 and $619 million in the three months ended March 31, 2025.

During the three months ended March 31, 2026, MPLX repurchased approximately 1 million MPLX common units at an average cost per unit of $56.63 and paid $50 million of cash for the repurchased common units. As of March 31, 2026, approximately $1.07 billion remained available under authorizations for future unit repurchases.

See Note 3 to the unaudited consolidated financial statements for additional information on MPLX.

OVERVIEW OF SEGMENTS

Refining & Marketing

Refining & Marketing segment adjusted EBITDA depends largely on our refinery throughputs, Refining & Marketing margin, refining operating costs and distribution costs.

Refining & Marketing margin is the difference between the prices of refined products sold and the costs of crude oil and other charge and blendstocks refined, including the costs to transport these inputs to our refineries and the costs of products purchased for resale. The crack spread is a measure of the difference between market prices for refined products and crude oil,

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commonly used by the industry as a proxy for the refining margin. Crack spreads can fluctuate significantly, particularly when prices of refined products do not move in the same relationship as the cost of crude oil. As a performance benchmark and a comparison with other industry participants, we calculate Gulf Coast, Mid-Continent and West Coast crack spreads that we believe most closely track our operations and slate of products. The following are used for these crack spread calculations:

•The Gulf Coast crack spread uses three barrels of MEH crude producing two barrels of USGC CBOB gasoline and one barrel of USGC ULSD;

•The Mid-Continent crack spread uses three barrels of WTI crude producing two barrels of Chicago CBOB gasoline and one barrel of Chicago ULSD; and

•The West Coast crack spread uses three barrels of ANS crude producing two barrels of LA CARBOB and one barrel of LA CARB Diesel.

Our refineries can process a variety of sweet and sour crude oil, which typically can be purchased at a discount to crude oil referenced in our Gulf Coast, Mid-Continent and West Coast crack spreads. The amount of these discounts, which we refer to as the sweet differential and the sour differential, can vary significantly, causing our Refining & Marketing margin to differ from blended crack spreads. In general, larger sweet and sour differentials will enhance our Refining & Marketing margin.

Future crude oil differentials will be dependent on a variety of market and economic factors, as well as U.S. energy policy.

The following table provides sensitivities showing an estimated change in annual Refining & Marketing segment adjusted EBITDA due to potential changes in market conditions.

(Millions of dollars)
Blended crack spread sensitivity(a) (per $1.00/barrel change)	$	1,125
Sour differential sensitivity(b) (per $1.00/barrel change)	520
Sweet differential sensitivity(c) (per $1.00/barrel change)	520
Natural gas price sensitivity(d) (per $1.00/MMBtu)	360

(a)Crack spread based on 42 percent MEH, 40 percent WTI and 18 percent ANS with Gulf Coast, Mid-Continent and West Coast product pricing, respectively, and assumes all other differentials and pricing relationships remain unchanged.

(b)Sour crude oil basket consists of the following crudes: ANS, Argus Sour Crude Index, Maya and Western Canadian Select. We assume approximately 50 percent of the crude processed at our refineries in 2026 will be sour crude.

(c)Sweet crude oil basket consists of the following crudes: Bakken, Brent, MEH, WTI-Cushing and WTI-Midland. We assume approximately 50 percent of the crude processed at our refineries in 2026 will be sweet crude.

(d)This is consumption-based exposure for our Refining & Marketing segment and does not include the sales exposure for our Midstream segment.

In addition to the market changes indicated by the crack spreads, the sour differential and the sweet differential, our Refining & Marketing margin is impacted by factors such as:

•the selling prices realized for refined products;

•the types of crude oil and other charge and blendstocks processed;

•our refinery yields;

•the cost of products purchased for resale;

•the impact of commodity derivative instruments used to hedge price risk;

•the potential impact of lower of cost or market adjustments to inventories in periods of declining prices;

•the potential impact of LIFO adjustments; and

•the cost of purchasing RINs in the open market to comply with RFS requirements.

Refining & Marketing segment adjusted EBITDA is also affected by changes in refining operating costs in addition to committed distribution costs. Changes in operating costs are primarily driven by the cost of energy used by our refineries, including purchased natural gas, and the level of maintenance costs. Distribution costs primarily include long-term agreements with MPLX, which as discussed below include minimum commitments to MPLX, and will negatively impact segment adjusted EBITDA in periods when throughput or sales are lower or refineries are idled.

We have various long-term, fee-based commercial agreements with MPLX. Under these agreements, MPLX, which is reported in our Midstream segment, provides transportation, storage, distribution and marketing services for our Refining & Marketing segment. Certain of these agreements include commitments for minimum quarterly throughput and distribution volumes of crude oil and refined products and minimum storage volumes of crude oil, refined products and other products. Certain other agreements include commitments to pay for 100 percent of available capacity for certain marine transportation and refining logistics assets.

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Midstream

Our Midstream segment gathers, transports, stores and distributes crude oil, refined products, including renewable diesel, and other hydrocarbon-based products, principally for our Refining & Marketing segment. Additionally, the segment markets refined products. The profitability of our pipeline transportation operations primarily depends on tariff rates and the volumes shipped through the pipelines. The profitability of our marine operations primarily depends on the quantity and availability of our vessels and barges. The profitability of our light product terminal operations primarily depends on the throughput volumes at these terminals. The profitability of our fuels distribution services primarily depends on the sales volumes of certain refined products. The profitability of our refining logistics operations depends on the quantity and availability of our refining logistics assets. A majority of the crude oil and refined product shipments on our pipelines and marine vessels and the refined product throughput at our terminals serve our Refining & Marketing segment and our refining logistics assets and fuels distribution services are used solely by our Refining & Marketing segment. As discussed above in the Refining & Marketing section, MPLX, which is reported in our Midstream segment, has various long-term, fee-based commercial agreements related to services provided to our Refining & Marketing segment. Under these agreements, MPLX has received various commitments of minimum throughput, storage and distribution volumes as well as commitments to pay for all available capacity of certain assets. The volume of crude oil that we transport is directly affected by the supply of, and refiner demand for, crude oil in the markets served directly by our crude oil pipelines, terminals and marine operations. Key factors in this supply and demand balance are the production levels of crude oil by producers in various regions or fields, the availability and cost of alternative modes of transportation, the volumes of crude oil processed at refineries and refinery and transportation system maintenance levels. The volume of refined products that we transport, store, distribute and market is directly affected by the production levels of, and user demand for, refined products in the markets served by our refined product pipelines and marine operations. In most of our markets, demand for gasoline and distillate peaks during the summer driving season, which extends from May through September of each year, and declines during the fall and winter months. As with crude oil, other transportation alternatives and system maintenance levels influence refined product movements.

Our Midstream segment also gathers, treats, processes and transports natural gas and transports, fractionates, stores and markets NGLs. NGL and natural gas prices are volatile and are impacted by changes in fundamental supply and demand, as well as market uncertainty, availability of NGL transportation and fractionation capacity and a variety of additional factors that are beyond our control. Our Midstream segment profitability is affected by prevailing commodity prices primarily as a result of processing or conditioning at our own or third‑party processing plants, purchasing and selling or gathering and transporting volumes of natural gas at index‑related prices and the cost of third‑party transportation and fractionation services. To the extent that commodity prices influence the level of natural gas drilling by our producer customers, such prices also affect profitability.

Renewable Diesel

Our Renewable Diesel segment processes renewable feedstocks into renewable diesel, markets and distributes renewable diesel and includes joint ventures that produce renewable diesel and renewable feedstocks.

Our Renewable Diesel segment adjusted EBITDA is affected by changes in operating costs, distribution costs, throughput and certain regulatory credits.

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RESULTS OF OPERATIONS

The following discussion includes comments and analysis relating to our results of operations. This discussion should be read in conjunction with Item 1. Financial Statements and is intended to provide investors with a reasonable basis for assessing our historical operations, but should not serve as the only criteria for predicting our future performance.

Consolidated Results of Operations

	Three Months Ended March 31,
(Millions of dollars)	2026		2025		Variance
Revenues and other income:
Sales and other operating revenues	$	34,200	$	31,517	$	2,683
Income from equity method investments	176		230		(54)
Other income	192		103		89
Total revenues and other income	34,568		31,850		2,718
Costs and expenses:
Cost of revenues (excludes items below)	31,261		29,360		1,901
Depreciation and amortization	809		793		16
Selling, general and administrative expenses	867		783		84
Other taxes	227		227		—
Total costs and expenses	33,164		31,163		2,001
Income from operations	1,404		687		717
Net interest and other financial costs	370		304		66
Income before income taxes	1,034		383		651
Provision for income taxes	183		37		146
Net income	851		346		505
Less net income attributable to:
Noncontrolling interests	340		420		(80)
Net income (loss) attributable to MPC	$	511	$	(74)	$	585

First Quarter 2026 Compared to First Quarter 2025

Net income attributable to MPC increased $585 million in the first quarter of 2026 compared to the first quarter of 2025 primarily due to the following:

Revenues and other income increased $2.72 billion primarily due to:

•increased sales and other operating revenues of $2.68 billion mainly due to an increase in Refining & Marketing segment average refined product sales prices of $0.15 per gallon and increased refined product sales volumes of 105 mbpd;

•decreased income from equity method investments of $54 million largely due to decreased income from our Martinez Renewables JV of $46 million as a result of planned turnaround activity; and

•increased other income of $89 million primarily due to approximately $58 million of clean fuel production tax credits, of which $32 million related to 2025 activity, and increased RIN sales of $28 million.

Costs and expenses increased $2.0 billion primarily due to:

•increased cost of revenues of $1.90 billion mainly due to increased finished product purchases and unrealized derivative losses related to our economic hedging program; and

•increased selling, general and administrative expenses of $84 million primarily due to quarterly fair-value remeasurement of outstanding performance-based stock compensation of $42 million and increased employee related costs of $34 million.

Net interest and other financial costs increased $66 million largely due to increased interest expense, primarily due to higher MPLX borrowings, and decreased interest income.

We recorded a combined federal, state and foreign income tax provision of $183 million for the three months ended March 31, 2026 and $37 million for the three months ended March 31, 2025. The rate for the three months ended March 31, 2026 was

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lower than the U.S. statutory rate primarily due to permanent tax benefits related to net income attributable to noncontrolling interests, partially offset by state taxes while the rate for the three months ended March 31, 2025 was lower than the U.S. statutory rate primarily due to permanent tax benefits related to net income attributable to noncontrolling interests and discrete state tax benefits.

Net income attributable to noncontrolling interests decreased $80 million mainly due to a decrease in MPLX’s net income in the first quarter of 2026. See further discussion in the Segment Results-Midstream section.

Segment Results

We classify our business in the following reportable segments: Refining & Marketing, Midstream and Renewable Diesel. Segment adjusted EBITDA represents adjusted EBITDA attributable to the reportable segments. Amounts included in income before income taxes and excluded from segment adjusted EBITDA include: (i) depreciation and amortization; (ii) net interest and other financial costs; (iii) turnaround expenses; and (iv) other adjustments as deemed necessary. These items are either: (i) believed to be non-recurring in nature; (ii) not believed to be allocable or controlled by the segment; or (iii) not tied to the operational performance of the segment.

Our segment adjusted EBITDA for reportable segments was $3.01 billion and $2.17 billion for the three months ended March 31, 2026 and 2025, respectively.

Refining & Marketing

The following includes key financial and operating data for the first quarter of 2026 compared to the first quarter of 2025.

(a)Includes intersegment sales to the Midstream segment and sales destined for export.

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	Three Months Ended March 31,
	2026		2025
Refining & Marketing Operating Statistics
Net refinery throughput (mbpd)	2,850		2,849
Refining & Marketing margin per barrel(a)(b)	$	17.74	$	13.38
Less:
Refining operating costs per barrel(c)	6.23		5.74
Distribution costs per barrel(d)	6.16		5.77
Other income per barrel(e)	(0.02)		(0.04)
Refining & Marketing segment adjusted EBITDA per barrel	$	5.37	$	1.91
Refining planned turnaround costs per barrel	$	2.07	$	1.77
Depreciation and amortization per barrel	1.51		1.58
Per barrel fees paid to MPLX included in distribution costs above	3.97		3.86

(a)Sales revenue less cost of refinery inputs and purchased products, divided by net refinery throughput.

(b)See “Non-GAAP Financial Measures” section for reconciliation and further information regarding this non-GAAP financial measure.

(c)Refining operating costs exclude planned turnaround and depreciation and amortization expense.

(d)Distribution costs exclude depreciation and amortization expense.

(e)Includes income or loss from equity method investments, net gain or loss on disposal of assets and other income or loss.

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The following information presents certain benchmark prices in our marketing areas and market indicators that we believe are helpful in understanding the results of our Refining & Marketing segment. The benchmark crack spreads below do not reflect the market cost of RINs necessary to meet EPA renewable volume obligations for attributable products under the Renewable Fuel Standard program.

	Three Months Ended March 31,
	2026		2025
Benchmark Spot Prices (dollars per gallon)
Chicago CBOB unleaded regular gasoline	$	2.00	$	1.98
Chicago ULSD	2.52		2.12
USGC CBOB unleaded regular gasoline	2.09		1.98
USGC ULSD	2.74		2.29
LA CARBOB	2.58		2.36
LA CARB diesel	2.87		2.38
Market Indicators (dollars per barrel)
WTI	$	72.67	$	71.42
MEH	74.66		72.81
ANS	78.04		75.96
Crack Spreads:
Mid-Continent WTI 3-2-1	$	10.85	$	9.40
USGC MEH 3-2-1	14.65		10.02
West Coast ANS 3-2-1	26.95		18.57
Blended 3-2-1(a)	15.34		11.31
Crude Oil Differentials:
Sweet	$	(1.02)	$	(0.80)
Sour	(4.84)		(3.25)

(a) Blended 3-2-1 Mid-Continent/USGC/West Coast crack spread is 40/42/18 percent in 2026 and 2025.

First Quarter 2026 Compared to First Quarter 2025

Refining & Marketing segment revenues increased $2.84 billion primarily due to an increase in average refined product sales prices of $0.15 per gallon and increased refined product sales volumes of 105 mbpd.

Refining & Marketing segment adjusted EBITDA increased $888 million mainly due to increased per barrel margins, partially offset by increased refining operating and distribution costs, both excluding depreciation and amortization. Refining & Marketing segment adjusted EBITDA was $5.37 per barrel for the first quarter of 2026, versus $1.91 per barrel for the first quarter of 2025.

Refining & Marketing margin was $17.74 per barrel for the first quarter of 2026 compared to $13.38 per barrel for the first quarter of 2025. Results benefited from higher crack spreads, partially offset by unrealized derivative losses related to our economic hedging program. Refining & Marketing margin is affected by our performance against the market indicators shown earlier, which use spot market values and an estimated mix of crude purchases and product sales. Based on the market indicators and our crude oil throughput, we estimate a net positive impact of approximately $1.3 billion on Refining & Marketing margin for the first quarter of 2026 compared to the first quarter of 2025. Our reported Refining & Marketing margin differs from market indicators due to the mix of crudes purchased and their costs, the effect of market structure on our crude oil acquisition prices, the effect of RIN prices on the crack spread, and other items like refinery yields, other feedstock variances and fuel margin from sales to direct dealers. These factors had an estimated net negative effect of approximately $200 million on Refining & Marketing segment adjusted EBITDA in the first quarter of 2026 compared to the first quarter of 2025.

We purchase RINs to satisfy a portion of our RFS compliance. Our expenses associated with purchased RINs and included in Refining & Marketing margin were $593 million and $354 million in the first quarter of 2026 and 2025, respectively. The increase in the first quarter of 2026 was mainly due to increased RIN obligations, lower RINs generated and acquired from our Martinez Renewables JV due to turnaround activity and higher RIN costs.

For the three months ended March 31, 2026, refining operating costs, excluding depreciation and amortization, increased $127 million, or $0.49 per barrel, largely due to increased project related expense associated with increased turnaround activity during the quarter.

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Distribution costs, excluding depreciation and amortization, increased $103 million, or $0.39 per barrel, and include fees paid to MPLX. The change in the first quarter of 2026 primarily reflects rate increases and increased third party marine costs.

Refining planned turnaround costs increased $0.30 per barrel, or $76 million, due to the scope and timing of turnaround activity.

Supplemental Refining & Marketing Statistics

	Three Months Ended March 31,
	2026	2025
Refining & Marketing Operating Statistics
Crude oil capacity utilization percent(a)	89	89
Refinery throughput (mbpd):
Crude oil refined	2,664	2,623
Other charge and blendstocks	186	226
Net refinery throughput	2,850	2,849
Sour crude oil throughput percent	48

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Held by

holders ( registered funds via N-PORT, institutional investors via 13F). Showing top by dollar value.

Holder	Type	ETF	MF	Position ($)	% of holder	Δ % of holder	Holder AUM

Recent insider activity

Last 90 days. Open-market trades (purchases & sales) by directors, officers, and 10%+ owners. 2 transactions across 2 insiders. Net: -7,336 shares, -$1,953,272.

Date	Insider	Role	Action	Shares	Price	Value
2026-06-04	Henschen Michael A II	Ex VP, Refining	Sell	-6,336 ×2	$268.82	-$1,703,272
2026-05-13	Hessling Ricky D.	Chief Commercial Officer	Sell	-1,000	$250.00	-$250,000

Source: SEC Form 4 filings.

Next expected filings

~2026-08-04 10-Q expected by 2026-08-10 (in 50 days)
~2026-11-03 10-Q expected by 2026-11-09 (in 141 days)
~2027-02-25 10-K expected by 2027-02-28 (in 255 days)
~2027-05-04 10-Q expected by 2027-05-10 (in 323 days)

Predicted from historical filing cadence; not an SEC commitment.

Recent SEC filings

2026-05-06 S-3ASR S-3ASR
2026-05-05 8-K Earnings Release; Financial Statements and Exhibits
2026-05-05 10-Q Quarterly Report
2026-04-13 8-K Material Agreement Entered; Material Agreement Terminated; Earnings Release; Material Financial Obligation; Financial Statements and Exhibits
2026-02-26 10-K Annual Report
2026-02-03 8-K Earnings Release; Financial Statements and Exhibits
2025-12-18 8-K Officer/Director Change; Other Events; Financial Statements and Exhibits
2025-11-04 10-Q Quarterly Report
2025-11-04 8-K Officer/Director Change; Other Events; Financial Statements and Exhibits
2025-11-04 8-K Earnings Release; Financial Statements and Exhibits
2025-08-05 10-Q Quarterly Report
2025-08-05 8-K Earnings Release; Financial Statements and Exhibits
2025-05-06 10-Q Quarterly Report
2025-05-06 8-K Earnings Release; Financial Statements and Exhibits
2025-04-30 8-K Officer/Director Change

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