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Description of the Business

We are a leading, integrated, downstream and midstream energy company headquartered in Findlay, Ohio. We operate one of the nation's largest refining systems. We sell refined products to wholesale marketing customers domestically and internationally, to buyers on the spot market and to independent entrepreneurs who operate branded outlets. We also sell transportation fuel to consumers through direct dealer locations under long-term supply contracts. MPC’s midstream operations are primarily conducted through MPLX, which owns and operates crude oil and light product transportation and logistics infrastructure as well as gathering, processing and fractionation assets. We own the general partner and a majority limited partner interest in MPLX. In addition, we produce and market renewable diesel in the United States.

Refer to Note 4 for additional information on MPLX and Note 10 for additional information about our operations.

Basis of Presentation

These interim consolidated financial statements are unaudited; however, in the opinion of our management, these statements reflect all adjustments necessary for a fair statement of the results for the periods reported. All such adjustments are of a normal, recurring nature unless otherwise disclosed. These interim consolidated financial statements, including the notes, have been prepared in accordance with the rules of the SEC applicable to interim period financial statements and do not include all of the information and disclosures required by GAAP for complete financial statements. Certain information and disclosures derived from our audited annual financial statements, prepared in accordance with GAAP, have been condensed or omitted from these interim financial statements.

These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025. The results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the results to be expected for the full year.

These consolidated financial statements include the accounts of our majority-owned, controlled subsidiaries, including MPLX. All significant intercompany transactions and accounts have been eliminated. Due to our ownership of the general partner interest of MPLX, we have determined that we control MPLX and therefore we consolidate MPLX and record a noncontrolling interest for the interest owned by the public. Changes in ownership interest in consolidated subsidiaries that do not result in a change in control are recorded as equity transactions. Investments in entities over which we have significant influence, but not control, are accounted for using the equity method of accounting. This includes entities in which we hold majority ownership but the minority shareholders have substantive participating rights.

Not Yet Adopted

ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818)

In May 2026, the FASB issued an ASU to provide specific authoritative guidance on the recognition, measurement, presentation, and disclosure requirements for environmental credits and environmental credit obligations. This ASU is effective for fiscal years beginning after December 15, 2027, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments in this ASU should be applied retrospectively through a cumulative-effect adjustment but does not require restating prior period financial statements. We are currently evaluating the impact this ASU will have on our consolidated financial statements and disclosures.

ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40)

In September 2025, the FASB issued ASU 2025-06 to modernize the accounting for software costs that are accounted for under ASC 350-40 by removing all references to prescriptive and sequential software development stages and requiring entities to begin capitalizing software costs when both management has authorized and committed to the funding of the software project, and it is probable that the project will be completed and the software will be used to perform its intended function. This ASU also provides enhanced guidance on evaluating whether the probable-to-complete recognition threshold has been met. This ASU is effective for fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments in this ASU may be applied either (1) prospectively to all projects started in reporting periods after adoption, including in-process projects, (2) on a modified transition basis that is based on the status of the project and whether software costs were capitalized before the date of adoption, or (3) retrospectively to all prior periods presented in the financial statements. We will adopt this ASU on a prospective basis and do not expect material impacts to our capitalized software cost.

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ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses

In November 2024, the FASB issued an ASU to require more detailed information about specified categories of expenses (purchases of inventory, employee compensation, depreciation, amortization, and depletion) included in certain expense captions presented on the face of the income statement. This ASU is effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments in this ASU may be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of this ASU or (2) retrospectively to all prior periods presented in the financial statements. We are currently evaluating the impact this ASU will have on our disclosures.

Investments with a maturity date greater than three months that we intend to convert to cash or cash equivalents within a year or less are classified as Short-term investments in our Consolidated Balance Sheets. Short-term investments had a balance of $804 million and $0 million at September 30, 2026 and December 31, 2025, respectively.

We own the general partner and a majority limited partner interest in MPLX, which owns and operates crude oil and light product transportation and logistics infrastructure as well as gathering, processing and fractionation assets. We control MPLX through our ownership of the general partner interest and, as of September 30, 2026, we owned approximately 64 percent of the outstanding MPLX common units.

Unit Repurchase Program

On August 5, 2025, MPLX announced its board of directors approved a $1.0 billion unit repurchase authorization. This unit repurchase authorization has no expiration date.

Total unit repurchases were as follows for the respective periods:

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions, except per unit data)			2026						2025						2026						2025
Number of common units repurchased			1						2						3						6
Cash paid for common units repurchased			$	50					$	100					$	150					$	300
Average cost per unit			$	58.69					$	50.86					$	57.09					$	51.20

As of September 30, 2026, MPLX had approximately $970 million remaining under its unit repurchase authorization.

Agreements

We have various long-term, fee-based commercial agreements with MPLX. Under these agreements, MPLX provides transportation, storage, distribution and marketing services to us. With certain exceptions, these agreements generally contain minimum volume commitments. These transactions are eliminated in consolidation but are reflected as intersegment transactions among our Refining & Marketing, Renewable Diesel and Midstream segments. We also have agreements with MPLX that establish fees for operational and management services provided between us and MPLX and for executive management services and certain general and administrative services provided by us to MPLX. These transactions are eliminated in consolidation but are reflected as intersegment transactions between corporate and our Midstream segment.

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Noncontrolling Interest

As a result of equity transactions of MPLX, we are required to adjust noncontrolling interest and additional paid-in capital. Changes in MPC’s additional paid-in capital resulting from changes in its ownership interests in MPLX were as follows:

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Decrease due to change in ownership			$	(23)					$	(42)					$	(66)					$	(45)
Tax impact			8						62						20						61
Increase (decrease) in MPC's additional paid-in capital, net of tax			$	(15)					$	20					$	(46)					$	16

Northwind Midstream Acquisition

On August 29, 2025, MPLX completed the acquisition of 100 percent of the outstanding membership interests of Northwind Delaware Holdings LLC (“Northwind Midstream”) for $2.4 billion in cash (the “Northwind Midstream Acquisition”). Northwind Midstream provides sour gas gathering and treating services in Lea County, New Mexico, which enhances MPLX’s Permian natural gas and NGL value chain. The Northwind Midstream Acquisition was financed with a portion of the net proceeds from MPLX's $4.5 billion senior notes issuance in August 2025.

Northwind Midstream consists of over 200,000 dedicated acres, more than 200 miles of gathering pipelines, two in-service acid gas injection wells at 20 MMcf/d and a third permitted well that will bring its total capacity to 37 MMcf/d. At the time of acquisition, the system had 150 MMcf/d of sour gas treating capacity, with in-process expansion projects expected to increase capacity to over 400 MMcf/d by the second half of 2026. The system is partially supported by minimum volume commitments by regional producers.

The Northwind Midstream Acquisition was accounted for as a business combination requiring all Northwind Midstream assets and liabilities to be remeasured to fair value. The fair value of property, plant and equipment was based primarily on the cost approach. The fair value of the identifiable intangible assets was primarily based on the multi-period excess earnings method, which is an income approach. The intangible assets acquired are related to various commercial contracts with a weighted average amortization period of 15 years. The following table reflects our allocation of the $2.4 billion purchase price to the Northwind Midstream assets and liabilities, as well as measurement period adjustments since the acquisition date:

(In millions)			August 29, 2025						Adjustments						As adjusted
Assets acquired:
Cash and cash equivalents			$	17					$	—					$	17
Receivables			11						—						11
Other current assets			1						—						1
Property, plant and equipment			1,182						(15)						1,167
Intangibles			951						6						957
Other noncurrent assets			2						—						2
Total assets acquired			2,164						(9)						2,155
Liabilities assumed:
Accounts payable			105						9						114
Other current liabilities			1						—						1
Long-term operating lease liabilities			1						—						1
Total liabilities assumed			107						9						116
Total identifiable net assets			2,057						(18)						2,039
Goodwill			356						4						360
Fair value of net assets acquired			$	2,413					$	(14)					$	2,399

The purchase price allocation, inclusive of measurement period adjustments, resulted in the recognition of $360 million in goodwill by our Midstream segment, all of which is deductible by MPLX for tax purposes. Goodwill represents the accelerated growth opportunities in the Permian using Northwind Midstream’s asset base, which is complementary and adjacent to MPLX’s existing Delaware basin natural gas system and offers optionality to direct volumes through our integrated system. The results for the acquired business are reported within our Midstream segment.

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Pro forma financial information assuming the Northwind Midstream Acquisition had occurred as of the beginning of the calendar year prior to the year of the acquisition, as well as the revenues and earnings generated during the period since the acquisition date, were not material for disclosure purposes.

Divestiture of Rockies Operations

On November 12, 2025, MPLX completed the sale of its Rockies gathering and processing operations (the “Rockies”) to a subsidiary of Harvest Midstream for $980 million in cash. The sale of these non-core gathering and processing assets did not represent a strategic shift that has or will have a material effect on our operations or financial results. Prior to the sale, the Rockies operations were included in our Midstream segment.

Sale of Interest in Ethanol Joint Venture

On July 31, 2025, MPC sold its 49.9 percent interest in The Andersons Marathon Holdings LLC (“TAMH”) to The Andersons Ethanol LLC, in exchange for cash proceeds of $427 million. MPC’s equity method investment in TAMH was previously reported in the Refining & Marketing segment. Upon closing, MPC derecognized the carrying value of the equity method investment of $173 million and recorded a gain of $254 million, which is included in Income from equity method investments on the accompanying Consolidated Statements of Income.

BANGL, LLC Acquisition

On July 1, 2025, MPLX purchased the remaining 55 percent interest in BANGL, LLC (“BANGL”) for $703 million in cash, plus an earnout provision of up to $275 million based on targeted EBITDA growth from 2026 to 2029 (the “BANGL Acquisition”). We recorded a liability for these contingent payments in the third quarter of 2025. See Note 15 for additional detail on the inputs used to measure the fair value of these contingent payments. On July 3, 2025, MPLX used cash on hand to extinguish approximately $656 million principal amount of debt outstanding, including interest, related to certain term and revolving loans assumed as part of the BANGL Acquisition.

Upon completion of the BANGL Acquisition, MPLX’s existing equity investment was remeasured to fair value resulting in the recognition of a $484 million gain, which is included in Income from equity method investments within the accompanying Consolidated Statements of Income. The fair value of the previously held equity method investment was estimated using an income approach, with significant valuation inputs including forecasted cash flows and discount rates ranging from 11 to 12 percent. As a result of the BANGL Acquisition, MPLX now owns 100 percent of BANGL and its results are reflected in our Midstream segment within our consolidated financial results.

The following table summarizes the purchase price consideration in connection with the BANGL Acquisition:

(In millions)
Total cash paid			$	703
Fair value of contingent consideration as of acquisition date			234
Total consideration			937
Fair value of previously held equity interest			766
Fair value of net assets acquired			$	1,703

The BANGL Acquisition was accounted for as a business combination requiring all BANGL assets and liabilities to be remeasured to fair value. The fair value of property, plant and equipment was determined using a combination of both the cost and income approach. The fair value of the identifiable intangible assets was primarily based on the multi-period excess earnings method, which is an income approach. The intangible asset acquired is related to a customer relationship with an amortization period of 11 years. The following table reflects our determination of the fair value of the BANGL assets and liabilities:

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(In millions)			July 1, 2025
Assets acquired:
Cash and cash equivalents			$	18
Other current assets			4
Property, plant and equipment			1,550
Intangibles			77
Other noncurrent assets			22
Total assets acquired			1,671
Liabilities assumed:
Long-term debt due within one year			46
Other current liabilities			42
Long-term debt			610
Other long-term liabilities			1
Total liabilities assumed			699
Total identifiable net assets			972
Goodwill			731
Fair value of net assets acquired			$	1,703

The purchase price allocation resulted in the recognition of $731 million in goodwill by our Midstream segment, 55 percent of which is deductible by MPLX for tax purposes. Goodwill represents the advancement of MPLX’s wellhead-to-water strategy by securing full ownership of a strategically located NGL transport asset, which further integrates MPLX’s midstream infrastructure connecting the Permian and Gulf Coast regions.

Pro forma financial information assuming the BANGL Acquisition had occurred as of the beginning of the calendar year prior to the year of the acquisition, as well as the revenues and earnings generated during the period since the acquisition date, were not material for disclosure purposes.

Whiptail Midstream Acquisition

On March 11, 2025, MPLX acquired gathering businesses from Whiptail Midstream, LLC for $235 million in cash. These San Juan basin assets consist primarily of crude and natural gas gathering systems in the Four Corners region. The acquisition was accounted for as a business combination, which requires all the identifiable assets acquired and liabilities assumed to be remeasured to fair value at the date of acquisition. The final valuation includes $170 million of property, plant and equipment, $41 million of intangibles and $24 million of net working capital. The results for the acquired business are reported within our Midstream segment.

Consolidated VIE

We control MPLX through our ownership of its general partner. MPLX is a VIE because the limited partners do not have substantive kick-out or participating rights over the general partner. We are the primary beneficiary of MPLX because in addition to our significant economic interest, we also have the ability, through our ownership of the general partner, to control the decisions that most significantly impact MPLX. We therefore consolidate MPLX and record a noncontrolling interest for the interest owned by the public.

The creditors of MPLX do not have recourse to MPC’s general credit or assets through guarantees or other financial arrangements, except as otherwise noted. MPC has effectively guaranteed certain indebtedness of LOOP LLC (“LOOP”) and LOCAP LLC (“LOCAP”), in which MPLX holds an interest. See Note 23 for more information. The assets of MPLX can only be used to settle its own obligations and any rights of MPC’s creditors to participate in the assets of MPLX are subject to prior claims of MPLX’s creditors.

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The following table presents balance sheet information for the assets and liabilities of MPLX, which are included in our Consolidated Balance Sheets.

(In millions)			September 30, 2026						December 31, 2025
Assets
Cash and cash equivalents			$	1,297					$	2,137
Receivables, less allowance for expected credit loss			856						746
Inventories			203						172
Other current assets			41						51
Equity method investments			5,446						4,798
Property, plant and equipment, net			23,082						21,698
Goodwill			8,736						8,755
Intangibles, net			1,276						1,397
Right of use assets, net			248						276
Other noncurrent assets			1,232						1,126
Liabilities
Accounts payable			$	1,218					$	865
Accrued taxes			112						93
Debt due within one year			2						1,502
Operating lease liabilities			53						53
Other current liabilities			395						403
Long-term debt			26,606						24,151
Deferred income taxes			26						25
Long-term operating lease liabilities			192						217
Deferred credits and other liabilities			480						474

Transactions with related parties were as follows:

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Sales to related parties			$	785					$	390					$	1,761					$	1,036
Purchases from related parties(a)			864						751						2,205						2,163

(a)    The 2025 period includes purchases of ethanol from TAMH, an equity affiliate, through July 2025. MPC sold its interest in TAMH on July 31, 2025. TAMH ceased to be a related party after the sale. See Note 5.

Sales to related parties, which are included in Sales and other operating revenues, consist primarily of refined product sales and renewable feedstock sales to certain of our equity affiliates.

We compute basic earnings per share by dividing net income attributable to MPC less income allocated to participating securities by the weighted average number of shares of common stock outstanding. Since MPC grants certain incentive compensation awards to employees and non-employee directors that are considered to be participating securities, we have calculated our earnings per share using the two-class method. Diluted income per share assumes exercise of certain share-based compensation awards, provided the effect is not anti-dilutive.

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			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions, except per share data)			2026						2025						2026						2025
Basic earnings per share:
Allocation of earnings
Net income attributable to MPC			$	7,447					$	1,370					$	13,096					$	2,512
Income allocated to participating securities			(7)						(2)						(12)						(3)
Income available to common stockholders - basic			$	7,440					$	1,368					$	13,084					$	2,509
Weighted average common shares outstanding			279						303						287						307
Basic earnings per share			$	26.66					$	4.51					$	45.51					$	8.16
Diluted earnings per share:
Allocation of earnings
Net income attributable to MPC			$	7,447					$	1,370					$	13,096					$	2,512
Income allocated to participating securities			(7)						(2)						(12)						(3)
Income available to common stockholders - diluted			$	7,440					$	1,368					$	13,084					$	2,509
Weighted average common shares outstanding			279						303						287						307
Effect of dilutive securities			1						1						1						1
Weighted average common shares, including dilutive effect			280						304						288						308
Diluted earnings per share			$	26.59					$	4.51					$	45.40					$	8.15

Potential common shares that were anti-dilutive and, therefore, omitted from the diluted share calculation, were immaterial for all periods.

On May 5, 2026, MPC announced that our board of directors approved a $5.0 billion share repurchase authorization and as of September 30, 2026, we had $3.12 billion remaining under this authorization. The share repurchase authorization has no expiration date.

Total share repurchases were as follows for the respective periods:

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions, except per share data)			2026						2025						2026						2025
Number of shares repurchased			8						3						21						15
Cash paid for shares repurchased(a)			$	3,005					$	650					$	6,255					$	2,399
Average cost per share(b)			$	357.68					$	174.32					$	289.71					$	153.83

(a)    2026 excludes $33 million paid in 2026 for excise tax on 2025 share repurchases. 2025 excludes $88 million paid in 2025 for excise tax on 2024 share repurchases.

(b)    The average cost per share includes excise tax on share repurchases resulting from the Inflation Reduction Act of 2022, but the excise tax does not reduce the remaining share repurchase authorization.

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We have three reportable 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 fuel 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.

•Renewable Diesel – processes renewable feedstocks into renewable diesel, markets renewable diesel and distributes renewable products 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.

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) not tied to the operational performance of the segment. Assets by segment are not a measure used to assess the performance of the Company by the CODM and thus are not reported in our disclosures.

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			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Segment adjusted EBITDA for reportable segments
Refining & Marketing			$	9,895					$	1,762					$	17,927					$	4,141
Midstream			1,882						1,709						5,258						5,070
Renewable Diesel			254						(56)						550						(117)
Total reportable segments			$	12,031					$	3,415					$	23,735					$	9,094
Reconciliation of segment adjusted EBITDA for reportable segments to income before income taxes
Total reportable segments			$	12,031					$	3,415					$	23,735					$	9,094
Corporate			(302)						(209)						(783)						(627)
Refining & Renewable Diesel planned turnaround costs			(295)						(401)						(1,102)						(1,141)
Renewable Diesel JV planned turnaround costs(a)			(2)						(3)						(32)						(13)
Gain on sale of assets(b)			—						738						—						738
SRE			—						57						—						57
Transaction-related costs(c)			—						(21)						—						(21)
Clean fuel production tax credit(d)			—						—						32						—
Tax and legal settlements(e)			(123)						—						(123)						—
Depreciation and amortization			(836)						(841)						(2,483)						(2,423)
Renewable Diesel JV depreciation and amortization(a)			(23)						(22)						(68)						(67)
Net interest and other financial costs			(287)						(310)						(997)						(933)
Income before income taxes			$	10,163					$	2,403					$	18,179					$	4,664

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

(b)    The three and nine months ended September 30, 2025 include gains from the BANGL Acquisition and the sale of MPC’s interest in TAMH.

(c)    Transaction-related costs include costs associated with significant transactions discussed in Note 5.

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

(e)    Includes adjustments for a tax matter dispute with the City of Carson relating to municipal taxes covering multiple prior year periods as well as legal settlements arising from a single event in a prior year.

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			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Sales and other operating revenues
Refining & Marketing
Revenues from external customers(a)			$	53,094					$	32,647					$	134,719					$	93,932
Intersegment revenues			7						7						23						53
Refining & Marketing segment revenues			53,101						32,654						134,742						93,985
Midstream
Revenues from external customers(a)			1,576						1,449						4,333						4,230
Intersegment revenues			1,719						1,481						4,892						4,421
Midstream segment revenues			3,295						2,930						9,225						8,651
Renewable Diesel
Revenues from external customers(a)			1,362						713						3,174						1,963
Intersegment revenues			6						3						26						12
Renewable Diesel segment revenues			1,368						716						3,200						1,975
Total segment revenues			57,764						36,300						147,167						104,611
Less: intersegment revenues			1,732						1,491						4,941						4,486
Consolidated sales and other operating revenues(a)			$	56,032					$	34,809					$	142,226					$	100,125

(a)    Includes sales to related parties. See Note 7 for additional information. See Note 18 for the disaggregation of our revenue from external customers by segment and product line.

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Income from equity method investments
Refining & Marketing			$	2					$	3					$	12					$	11
Midstream			305						213						717						613
Renewable Diesel			52						22						62						56
Total segment income from equity method investments			359						238						791						680
Corporate(a)			—						738						—						738
Consolidated income from equity method investments			$	359					$	976					$	791					$	1,418

(a)    The three and nine months ended September 30, 2025 include gains from the BANGL Acquisition and the sale of MPC’s interest in TAMH.

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			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Segment expenses
Refining & Marketing
Cost of purchases			$	39,381					$	27,353					$	105,893					$	79,569
Refining operating costs			1,625						1,546						4,755						4,504
Distribution costs			1,734						1,574						4,890						4,589
Other segment items(a)			468						422						1,289						1,193
Refining & Marketing segment expenses			$	43,208					$	30,895					$	116,827					$	89,855
Midstream
Other segment items(b)			1,718						1,434						4,684						4,194
Midstream segment expenses			$	1,718					$	1,434					$	4,684					$	4,194
Renewable Diesel
Operating costs			75						67						216						203
Distribution costs			29						22						89						69
Other segment items(c)			1,062						705						2,407						1,876
Renewable Diesel segment expenses			$	1,166					$	794					$	2,712					$	2,148

(a)    Other segment items for the Refining & Marketing segment include costs that are reimbursed by customers through commercial arrangements, as well as LIFO inventory adjustments.

(b)    Other segment items for the Midstream segment include operating expenses and purchased product costs. For purposes of managing the Midstream segment, the CODM is only provided consolidated Midstream expense information.

(c)    Other segment items for the Renewable Diesel segment include purchased product costs.

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Depreciation and amortization
Refining & Marketing			$	397					$	426					$	1,194					$	1,237
Midstream			397						369						1,166						1,069
Renewable Diesel(a)			16						17						48						53
Total segment depreciation and amortization			810						812						2,408						2,359
Corporate			26						29						75						64
Consolidated depreciation and amortization			$	836					$	841					$	2,483					$	2,423
Pro-rata share of Renewable Diesel JV depreciation and amortization			$	23					$	22					$	68					$	67

(a)    Excludes our pro-rata share of Renewable Diesel JV depreciation and amortization, which was adjusted for purposes of arriving at Renewable Diesel segment adjusted EBITDA.

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			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Capital expenditures
Refining & Marketing			$	284					$	423					$	937					$	1,132
Midstream			1,119						919						3,032						1,996
Renewable Diesel(a)			—						16						—						18
Total segment capital expenditures and investments			1,403						1,358						3,969						3,146
Less investments in equity method investees(a)			280						333						725						821
Plus:
Corporate			7						6						16						21
Capitalized interest			34						26						97						64
Consolidated capital expenditures(b)			$	1,164					$	1,057					$	3,357					$	2,410

(a)The nine months ended September 30, 2026 excludes $62 million of funding to the Martinez Renewables JV due to turnaround costs in the first quarter of 2026 expected to be recovered through subsequent distributions from the JV during 2026.

(b)Includes changes in capital expenditure accruals. See Note 19 for a reconciliation of total capital expenditures to additions to property, plant and equipment for the nine months ended September 30, 2026 and 2025 as reported in the Consolidated Statements of Cash Flows.

Net interest and other financial costs were as follows:

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Interest income			$	(116)					$	(41)					$	(210)					$	(118)
Interest expense			432						368						1,285						1,079
Interest capitalized			(42)						(27)						(115)						(67)
Pension and other postretirement non-service costs(a)			2						6						12						17
Other financial costs			11						4						25						22
Net interest and other financial costs			$	287					$	310					$	997					$	933

(a)See Note 22.

We recorded a combined federal, state and foreign income tax provision of $2.29 billion and $3.91 billion for the three and nine months ended September 30, 2026, respectively, which was higher than the U.S. statutory rate primarily due to state taxes, partially offset by permanent tax benefits related to net income attributable to noncontrolling interest and cross-border tax impacts.

We recorded a combined federal, state and foreign income tax provision of $460 million and $765 million for the three and nine months ended September 30, 2025, respectively, which was 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.

(In millions)			September 30, 2026						December 31, 2025
Crude oil and other feedstocks			$	3,034					$	3,272
Refined products			5,681						5,350
Materials and supplies			1,481						1,507
Total			$	10,196					$	10,129

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						September 30, 2026																		December 31, 2025
(In millions)						Gross PP&E						Accumulated Depreciation						Net PP&E						Gross PP&E						Accumulated Depreciation						Net PP&E
Refining & Marketing						$	35,169					$	21,438					$	13,731					$	34,372					$	20,462					$	13,910
Midstream						36,239						12,677						23,562						34,057						11,690						22,367
Renewable Diesel						970						441						529						970						396						574
Corporate						1,593						1,122						471						1,610						1,064						546
Total						$	73,971					$	35,678					$	38,293					$	71,009					$	33,612					$	37,397

Depreciation expense was $758 million and $2.25 billion for the three and nine months ended September 30, 2026, respectively, and $769 million and $2.22 billion for the three and nine months ended September 30, 2025, respectively.

Fair Values – Recurring

The following tables present assets and liabilities accounted for at fair value on a recurring basis as of September 30, 2026 and December 31, 2025 by fair value hierarchy level. We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty, including any related cash collateral as shown below; however, fair value amounts by hierarchy level are presented on a gross basis in the following tables.

			September 30, 2026
			Fair Value Hierarchy
(In millions)			Level 1						Level 2						Level 3						Netting and Collateral(a)						Net Carrying Value on Balance Sheet(b)						Collateral Pledged Not Offset
Assets:
Commodity contracts			$	2,208					$	—					$	—					$	(2,083)					$	125					$	15
Liabilities:
Commodity contracts			$	2,301					$	1,941					$	9					$	(2,301)					$	1,950					$	—
Embedded derivatives in commodity contracts			—						—						53						—						53						—
Contingent consideration			—						—						238						—						238						—

			December 31, 2025
			Fair Value Hierarchy
(In millions)			Level 1						Level 2						Level 3						Netting and Collateral(a)						Net Carrying Value on Balance Sheet(b)						Collateral Pledged Not Offset
Assets:
Commodity contracts			$	243					$	—					$	—					$	(226)					$	17					$	10
Liabilities:
Commodity contracts			$	236					$	—					$	—					$	(236)					$	—					$	—
Embedded derivatives in commodity contracts			—						—						41						—						41						—
Contingent consideration			—						—						236						—						236						—

(a)Represents the impact of netting assets, liabilities and cash collateral when a legal right of offset exists. As of September 30, 2026, there was $218 million of cash collateral netted with mark-to-market derivative liabilities. As of December 31, 2025, cash collateral of $10 million was netted with mark-to-market derivative liabilities.

(b)We have no derivative contracts which are subject to master netting arrangements reflected gross on the balance sheet.

Level 2 instruments include liabilities related to MPC’s obligation to return crude oil barrels to the Strategic Petroleum Reserve (“SPR”) beginning in April 2027 through July 2029 under its exchange contracts with the U.S. Department of Energy. The fair

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value of the liabilities are determined using observable forward crude oil index prices for the applicable return periods, adjusted for differentials ranging from $(0.16) to $4.36 per barrel based on location and crude grade assumptions.

Level 3 instruments primarily include a liability for contingent consideration related to the BANGL Acquisition earnout provision and an embedded derivative liability for a natural gas purchase commitment embedded in a keep-whole processing agreement.

The fair value calculation for the contingent consideration liability was estimated using discounted cash flows based on a Monte Carlo simulation. Future earnout payments are tied to the achievement of EBITDA growth from 2026 to 2029, which includes the significant unobservable input of forecasted throughput volumes. The earnout payment will continue to be remeasured at fair value each quarter with changes in fair value recognized in earnings until either the EBITDA targets are met or the earnout period ends, with the total payout capped at $275 million.

The fair value calculation for the embedded derivative liability at September 30, 2026 used significant unobservable inputs including: (1) NGL prices interpolated and extrapolated due to inactive markets ranging from $0.64 to $2.04 per gallon with a weighted average of $0.89 per gallon and (2) a 100 percent probability of renewal for the five-year term of the natural gas purchase commitment and related keep-whole processing agreement. Increases or decreases in the fractionation spread result in an increase or decrease in the fair value of the embedded derivative liability.

The following is a reconciliation of the beginning and ending balances recorded for net liabilities classified as Level 3 in the fair value hierarchy.

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Beginning balance			$	289					$	55					$	277					$	58
Contingent consideration(a)			—						234						—						234
Unrealized and realized (gain)/loss included in net income(b)			15						(2)						32						1
Settlements of derivative instruments			(4)						(2)						(9)						(8)
Ending balance			$	300					$	285					$	300					$	285
The amount of total (gain)/loss for the period included in earnings attributable to the change in unrealized (gain)/loss relating to liabilities still held at the end of period(b):			$	12					$	(2)					$	28					$	1

(a)    Liability recorded in the third quarter of 2025 related to the BANGL Acquisition earnout provision.

(b)    (Gain)/loss on derivatives embedded in commodity contracts are included in Cost of revenues on the Consolidated Statements of Income.

Fair Values – Reported

We believe the carrying value of our other financial instruments, including cash and cash equivalents, short-term investments, receivables, accounts payable and certain accrued liabilities, approximate fair value. Our fair value assessment incorporates a variety of considerations, including the short-term duration of the instruments, historical incurrence of credit losses and expected insignificance of future credit losses, which includes an evaluation of counterparty credit risk. Any borrowings under our revolving credit facilities, which include variable interest rates, approximate fair value. The fair value of our long-term debt is based on average bid prices obtained from broker quotes and is categorized in level 3 of the fair value hierarchy. The carrying and fair values of our debt were approximately $32.6 billion and $29.5 billion at September 30, 2026, respectively, and approximately $32.4 billion and $31.1 billion at December 31, 2025, respectively. These carrying and fair values of our debt exclude the unamortized issuance costs, which are netted against our total debt.

For further information regarding the fair value measurement of derivative instruments, including any effect of master netting agreements or collateral, see Note 15. We do not designate any of our commodity derivative instruments as hedges for accounting purposes.

Derivatives that are not designated as accounting hedges may include commodity derivatives used to hedge price risk on (1) inventories, (2) fixed price sales of refined products, (3) the acquisition of domestic and foreign-sourced crude oil, (4) the acquisition of ethanol for blending with refined products, (5) the sale of NGLs, (6) the purchase of natural gas, (7) the purchase of soybean oil, and (8) power costs.

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The following table presents the fair value of derivative instruments as of September 30, 2026 and December 31, 2025 and the line items in the Consolidated Balance Sheets in which the fair values are reflected. The fair value amounts below are presented on a gross basis and do not reflect the netting of asset and liability positions permitted under the terms of our master netting arrangements including cash collateral on deposit with, or received from, brokers. We offset the recognized fair value amounts for multiple derivative instruments executed with the same counterparty in our financial statements when a legal right of offset exists. As a result, the asset and liability amounts below will not agree with the amounts presented in our Consolidated Balance Sheets.

(In millions)			September 30, 2026												December 31, 2025
Balance Sheet Location			Asset						Liability						Asset						Liability
Commodity derivatives
Other current assets			$	2,062					$	2,193					$	243					$	236
Other non-current assets			146						109						—						—
Other current liabilities(a)			—						604						—						6
Deferred credits and other liabilities(a)			—						1,399						—						35

(a)     Includes embedded derivatives and SPR liability.

The table below summarizes open commodity derivative contracts for crude oil, refined products, blending products and soybean oil as of September 30, 2026.

			Percentage of contracts that expire next quarter						Position
(Units in thousands of barrels)									Long						Short
Exchange-traded(a)
Crude oil			37.9%						126,568						102,954
Refined products			64.7%						52,593						56,430
Blending products			40.5%						12,804						16,156
Soybean oil			88.8%						1,880						2,744

(a)    Included in exchange-traded are spread contracts in thousands of barrels: Crude oil - 5,075 long and 5,155 short, Refined products - 4,308 long and 3,678 short and Blending Products - 4,666 long and 3,448 short. There are no spread contracts for Soybean oil.

The following table summarizes the effect of all commodity derivative instruments in our Consolidated Statements of Income: 

(In millions)			Three Months Ended  September 30,												Nine Months Ended  September 30,
Income Statement Location			2026						2025						2026						2025
Sales and other operating revenues
Realized loss			$	(13)					$	—					$	(53)					$	—
Unrealized loss			(16)						—						(21)						—
Sales and other operating revenue loss			(29)						—						(74)						—
Cost of revenues
Realized gain/(loss)			32						(19)						(904)						(68)
Unrealized gain/(loss)			(502)						13						(93)						26
Cost of revenues loss			(470)						(6)						(997)						(42)
Other income
Realized gain/(loss)			(8)						6						(9)						9
Unrealized gain/(loss)			8						(4)						(3)						(4)
Other income gain/(loss)			—						2						(12)						5
Total derivative loss included in Net income			$	(499)					$	(4)					$	(1,083)					$	(37)

During the second and third quarters of 2026, MPC received approximately 21 million barrels of crude oil from the SPR as part of its exchange contracts with the U.S. Department of Energy. Under the exchange contracts, MPC is obligated to return approximately 26 million barrels of crude from April 2027 through July 2029 (refer to Note 15 for further discussion on significant fair value inputs).

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Our outstanding borrowings at September 30, 2026 and December 31, 2025 consisted of the following:

(In millions)			September 30, 2026						December 31, 2025
MPC:
Senior notes			$	5,700					$	6,449
MARAD debt			147						161
Finance lease obligations			640						689
Total			6,487						7,299
MPLX:
Senior notes			27,000						26,000
Finance lease obligations			5						6
Total			27,005						26,006
Total debt			33,492						33,305
Unamortized debt issuance costs			(221)						(204)
Unamortized discount, net of unamortized premium			(249)						(225)
Amounts due within one year			(128)						(2,371)
Total long-term debt due after one year			$	32,894					$	30,505

MPC Senior Notes

In September 2026, we redeemed all of the outstanding MPC and Andeavor LLC $749 million aggregate principal amount of 5.125 percent senior notes due December 2026.

MPLX Senior Notes

The following table summarizes MPLX debt issuances during the nine months ended September 30, 2026, all of which were issued in an underwritten public offering:

Issue Date						Aggregate Principal Amount (in millions)						Coupon (percent)						Price to Public (percent of par)						Interest Payment Dates						Maturity Date
February 12, 2026						$1,000						5.300						99.678						April 1 and October 1						April 1, 2036
February 12, 2026						500						6.100						98.453						April 1 and October 1						April 1, 2056
August 24, 2026						1,250						4.700						99.312						May 1 and November 1						November 1, 2029
August 24, 2026						500						5.000						98.972						May 1 and November 1						May 1, 2032
August 24, 2026						500						5.500						98.066						May 1 and November 1						November 1, 2036

In March 2026, MPLX used the proceeds from the issuance of senior notes in February 2026 to repay all of MPLX’s outstanding $1.5 billion aggregate principal amount of 1.750 percent senior notes at maturity.

In September 2026, MPLX used a portion of the proceeds from the issuance of senior notes in August 2026 to redeem the outstanding $1.25 billion aggregate principal amount of 4.125 percent senior notes due March 2027.

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Capacity under our Credit Facilities as of September 30, 2026

(In millions)						Total Capacity						Outstanding Borrowings						Outstanding Letters of Credit						Available Capacity						Weighted Average Interest Rate						Expiration
MPC, excluding MPLX
MPC bank revolving credit facility						$	5,000					$	—					$	1					$	4,999					—		%				April 2031
MPC trade receivables securitization facility(a)						100						—						100						—						—		%				April 2029
MPLX
MPLX bank revolving credit facility						2,500						—						—						2,500						—		%				April 2031

(a)    The committed borrowing and letter of credit issuance capacity under the trade receivables securitization facility is $100 million. In addition, the facility allows for borrowings and the issuance of letters of credit in excess of the committed capacity at the discretion of the issuing banks. As of September 30, 2026, letters of credit in the total amount of $1.63 billion were issued and outstanding under the facility to secure contracts awarded by the U.S. Department of Energy to purchase crude oil from the SPR.

On April 7, 2026, MPC and MPLX each entered into new revolving credit facilities to replace their respective previously existing credit facilities, which were scheduled to expire July 2027. The new facilities mature in April 2031. MPLX’s total capacity under the revolving credit facility increased from $2.0 billion to $2.5 billion, and includes sub-facilities for swing-line loans of up to $150 million and letters of credit of up to $150 million. MPC’s total capacity remains at $5.0 billion and includes sub-facilities for swing-line loans of up to $300 million and letters of credit of up to $2.0 billion.

On April 30, 2026, MPC entered into an amended and restated trade receivables facility providing for committed borrowing and letter of credit issuance capacity of $100 million and uncommitted borrowing and letter of credit issuance capacity of up to $1.9 billion. In addition, the term of the facility was extended to April 30, 2029.

The following table presents our revenues from external customers disaggregated by segment and product line:

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Refining & Marketing
Refined products			$	50,298					$	30,525					$	126,952					$	87,897
Crude oil			2,198						1,586						6,115						4,570
Services and other			598						536						1,652						1,465
Total revenues from external customers			53,094						32,647						134,719						93,932
Midstream
Refined products			674						527						1,714						1,529
Services and other			902						922						2,619						2,701
Total revenues from external customers			1,576						1,449						4,333						4,230
Renewable Diesel
Refined products			1,360						709						3,164						1,953
Services and other			2						4						10						10
Total revenues from external customers			1,362						713						3,174						1,963
Sales and other operating revenues			$	56,032					$	34,809					$	142,226					$	100,125

We do not disclose information on the future performance obligations for any contract with expected duration of one year or less at inception. As of September 30, 2026, we do not have future performance obligations that are material to future periods.

Contract Balances

Our receivables primarily consist of customer receivables. Significant, non-customer balances included in our receivables at September 30, 2026 and December 31, 2025 include matching buy/sell receivables of $7.3 billion and $4.1 billion, respectively.

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Our contract liabilities primarily represent advances from our customers prior to product or service delivery. At September 30, 2026 and December 31, 2025, contract liabilities were $357 million and $215 million, respectively. Contract liabilities are included in Other current liabilities and Deferred credits and other liabilities on our Consolidated Balance Sheets. We classify contract liabilities as current or long-term based on the timing of when we expect to recognize revenue.

			Nine Months Ended  September 30,
(In millions)			2026						2025
Net cash provided by operating activities included:
Interest paid (net of amounts capitalized)			$	1,225					$	970
Net income taxes paid to taxing authorities(a)			1,804						130
Non-cash investing and financing activities:
Contribution of assets(b)			—						115
Book value of equity method investment(c)			—						282
Contingent consideration(d)			—						234

(a)    Includes $186 million and $111 million in the nine months ended September 30, 2026 and September 30, 2025, respectively, paid to third parties and related parties for transferable tax credits. The nine months ended September 30, 2026 includes $64 million paid to Martinez Renewables LLC.

(b)    Represents the book value of assets contributed by MPLX to a joint venture.

(c)    Represents the book value of MPLX’s equity method investment in BANGL, prior to MPLX buying out the remaining interest in this entity as part of the BANGL Acquisition. See Note 5 - BANGL, LLC Acquisition.

(d)    See Note 5 - BANGL, LLC Acquisition.

The Consolidated Statements of Cash Flows exclude changes to the Consolidated Balance Sheets that did not affect cash. The following is a reconciliation of additions to property, plant and equipment to total capital expenditures:

			Nine Months Ended  September 30,
(In millions)			2026						2025
Additions to property, plant and equipment per the Consolidated Statements of Cash Flows			$	3,226					$	2,305
Increase in capital accruals			131						105
Total capital expenditures			$	3,357					$	2,410

The following summarizes the components of Other current liabilities:

(In millions)			September 30, 2026						December 31, 2025
Environmental credits liability			$	1,604					$	463
Derivative liabilities(a)			604						6
Accrued interest payable			358						449
Other current liabilities			563						335
Total Other current liabilities			$	3,129					$	1,253

(a) See Note 16 for derivative liabilities included within Other current liabilities.

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The following tables show the changes in accumulated other comprehensive income (loss) by component. Amounts in parentheses indicate debits.

(In millions)			Pension Benefits						Other Benefits						Other						Total
Balance as of December 31, 2025			$	(209)					$	105					$	(1)					$	(105)
Other comprehensive loss before reclassifications, net of tax of $0			—						(1)						—						(1)
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of prior service credit(a)			(2)						(5)						—						(7)
Amortization of actuarial loss(a)			4						—						—						4
Tax effect			—						1						—						1
Other comprehensive income (loss)			2						(5)						—						(3)
Balance as of March 31, 2026			$	(207)					$	100					$	(1)					$	(108)
Other comprehensive income before reclassifications, net of tax of $0			1						—						—						1
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of prior service credit(a)			(3)						(6)						—						(9)
Amortization of actuarial loss(a)			5						—						—						5
Tax effect			(1)						2						—						1
Other comprehensive income (loss)			2						(4)						—						(2)
Balance as of June 30, 2026			$	(205)					$	96					$	(1)					$	(110)
Other comprehensive loss before reclassifications, net of tax of $0			(1)						—						—						(1)
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of prior service credit(a)			(2)						(5)						—						(7)
Amortization of actuarial loss(a)			3						—						—						3
Settlement gain(a)			(1)						—						—						(1)
Tax effect			—						1						—						1
Other comprehensive loss			(1)						(4)						—						(5)
Balance as of September 30, 2026			$	(206)					$	92					$	(1)					$	(115)

(a)These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. See Note 22.

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(In millions)			Pension Benefits						Other Benefits						Other						Total
Balance as of December 31, 2024			$	(235)					$	122					$	(1)					$	(114)
Other comprehensive income before reclassifications, net of tax of $2			5						3						—						8
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of prior service credit(a)			(2)						(6)						—						(8)
Amortization of actuarial loss(a)			4						—						—						4
Tax effect			—						1						—						1
Other comprehensive income (loss)			7						(2)						—						5
Balance as of March 31, 2025			$	(228)					$	120					$	(1)					$	(109)
Other comprehensive income (loss) before reclassifications, net of tax of $1			3						(1)						—						2
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of prior service credit(a)			(2)						(5)						—						(7)
Amortization of actuarial loss(a)			4						—						—						4
Settlement loss(a)			1						—						—						1
Other			—						—						1						1
Tax effect			(2)						2						—						—
Other comprehensive income (loss)			4						(4)						1						1
Balance as of June 30, 2025			$	(224)					$	116					$	—					$	(108)
Other comprehensive income before reclassifications, net of tax of $1			1						—						—						1
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of prior service credit(a)			(2)						(5)						—						(7)
Amortization of actuarial loss(a)			4						—						—						4
Tax effect			—						1						—						1
Other comprehensive income (loss)			3						(4)						—						(1)
Balance as of September 30, 2025			$	(221)					$	112					$	—					$	(109)

(a)These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. See Note 22.

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The following summarizes the components of net periodic benefit costs:

			Three Months Ended  September 30,												Nine Months Ended  September 30,
(In millions)			2026						2025						2026						2025
Pension Benefits
Service cost			$	56					$	56					$	180					$	168
Interest cost			38						36						115						108
Expected return on plan assets			(39)						(36)						(117)						(108)
Amortization of prior service credit			(3)						(2)						(7)						(6)
Amortization of actuarial loss			3						4						12						12
Settlement (gain) loss			(1)						—						(1)						1
Net periodic pension benefit cost			$	54					$	58					$	182					$	175
Other Benefits
Service cost			$	4					$	5					$	14					$	15
Interest cost			9						9						26						26
Amortization of prior service credit			(5)						(5)						(16)						(16)
Net periodic other benefit cost			$	8					$	9					$	24					$	25

The components of net periodic benefit cost, other than the service cost component, are included in Net interest and other financial costs on the Consolidated Statements of Income.

During the nine months ended September 30, 2026, we made contributions of $263 million to our funded pension plans. Benefit payments related to unfunded pension and other postretirement benefit plans were $16 million and $40 million, respectively, during the nine months ended September 30, 2026.

We are the subject of, or a party to, a number of pending or threatened legal actions, contingencies and commitments involving a variety of matters, including laws and regulations relating to the environment. Some of these matters are discussed below. For matters for which we have not recorded a liability, we are unable to estimate a range of possible loss because the issues involved have not been fully developed through pleadings, discovery or court proceedings. However, the ultimate resolution of some of these contingencies could, individually or in the aggregate, be material.

Environmental Matters

We are subject to federal, state, local and foreign laws and regulations relating to the environment. These laws generally provide for control of pollutants released into the environment and require responsible parties to undertake remediation of hazardous waste disposal sites and certain other locations including presently or formerly owned or operated retail marketing sites. Penalties may be imposed for noncompliance.

Accrued liabilities for remediation totaled $364 million and $355 million at September 30, 2026 and December 31, 2025, respectively. It is not presently possible to estimate the ultimate amount of all remediation costs that might be incurred or the penalties, if any, that may be imposed. Receivables for recoverable costs from certain states, under programs to assist companies in clean-up efforts related to underground storage tanks at presently or formerly owned or operated retail marketing sites, were $3 million and $4 million at September 30, 2026 and December 31, 2025, respectively.

We are involved in environmental enforcement matters arising in the ordinary course of business. While the outcome and impact on us cannot be predicted with certainty, management believes the resolution of these environmental matters will not, individually or collectively, have a material adverse effect on our consolidated results of operations, financial position or cash flows.

Climate Change Litigation

Governmental and other entities in various states have filed climate-related lawsuits against a number of energy companies, including MPC. Although each suit is separate and unique, the lawsuits generally allege defendants made knowing misrepresentations about knowingly concealing or failing to warn of the impacts of their petroleum products which led to increased demand and worsened climate change. Plaintiffs are seeking unspecified damages and abatement under various tort theories, as well as breaches of consumer protection and unfair trade statutes. We are currently subject to such a proceeding in

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Delaware. The pending case is: Delaware ex rel. Jennings v. BP America Inc., et al., (Del. Super. Ct.) (date instituted September 10, 2020).

Similar lawsuits may be filed in other jurisdictions. At this early stage, the ultimate outcome of these matters remains uncertain, and neither the likelihood of an unfavorable outcome nor the ultimate liability, if any, can be determined.

Other Legal Proceedings

Tesoro High Plains Pipeline

In July 2020, Tesoro High Plains Pipeline Company, LLC (“THPP”), a subsidiary of MPLX, received a Notification of Trespass Determination from the Bureau of Indian Affairs (“BIA”) relating to a portion of the Tesoro High Plains Pipeline. The notification demanded the immediate cessation of pipeline operations and assessed trespass damages of approximately $187 million. After subsequent appeal proceedings and in compliance with a new order issued by the BIA, THPP paid approximately $4 million in assessed trespass damages and ceased use of the portion of the pipeline that crosses the property at issue. In March 2021, the BIA issued an order purporting to vacate the BIA’s prior orders related to THPP’s alleged trespass and directed the Regional Director of the BIA to reconsider the issue of THPP’s alleged trespass and issue a new order. In April 2021, THPP filed a lawsuit in the District of North Dakota against the United States of America, the U.S. Department of the Interior and the BIA challenging the March 2021 order purporting to vacate all previous orders related to THPP’s alleged trespass. The case is proceeding on the merits of THPP’s challenge to the March 2021 order purporting to vacate all previous orders related to THPP’s alleged trespass.

We are also a party to a number of other lawsuits and other proceedings arising in the ordinary course of business. While the ultimate outcome and impact to us cannot be predicted with certainty, we believe that the resolution of these other lawsuits and proceedings will not, individually or collectively, have a material adverse effect on our consolidated financial position, results of operations or cash flows.

Guarantees

We have provided certain guarantees, direct and indirect, of the indebtedness of other companies. Under the terms of most of these guarantee arrangements, we would be required to perform should the guaranteed party fail to fulfill its obligations under the specified arrangements. In addition to these financial guarantees, we also have various performance guarantees related to specific agreements.

Guarantees related to indebtedness of equity method investees

LOOP and LOCAP

MPC and MPLX hold interests in an offshore oil port, LOOP, and MPLX holds an interest in a crude oil pipeline system, LOCAP. Both LOOP and LOCAP have secured various project financings with throughput and deficiency agreements. Under the agreements, MPC, as a shipper, is required to advance funds if the investees are unable to service their debt. Any such advances are considered prepayments of future transportation charges. The duration of the agreements varies but tends to follow the terms of the underlying debt, which extend through 2040. Our maximum potential undiscounted payments under these agreements for the debt principal totaled $210 million as of September 30, 2026.

Other guarantees

We have entered into other guarantees with maximum potential undiscounted payments totaling $179 million as of September 30, 2026, which primarily consist of a commitment to contribute cash to an equity method investee to satisfy its debt obligations upon the vacatur of an easement resulting in the shutdown of a pipeline, a commitment to contribute cash to an equity method investee for certain catastrophic events in lieu of procuring insurance coverage, a commitment to pay a termination fee on a supply agreement if terminated during the initial term, a commitment to fund a share of the bonds issued by a government entity for construction of public utilities in the event that other industrial users of the facility default on their utility payments and leases of assets containing general lease indemnities and guaranteed residual values.

Contractual Commitments and Contingencies

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Announced Divestiture of St. Paul Park and Mandan Refineries

On November 2, 2026, we entered into a definitive agreement to divest our St. Paul Park, Minnesota and Mandan, North Dakota refineries and related midstream assets for $4.2 billion in cash, subject to working capital, inventory and other closing adjustments. The carrying value of the associated net assets was $1.8 billion as of September 30, 2026 and reported within the Refining & Marketing and Midstream segments. The transaction is expected to close in the fourth quarter of 2026, pending satisfaction of customary closing conditions and regulatory approvals.

Additional $5.0 billion Share Repurchase Authorization

On November 3, 2026, we announced that our board of directors approved an additional $5.0 billion share repurchase authorization. The authorization has no expiration date. We may utilize various methods to effect the repurchases, which could include open market repurchases, negotiated block transactions, accelerated share repurchases, tender offers or open market solicitations for shares, some of which may be effected through Rule 10b5-1 plans. The timing of repurchases will depend upon several factors, including market and business conditions, and repurchases may be suspended, discontinued or restarted at any time.

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ATTACHMENTS / EXHIBITS

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XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT

XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT

XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT

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