0001510295-14-000009 Sample Contracts

MARATHON PETROLEUM CORPORATION PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • May 5th, 2014 • Marathon Petroleum Corp • Petroleum refining

Pursuant to this Award Agreement and the Marathon Petroleum Corporation 2012 Incentive Compensation Plan (the “Plan”), MARATHON PETROLEUM CORPORATION (the “Corporation”) hereby grants to [NAME] (the “Participant”), an employee of the Corporation or a Subsidiary, on [DATE] (the “Grant Date”), [NUMBER] performance units (“Performance Units”), conditioned upon the Corporation’s TSR ranking relative the Peer Group for the Performance Cycle as established by the Compensation Committee of the Board of Directors of the Corporation (the “Committee”), and as set forth herein. The Performance Units are subject to the following terms and conditions:

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