0001510295-23-000012 Sample Contracts

MPLX LP PHANTOM UNIT AWARD AGREEMENT SENIOR LEADERS (CEO, DESIGNATED POSITIONS & EXECUTIVE RESOURCES)
Phantom Unit Award Agreement • February 23rd, 2023 • Marathon Petroleum Corp • Petroleum refining

As evidenced by this Award Agreement and under the MPLX LP 2018 Incentive Compensation Plan, as amended (the “Plan”), MPLX GP LLC, a Delaware limited liability company (the “Company”), the general partner of MPLX LP, a Delaware limited partnership (the “Partnership”) has granted to {Participant Name} (the “Participant”), an Employee and/or Officer of the Company, Partnership or an Affiliate, on {Grant Date} (the “Grant Date”), {Number of Awards Granted} Phantom Units (the “Award”), with each Phantom Unit representing the right to receive a Unit of the Partnership, subject to the terms and conditions in the Plan and this Award Agreement. The number of Phantom Units awarded is subject to adjustment as provided in the Plan, and the Phantom Units hereby granted are also subject to the following terms and conditions:

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MARATHON PETROLEUM CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENT SENIOR LEADERS (CEO, DESIGNATED POSITIONS & EXECUTIVE RESOURCES) (3-Year Pro Rata Vesting)
Restricted Stock Unit Award Agreement • February 23rd, 2023 • Marathon Petroleum Corp • Petroleum refining

As evidenced by this Award Agreement and under the Marathon Petroleum Corporation 2021 Incentive Compensation Plan (the “Plan”), Marathon Petroleum Corporation (the “Company”) has granted to {Participant Name} (the “Participant”), an employee of the Company or a Subsidiary, on {Grant Date} (the “Grant Date”), {Number of Awards Granted} Restricted Stock Units (the “Restricted Stock Unit Award” or “Award”). The number of Restricted Stock Units awarded is subject to adjustment as provided in the Plan, and the Restricted Stock Units are subject to the following terms and conditions:

MARATHON PETROLEUM CORPORATION PERFORMANCE SHARE UNIT AWARD AGREEMENT SENIOR LEADERS (CEO, DESIGNATED POSITIONS & EXECUTIVE RESOURCES)
Award Agreement • February 23rd, 2023 • Marathon Petroleum Corp • Petroleum refining

As evidenced by this Award Agreement and under the Marathon Petroleum Corporation 2021 Incentive Compensation Plan (the “Plan”), Marathon Petroleum Corporation (the “Company”) has granted to {Participant Name} (the “Participant”), an employee of the Company or a Subsidiary, on {Grant Date} (the “Grant Date”), {Number of Awards Granted} Performance Share Units (the “Performance Award” or “Award”), conditioned on the Company’s TSR ranking relative to the Peer Group for the Performance Period as established by the Compensation and Organization Development Committee of the Board of Directors of the Company (which is the “Committee” as defined in the Plan), and as set forth herein. This Performance Award is subject to the following terms and conditions:

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