UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
x | ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Fiscal Year Ended December 31, 2011
OR
¨ | TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File No. 001-35054
A. | Full title of the plan and the address of the plan, if different from that of the issuer named below: |
MARATHON PETROLEUM THRIFT PLAN
B. | Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
Marathon Petroleum Corporation
539 South Main Street
Findlay, Ohio 45840
Marathon Petroleum
Thrift Plan
Financial Statements and Supplemental Schedule
July 1, 2011 (Date of Inception)
to December 31, 2011
Thrift Plan
Index
December 31, 2011
Page(s) | ||||
1 | ||||
Financial Statements: |
||||
Statement of Net Assets Available for Benefits December 31, 2011 |
2 | |||
3 | ||||
4-14 | ||||
Supplemental Schedule: |
||||
Schedule H, Line 4i Schedule of Assets (Held at End of Year) |
15-31 | |||
Note: Other schedules required by Section 2520.10310 of the Department of Labors Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable. |
||||
32 | ||||
33 |
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator of
Marathon Petroleum Thrift Plan
We have audited the accompanying statement of net assets available for benefits of the Marathon Petroleum Thrift Plan (the Plan) as of December 31, 2011, and the related statement of changes in net assets available for benefits for the period from July 1, 2011 (Date of Inception) to December 31, 2011. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2011, and the changes in net assets available for benefits for the period from July 1, 2011 (Date of Inception) to December 31, 2011 in conformity with accounting principles generally accepted in the United States of America.
Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the table of contents is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plans management. Such information has been subjected to the auditing procedures applied in our audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ McConnell & Jones LLP
Houston, Texas
June 25, 2012
1
Thrift Plan
Statement of Net Assets Available for Benefits
December 31, 2011
2011 | ||||
Assets |
||||
Investments, at fair value |
$ | 1,398,627,652 | ||
Receivables: |
||||
Notes receivable from participants |
34,538,363 | |||
Other |
1,025,205 | |||
|
|
|||
35,563,568 | ||||
|
|
|||
Net Assets, at fair value |
1,434,191,220 | |||
Adjustment from fair value to contract for fully benefit-responsive investment contracts |
(15,335,861 | ) | ||
|
|
|||
Net Assets Available for Benefits |
$ | 1,418,855,359 | ||
|
|
The accompanying notes are an integral part of these financial statements.
2
Thrift Plan
Statement of Changes in Net Assets Available for Benefits
Period from July 1, 2011 (Date of Inception) to December 31, 2011
Additions: |
||||
Additions to net assets attributed to: |
||||
Investment income (loss): |
||||
Interest |
$ | 4,240,446 | ||
Dividends |
17,780,729 | |||
|
|
|||
22,021,175 | ||||
|
|
|||
Interest income from notes receivable from participants |
625,472 | |||
Contributions: |
||||
Participants |
29,611,115 | |||
Employer |
19,178,328 | |||
Rollovers and direct plan transfers |
8,225,567 | |||
|
|
|||
57,015,010 | ||||
|
|
|||
Total additions |
79,661,657 | |||
|
|
|||
Deductions: |
||||
Deductions from net assets attributed to: |
||||
Net depreciation in fair value of investments |
105,763,042 | |||
Benefits paid to participants |
67,669,279 | |||
|
|
|||
Total deductions |
173,432,321 | |||
|
|
|||
Net Decrease before Transfer into the Plan |
(93,770,664 | ) | ||
Transfer into the Plan |
1,512,626,023 | |||
Net Increase |
1,418,855,359 | |||
Net assets available for benefits: |
||||
Beginning of year |
0 | |||
|
|
|||
End of year |
$ | 1,418,855,359 | ||
|
|
The accompanying notes are an integral part of these financial statements.
3
Thrift Plan
Notes to Financial Statements
December 31, 2011
1. | Description of Plan |
The following brief description of the Marathon Petroleum Thrift Plan (the Plan) provides only general information. Participants should refer to the Summary Plan Description or the Plan Document for a more complete description of the Plans provisions.
General
The Plan is a defined contribution thrift savings plan. The Plan covers substantially all regular and casual employees of (1) Marathon Petroleum Company LP (the Company), which is a wholly owned subsidiary of Marathon Petroleum Corporation, and (2) employees participating in the Retirement Plan of the Company, (excluding employees of Speedway LLC, which is a separate wholly owned subsidiary of Marathon Petroleum Corporation). In order to participate in the Plan, employees must have one year of vesting service and be 21 years of age or older. An eligible employee may participate in the Plan by making contributions to the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.
The Plan was created effective July 1, 2011 contingent upon the issuance of a favorable determination letter from the Internal Revenue Service as discussed in Note 10, as a spin-off of the Marathon Oil Company Thrift Plan. As a part of the spin-off agreement, the Marathon Oil Company Thrift Plan provided a transfer of assets to the Plan representing the account balances of the participants transferring to the Plan. This transfer into the Plan is shown in the Statement of Changes in Net Assets Available for Benefits.
Contributions
Participants may elect to make contributions from 1 percent to a maximum of 18 percent of their gross pay consisting of after-tax contributions, or 1 percent to a maximum of 25 percent of their gross pay consisting of pre-tax contributions, Roth 401(k) contributions, or a combination of both. In addition, catch-up contributions and Roth 401(k) catch-up contributions are allowed under the Plan, which allow for additional contributions for participants who have attained age 50 before the close of the Plan year as permitted under the Internal Revenue Code (the Code). An active participant may make any combination of after-tax, pre-tax, and Roth 401(k) payroll contributions provided that the participant does not exceed the maximums permitted under the Code or the limits set forth in the Plan document.
The contributions of highly compensated employees are subject to additional limitations pursuant to the provisions of Code Sections 401(k) and 401(m). Compensation of a participant taken into account under the Plan is limited to $245,000 for 2011, as provided in Code Section 401(a)(17).
Participants may also make rollover contributions or direct-plan transfer contributions of qualified distributions from the qualified plans of the Company, its subsidiaries, its affiliates, and any other qualified plans or individual retirement accounts (IRA) upon specific authorization and subject to such terms and conditions as set forth by the Plan administrator.
4
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
To the extent that the Company had accumulated earnings and profits, the Company matched on a dollar for dollar basis each participants after-tax, Roth 401(k), or pre-tax contributions to the Plan up to an aggregate of 7 percent of each participants gross pay during the period July 1, 2011 through December 31, 2011.
Valuation of Participant Accounts
Each participants account is credited with the participants contribution and allocations of (a) the Companys contributions and (b) Plan earnings (losses) based on the participants relative investment holdings. The benefit to which a participant is entitled is the benefit that can be provided from the participants vested account.
Vesting
Participants are fully and immediately vested in their contributions plus actual earnings thereon. Participants become fully vested in the Company contributions, plus actual earnings thereon, upon the earliest of the following: upon retirement under the Retirement Plan of the Company as then in effect; at death; after three years of service with the Company or a participating employer; upon attainment of age 65; or upon the termination or partial termination of the Plan.
Participant Loans
Participants may borrow from their fund accounts a minimum of $500 up to a maximum equal to the lesser of $50,000 or 50 percent of their vested account balance. The loans are collateralized by the balance in the participants account and bear interest rates that currently range from 3.25 percent to 9.50 percent, determined in accordance with Plan provisions and include loans transferred in from the Marathon Oil Company Thrift Plan. Principal and interest is paid ratably through payroll deductions for active employees and through automatic electronic loan repayments for participants not receiving pay and retirees.
Payment of Benefits
On termination of service, unless a participant elects otherwise or as required by the Code, a participant will receive a lump-sum amount equal to the value of the participants vested interest in his or her account. In general, the participant alternatively may elect to defer the commencement of benefits until a date no later than the April 1 immediately following the calendar year in which such participant attains age 70-1/2. In accordance with the provisions of the Code, mandatory distributions greater than $1,000 require automatic rollover to an IRA for participants who fail to make an active election otherwise available under the Plan. A retired member or a spouse beneficiary member may withdraw, during any year, all or any portion of the remaining balance in his or her account, provided that no withdrawal of less than $500 be made, unless it constitutes the entire remaining balance. Such withdrawals are limited to a maximum of four in a Plan year. An installment settlement option is available to retired participants, active participants (currently employed) who are at least age 70-1/2 and spouse beneficiary participants. A participant may elect to receive his or her benefit on an installment basis with a minimum of three annual installments and the maximum number of annual installments equal to the remaining actuarial life expectancy of the participant at the time of commencement of benefits. Each participant shall designate a beneficiary or beneficiaries to receive his or her Plan benefit upon the participants death. Active participants or participants with accounts in suspense are eligible to withdraw a portion of their after-tax, rollover or vested Company matching amounts subject to the provisions of the Plan.
5
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
Forfeitures
Non-vested participants whose services with the Company have been terminated will forfeit their entire Company-matching contribution and earnings thereon when either of the following takes place: (1) they remove their participant contributions from the Plan, or (2) they do not regain employment within five years of termination. Company contributions and earnings thereon are eligible for reinstatement, should a member be rehired prior to the limitation indicated under the Plan. Total forfeitures of zero dollars for the period July 1, 2011 to December 31, 2011 were used to reduce employer matching contributions made to the Plan. As of December 31, 2011, forfeited non-vested accounts totaled $17,054.
Investment Options
Upon enrollment in the Plan, a participant may direct employee contributions in any of the funds which are made available through the Plan.
2. | Summary of Significant Accounting Policies |
Basis of Accounting
The financial statements of the Plan are prepared under the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
Investment Valuation and Income Recognition
Investments are reported at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. See Note 4 for discussion of fair value measurements.
Investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. The statement of net assets available for benefits presents the fair value of the investment contracts as well as the adjustment of the fully benefit-responsive investment contracts from fair value to contract value. The statement of changes in net assets available for benefits is prepared on a contract value basis.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation includes gains and losses on investments bought and sold as well as held during the year.
6
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
Payment of Benefits
Benefits are recorded when paid.
Notes Receivable from Participants
Notes receivable from participants represent loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. No allowance for credit losses has been recorded as of December 31, 2011. Delinquent notes receivable from participants are recorded as a distribution based upon the terms of the plan document.
Administration of Plan Assets
All costs, expenses, and fees incurred in administering the Plan, to the extent not paid by the Company, are incurred by the participants. Fees or charges for investment management services are not paid by the Company but are borne by the participants electing such services. Any taxes applicable to the participants account are charged or credited to the participants account by Fidelity Management Trust Company (Fidelity, or the Trustee).
The Stable Value Fund (the Fund) is managed by Fidelity Management Trust Company (FMTC) pursuant to a trust agreement. Any fees charged by FMTC are deducted from the interest earned by Plan members in the Fund. The total amount of fees charged for 2011 in connection with the Fund was $378,035.
3. | Accounting Standards Update |
In May 2011, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2011-04, Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. This ASU requirement is, for Level 3 fair value measurements, to disclose quantitative information about unobservable inputs used, a description of the valuation processes used, and a qualitative discussion about the sensitivities of the measurements. The guidance is effective for interim and annual periods beginning after December 15, 2011. Because the Plan does not have Level 3 activity, we do not expect the adoption of this ASU to have a material impact on the Plans financial statements.
4. | Fair Value Measurements |
The fair value measurement accounting literature establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. There are three approaches for measuring the fair value of assets and liabilities: the market approach, the income approach and the cost approach, each of which includes multiple valuation techniques. This hierarchy consists of three broad levels:
| Level 1 inputs consist of unadjusted quoted prices in active markets for identical assets and liabilities. These inputs have the highest priority; |
7
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
| Level 2 inputs consist of observable market-based inputs or unobservable inputs that are corroborated by market data, and are either directly or indirectly observable as of the measurements date; |
| Level 3 inputs are unobservable inputs that are not corroborated by market data and may be used with internally developed methodologies that result in managements best estimate of fair value. These inputs have the lowest priority. |
The Plans investments are reported at fair value in the accompanying statement of net assets available for benefit. The methods used to measure fair value may produce an amount that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. The following provides a description of the valuation techniques employed for each major plan asset category at December 31, 2011.
Interest-bearing cash Interest-bearing cash includes cash on deposit and investments in money market mutual funds that invests mainly in short-term instruments and cash, both of which are valued using a market approach and are considered Level 1 in the fair value hierarchy. The money market mutual funds are valued at the net asset value (NAV) of shares held.
Common stock Investments in common stocks are valued using a market approach at the closing price reported in an active market and is therefore considered Level 1.
Mutual funds Investments in mutual funds are valued using a market approach at the NAV of shares held. The NAV is generally based on prices from a public exchange, which is normally the principal market on which a significant portion of the underlying investments are traded, and is considered Level 1.
Common Collective Trusts (CCTs) Investment in CCTs are valued using a market approach at the NAV of units held, but investment opportunities in such funds are limited to institutional investors on behalf of defined contribution plans. A significant portion of the underlying investments are mainly publicly traded. This investment is considered Level 2.
The majority of the CCTs are Pyramis Core Lifecycle (2000, 2005, 2010, 2015, 2020, 2025, 2030, 2035, 2040, 2045, and 2050) Commingled Pools. These pools seek active return until the pools targeted retirement year. Thereafter, the pools objective will be capital preservation. These pools invest in a diversified portfolio of equity, fixed income, and/or short-term products. The underlying pools may use futures, options, swaps, and exchange traded funds to remain fully invested, while being able to respond to participant cash flows and to take advantage of changes in interest rates and other factors affecting value. Each pools target asset allocation percentages will become more conservative over time by reducing allocation to equity and increasing allocations to fixed income and /or short-term products. Each pools retirement date target allocation will be approximately 50 percent equity index, 40 percent fixed income index and 10 percent short term. There are no redemption restrictions on these CCTs.
8
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
The remaining CCT is the Fidelity US Equity Index Fund. The funds objective is to seek a return that corresponds to the total return performance of common stock publicly traded in the United States. Under normal conditions, 90 percent of the fund will be invested in securities of companies which compose the S&P 500 Index. The remaining portion of the funds assets may be in stock index futures and options and collective investment vehicles or shares of investment companies that are managed by the Trustee or its affiliates. There are currently no redemption restrictions on this CCT.
Synthetic Investment Contracts (SICs) A fund which primarily invests in several investment contracts issued by insurance companies and other approved financial institutions, and other short-term investments. The Fund is valued using a market and cost approach as described in Note 6. This investment with exception of cash and equivalent investments is considered Level 2.
The following table sets forth by level, within the fair value hierarchy, the Plans assets at fair value:
Assets at Fair Value as of December 31, 2011 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Mutual funds: |
||||||||||||||||
Blend |
$ | 232,162,672 | 232,162,672 | |||||||||||||
Growth |
158,521,000 | 158,521,000 | ||||||||||||||
International-Stk |
30,174,084 | 30,174,084 | ||||||||||||||
Other* |
91,402,736 | 91,402,736 | ||||||||||||||
Taxable Bond |
119,149,222 | 119,149,222 | ||||||||||||||
Value |
53,629,244 | 53,629,244 | ||||||||||||||
Interest-bearing cash** |
26,001,633 | 26,001,633 | ||||||||||||||
Common/collective trusts |
96,144,394 | 96,144,394 | ||||||||||||||
MPC common stock |
88,826,627 | 88,826,627 | ||||||||||||||
MOC common stock |
87,669,543 | 87,669,543 | ||||||||||||||
Other - SICs |
86,574,610 | 328,371,887 | 414,946,497 | |||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total assets at fair value |
$ | 974,111,371 | $ | 424,516,281 | $ | 0 | $ | 1,398,627,652 | ||||||||
|
|
|
|
|
|
|
|
* | Includes BrokerageLink investments |
** | Includes money market funds |
9
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
5. | Investments |
The following presents individual investments that represent 5 percent or more of the Plans net assets available for benefits at:
December 31, 2011 |
||||
Interest-Bearing Cash-Fidelity Institutional Cash Portfolios |
$ | 85,038,543 | ||
Natixis Financial Products Wrapper Contract 1706-01* |
97,904,386 | |||
State Street Bank & Trust Company Boston 111013* |
97,912,200 | |||
Marathon Oil Corporation Common Stock |
87,669,543 | |||
Marathon Petroleum Company Common Stock |
88,826,627 | |||
Chase Manhattan Bank Wrapper Contract MARAPETRO-7-11* |
132,555,301 |
* | SICs are investments included in the Fund compromised of underlying assets and wrapper contracts (used as liquidity guarantees). |
During 2011, the Plans investments (including gains and losses on investments bought and sold, as well as held during the year) depreciated in value by $105,763,042 as follows:
Mutual funds |
$ | (76,819,621 | ) | |
Common/Collective Trusts |
(6,505,915 | ) | ||
MOC Common stock |
(8,872,998 | ) | ||
MPC Common stock |
(13,564,508 | ) | ||
|
|
|||
$ | (105,763,042 | ) | ||
|
|
6. | Stable Value Fund |
The Funds investment objective is to seek the preservation of capital and to provide a level of interest income that is consistent with capital preservation. The Fund invests in benefit-responsive investment contracts issued by insurance companies and other financial institutions (wrap contracts), fixed income securities, and cash equivalents (e.g., money market funds). The Fund comprised approximately 23 percent of total Plan investments at December 31, 2011.
10
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
At December 31, 2011 the Plan held SICs of $313,036,026 recorded at contract value. A SIC is comprised of two components, an underlying asset and a wrapper contract. The wrapper contract guarantees the SICs value. The underlying asset is valued at representative quoted market prices. Contract value represents contributions made to the fund, plus earnings, less withdrawals and transfers from the Fund and administrative expenses. Ordinarily, participants may direct the withdrawal or transfer of all or a portion of their investment in the fund at contract value. The fair values of the SICs held within the Fund are determined based on the market values of the contracts underlying securities plus any accrued income.
The following presents the fair value, adjustment to contract value, and the major credit rating of each individual wrap contract held within the Fund at December 31, 2011:
December 31, 2011 | Fair Value | Adjustment to Contract Value |
S&P* Credit Rating |
|||||||||
Natixis Financial Products Wrapper Contract 1706-01 |
$ | 97,904,386 | $ | (4,572,401 | ) | A+ | ||||||
State Street Bank & Trust Boston Wrapper Contract 111013 |
97,912,200 | (4,572,766 | ) | AA- | ||||||||
Chase Manhattan Bank Wrapper Contract MARAPETRO-7-11 |
132,555,301 | (6,190,694 | ) | A+ | ||||||||
|
|
|
|
|||||||||
$ | 328,371,887 | $ | (15,335,861 | ) | ||||||||
|
|
|
|
* | Standard and Poors |
Wrap contracts are fair valued using a replacement cost methodology. If the fee to replace a particular wrap contract is the same as the current fee, the value of the wrap contract is zero. If the fee is different, a calculation is performed using the revised fee (i.e., the fair value of the wrap is equal to the present value of the difference between the current fee and the replacement fee).
The remaining assets of $86,574,610 held by the Fund at December 31, 2011 are invested in cash equivalents, for which the stated cost approximates fair value.
The Funds average yield for 2011 was 2.15 percent. The Funds crediting rate at December 31, 2011 was 2.19 percent. Wrap contracts use a crediting rate formula to convert market value changes in the underlying assets into income distributions in order to minimize the difference between the market value and contract value of the underlying assets over time. Using the crediting rate formula, an estimated future market value is calculated by compounding the current market value at the current yield to maturity for a period equal to the duration of the wrapped assets. The crediting rate may be affected by many factors, including purchases and redemptions by participants, but the precise impact depends on whether the market value of the underlying assets is higher or lower than the contract value of those assets. Crediting rates are typically reset, if needed, on a monthly basis. The wrap contracts provide a guarantee that the crediting rate will not fall below zero percent.
11
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
A wrap issuer may terminate a wrap contract at any time. In the event that the market value of the Funds covered assets is below its contract value at the time of such termination, FMTC may elect to keep the wrap contract in place until such time as the market value of the Funds covered assets is equal to its contract value (normally an amount of time roughly equal to the duration of the underlying assets at notification date). A wrap issuer may also terminate a wrap contract if FMTCs investment management authority over the Fund is limited or terminated as well as if the certain terms of the wrap contract fail to be met. In addition, wrap contracts limit the ability of the Fund to transact at contract value upon the occurrence of certain events (including but not limited to, the complete or partial termination of the plan, group layoffs, early retirement programs, the Plans failure to qualify under Section 401(a) or Section 401(k) of the Code). However, the Plan administrator believes the occurrence of these types of events is not probable at this time.
7. | Reconciliation of Financial Statements to Form 5500 |
The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500 at December 31, 2011:
Net assets available per the financial statements |
$ | 1,418,855,359 | ||
Adjustment from fair value to contract for fully benefit-responsive investment contracts |
15,335,861 | |||
|
|
|||
Net assets available for benefits per the Form 5500 |
$ | 1,434,191,220 | ||
|
|
The following is a reconciliation of the changes in net assets available for benefits per the financial statements to the Form 5500 for the period from July 1, 2011 to December 31, 2011:
2011 | ||||
Increase in net assets available for benefits per the financial statements |
$ | 1,418,855,359 | ||
Adjustment from fair value to contract value for benefit-responsive investment contracts |
||||
Current year adjustment |
15,335,861 | |||
|
|
|||
Increase in net assets available for benefits per Form 5500 |
$ | 1,434,191,220 | ||
|
|
12
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
8. | Party-in-Interest Transactions |
Transactions involving shares of Marathon Petroleum Corporation common stock are performed by the trustee on the open market, unless otherwise directed by the Company, in which case, shares may be bought or sold directly from Marathon Petroleum Corporation. During 2011, all shares of Marathon Petroleum Corporation stock were purchased on the open market.
Certain Plan investments are shares of mutual funds managed by Fidelity. Fidelity is the trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest.
9. | Plan Termination |
Although it has not expressed any interest to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100 percent vested in their accounts.
10. | Tax Status |
The Plan was established effective as of July 1, 2011 in connection with the spin-off of the Companys corporate parent, Marathon Petroleum Corporation, from its former parent company, Marathon Oil Corporation. The Plan was established as a mirror plan of the plan sponsored by Marathon Oil Corporation which covered the Companys employees prior to the spin-off. With respect to the prior plan from which the Plan was mirrored, the Internal Revenue Service (IRS) had determined by letter dated May 7, 2003, that the prior plan met the requirements of Code Section 401(a), and was therefore a qualified plan not subject to tax under present income tax law. The Plan has not yet received its own determination letter. However, the Plan administrator and the Plans tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code and is therefore a tax qualified plan. It is the intent of the sponsor Company to seek an IRS determination letter on the Plan within its current IRS prescribed determination letter cycle.
GAAP requires Plan management to evaluate uncertain tax positions taken by the Plan and to recognize a tax liability (or asset) when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2011 there were no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.
13
Marathon Petroleum
Thrift Plan
Notes to Financial Statements
December 31, 2011
11. | Risks and Uncertainties |
The Plan provides for various investment options. These investments are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is possible that changes in the near or long term could materially affect participants account balances and the amounts reported in the statement of net assets available for benefits and the statement of changes in net assets available for benefits.
14
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment | Current Value |
||||||
* |
Marathon Petroleum Corporation | Marathon Common Stock - 2,668,268 shares | $ | 88,826,627 | ||||
* |
Marathon Oil Corporation | Marathon Common Stock - 2,995,201 shares | 87,669,543 | |||||
Investment Trust Shares | ||||||||
* |
Fidelity Select Consumer Staples | Investment Company - 11,305 shares | $ | 807,873 | ||||
* |
Fidelity Ginnie Mae Fund | Investment Company - 21,651 shares | 256,349 | |||||
* |
Fidelity Investment Grade Bond Fund | Investment Company - 65,105 shares | 502,613 | |||||
* |
Fidelity Select Software | Investment Company - 3,476 shares | 269,720 | |||||
* |
Fidelity Intermediate Bond Fund | Investment Company - 169,325 shares | 1,842,252 | |||||
* |
Fidelity Capital & Income Fund | Investment Company - 208,673 shares | 1,809,193 | |||||
* |
Fidelity Select Gold | Investment Company - 49,809 shares | 2,103,413 | |||||
* |
Fidelity Select Biotechnology | Investment Company - 5,283 shares | 454,900 | |||||
* |
Fidelity Select Energy Service | Investment Company - 18,486 shares | 1,202,122 | |||||
* |
Fidelity Government Income Fund | Investment Company - 1,588,319 shares | 17,106,196 | |||||
* |
Fidelity Cash Reserves | Investment Company - 722,186 shares | 722,186 | |||||
* |
Fidelity Select Energy | Investment Company - 64,006 shares | 3,158,054 | |||||
* |
Fidelity Select Leisure | Investment Company - 1,663 shares | 160,299 | |||||
* |
Fidelity Select Healthcare | Investment Company - 6,614 shares | 809,249 | |||||
* |
Fidelity Select Technology | Investment Company - 7,231 shares | 625,253 | |||||
* |
Fidelity Select Financial Services | Investment Company - 7,430 shares | 363,399 | |||||
* |
Fidelity Select Defense & Aerospace | Investment Company - 17,803 shares | 1,387,926 | |||||
* |
Fidelity Select Brokerage | Investment Company - 3,065 shares | 122,474 | |||||
* |
Fidelity Select Chemicals | Investment Company - 11,675 shares | 1,110,889 | |||||
* |
Fidelity Europe | Investment Company - 3,480 shares | 88,645 | |||||
* |
Fidelity Pacific Basin Fund | Investment Company - 9,050 shares | 194,040 | |||||
* |
Fidelity Real Estate Investment | Investment Company - 59,927 shares | 1,655,171 | |||||
* |
Fidelity Convertible Securities Fund | Investment Company - 30,182 shares | 689,051 | |||||
* |
Fidelity Canada | Investment Company - 104,942 shares | 5,261,770 | |||||
* |
Fidelity Asset Manager 50% | Investment Company - 149,767 shares | 2,249,499 | |||||
* |
Fidelity Worldwide Fund | Investment Company - 9,997 shares | 173,340 |
15
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment | Current Value |
||||||
* | Fidelity Asset Manager 70% | Investment Company - 194,222 shares | $ | 2,998,784 | ||||
* | Fidelity Asset Manager 20% | Investment Company - 69,400 shares | 883,462 | |||||
* | Fidelity New Markets Income Fund | Investment Company - 89,251 shares | 1,412,849 | |||||
* | Fidelity Global Balanced Fund | Investment Company - 12,255 shares | 262,492 | |||||
* | Fidelity Stock Selector Small Cap | Investment Company - 18,154 shares | 327,322 | |||||
* | Fidelity Large Cap Stock Fund | Investment Company - 7,618 shares | 130,645 | |||||
* | Fidelity Small Cap Stock Fund | Investment Company - 60,403 shares | 999,071 | |||||
* | Fidelity Europe Capital Appreciation Fund | Investment Company - 5,112 shares | 79,024 | |||||
* | Fidelity Nordic Fund | Investment Company - 16,045 shares | 429,355 | |||||
* | Fidelity Latin America Fund | Investment Company - 95,868 shares | 4,687,923 | |||||
* | Fidelity Emerging Asia Fund | Investment Company - 64,941 shares | 1,635,203 | |||||
* | Fidelity China Region Fund | Investment Company - 72,984 shares | 1,845,756 | |||||
* | Fidelity Select Medical Equipment & Systems | Investment Company - 41,169 shares | 1,037,467 | |||||
* | Fidelity Four-In-One Index Fund | Investment Company - 7,697 shares | 199,885 | |||||
* | Fidelity Strategic Income Fund | Investment Company - 196,460 shares | 2,123,733 | |||||
* | Fidelity Intermediate Govt Income Fund | Investment Company - 40,181 shares | 440,788 | |||||
* | Fidelity High Income Fund | Investment Company - 65,639 shares | 567,118 | |||||
* | Fidelity Fifty | Investment Company - 17,110 shares | 298,401 | |||||
* | Fidelity Select Medical Delivery | Investment Company - 8,524 shares | 466,773 | |||||
* | Fidelity Select Banking | Investment Company - 18,530 shares | 295,927 | |||||
* | Fidelity Select Materials | Investment Company - 6,800 shares | 417,615 | |||||
* | Fidelity Select Natural Gas | Investment Company - 63,420 shares | 1,929,247 | |||||
* | Fidelity Select Natural Resources | Investment Company - 46,366 shares | 1,450,791 | |||||
* | Fidelity Retirement Money Market | Investment Company -710,309 shares | 710,309 | |||||
* | Fidelity Retirement Govt. Money Market | Investment Company - 16,958,065 shares | 16,958,065 | |||||
* | Fidelity Stock Selector Large Cap Value Fund | Investment Company - 31,036 shares | 319,365 | |||||
* | Fidelity Mid Cap Value Fund | Investment Company - 228,450 shares | 3,463,298 | |||||
* | Fidelity US Equity Index Fund | Investment Company - 11,873 shares | 531,421 | |||||
* | Fidelity Inflation-Protected Bond Fund | Investment Company - 11,999 shares | 153,348 |
16
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment | Current Value |
||||||
* | Fidelity Floating Rate High Income | Investment Company - 8,785 shares | $ | 84,684 | ||||
* | Fidelity Select Wireless | Investment Company - 125,993 shares | 913,448 | |||||
* | Fidelity Blue Chip Value | Investment Company - 12,677 shares | 123,983 | |||||
* | Fidelity International Real Estate Fund | Investment Company - 22,568 shares | 156,849 | |||||
* | Fidelity Small Cap Growth | Investment Company - 18,011 shares | 268,540 | |||||
Spartan Total Market Index Advtg | Investment Company - 48,985 shares | 1,769,346 | ||||||
Spartan Extended Market Index Advtg | Investment Company - 876,648 shares | 31,085,924 | ||||||
Spartan Intermediate Treasury Bond Inx Advtg | Investment Company - 25,673 shares | 297,289 | ||||||
* | Fidelity Growth Strategies K | Investment Company - 21,208 shares | 397,218 | |||||
PIMCO Total Return Institutional | Investment Company - 3,441,168 shares | 37,405,497 | ||||||
PIMCO Global Bond Unhedged | Investment Company - 16,482 shares | 165,806 | ||||||
PIMCO High Yield | Investment Company - 34,417 shares | 344,984 | ||||||
* | Fidelity Balanced K | Investment Company - 1,160,102 shares | 21,090,646 | |||||
* | Fidelity Blue Chip Growth K | Investment Company - 213,746 shares | 9,075,672 | |||||
* | Fidelity Capital Appreciation K | Investment Company - 34,841 shares | 858,483 | |||||
* | Fidelity Contrafund K | Investment Company - 819,048 shares | 55,212,032 | |||||
* | Fidelity Diversified International K | Investment Company - 202,795 shares | 5,167,217 | |||||
* | Fidelity Dividend Grade K | Investment Company - 31,417 shares | 812,447 | |||||
* | Fidelity Emerging Markets K | Investment Company - 80,260 shares | 1,643,735 | |||||
* | Fidelity Equity Income K | Investment Company - 23,808 shares | 983,046 | |||||
* | Fidelity Equity Dividend Income K | Investment Company - 465,538 shares | 8,095,699 | |||||
* | Fidelity Export and Multinational K | Investment Company - 42,233 shares | 872,540 | |||||
* | Fidelity Fund K | Investment Company - 71,917 shares | 2,239,508 | |||||
* | Fidelity Growth & Income K | Investment Company - 319,125 shares | 5,814,453 | |||||
* | Fidelity Growth Company K | Investment Company - 546,973 shares | 44,200,903 | |||||
* | Fidelity Growth Discovery K | Investment Company - 39,635 shares | 541,019 | |||||
* | Fidelity Independence K | Investment Company - 51,562 shares | 1,116,830 | |||||
* | Fidelity International Discovery K | Investment Company - 275,693 shares | 7,589,821 | |||||
* | Fidelity Leveraged Company Stock K | Investment Company - 164,604 shares | 4,134,856 |
17
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment | Current Value |
||||||
* | Fidelity Low Priced Stock K | Investment Company - 1,183,605 shares | $ | 42,254,692 | ||||
* | Fidelity Magellan K | Investment Company - 174,294 shares | 10,964,858 | |||||
* | Fidelity Mid Cap Stock K | Investment Company - 95,821 shares | 2,552,664 | |||||
* | Fidelity OTC K | Investment Company - 9,360 shares | 515,187 | |||||
* | Fidelity Overseas K | Investment Company - 11,271 shares | 297,677 | |||||
* | Fidelity Puritan K | Investment Company - 28,865 shares | 510,330 | |||||
* | Fidelity Value K | Investment Company - 73,781 shares | 4,685,065 | |||||
* | Fidelity Value Discovery K | Investment Company - 43,374 shares | 613,303 | |||||
Spartan US Bond Index Advtg | Investment Company - 48,561 shares | 572,044 | ||||||
Spartan 500 Index Institutional | Investment Company - 1,484,858 shares | 66,076,186 | ||||||
Spartan International Index Inst | Investment Company - 1,880,821 shares | 55,954,426 | ||||||
* | Pyramis Core Lifecycle 2055 Commingled | Investment Company - 6,422 shares | 58,763 | |||||
* | Pyramis Core Lifecycle 2000 Commingled | Investment Company - 235,530 shares | 2,465,995 | |||||
* | Pyramis Core Lifecycle 2005 Commingled | Investment Company - 83,830 shares | 867,638 | |||||
* | Pyramis Core Lifecycle 2010 Commingled | Investment Company - 448,506 shares | 4,682,401 | |||||
* | Pyramis Core Lifecycle 2015 Commingled | Investment Company - 1,071,234 shares | 10,980,146 | |||||
* | Pyramis Core Lifecycle 2020 Commingled | Investment Company - 1,897,819 shares | 18,503,735 | |||||
* | Pyramis Core Lifecycle 2025 Commingled | Investment Company - 1,549,202 shares | 14,887,833 | |||||
* | Pyramis Core Lifecycle 2030 Commingled | Investment Company - 1,441,449 shares | 13,117,185 | |||||
* | Pyramis Core Lifecycle 2035 Commingled | Investment Company - 976,356 shares | 8,767,680 | |||||
* | Pyramis Core Lifecycle 2040 Commingled | Investment Company - 1,036,930 shares | 9,145,718 | |||||
* | Pyramis Core Lifecycle 2045 Commingled | Investment Company - 734,629 shares | 6,450,047 | |||||
* | Pyramis Core Lifecycle 2050 Commingled | Investment Company - 659,609 shares | 5,685,833 | |||||
Allianz NFJ Small-Cap Value | Investment Company - 34,421 shares | 1,004,395 | ||||||
American Adv Large Cap Value Fund | Investment Company - 28,570 shares | 503,983 | ||||||
Morgan Stanley Emerging Markets | Investment Company - 23,276 shares | 505,790 | ||||||
Columbia Acorn International Z | Investment Company - 185,831 shares | 6,375,869 | ||||||
FPA Crescent Portfolio | Investment Company - 126,304 shares | 3,382,429 | ||||||
Rice, Hall, James Micro Cap Portfolio | Investment Company - 17,709 shares | 308,669 | ||||||
Ariel Fund | Investment Company - 17,764 shares | 763,316 |
18
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
OFEJ |
Ariel Appreciation Fund | Investment Company - 26,314 shares | $ | 1,018,339 | ||||
OFJ7 |
Janus Twenty Fund | Investment Company - 12,381 shares | 632,559 | |||||
OFMU |
Mutual Shares | Investment Company - 55,332 shares | 1,103,876 | |||||
OFMW |
Morgan Stanley Mid Cap Growth | Investment Company - 278,006 shares | 9,151,967 | |||||
OFU3 |
USAA Income Fund | Investment Company - 15,907 shares | 208,065 | |||||
OFUV |
Templeton Growth Advisor | Investment Company - 28,552 shares | 464,834 | |||||
OFZQ |
Artisan International Fund | Investment Company - 23,152 shares | 459,101 | |||||
OKLZ |
DFA Emerging Markets Value | Investment Company - 717,844 shares | 18,635,236 | |||||
OKOW |
Royce Value Plus | Investment Company - 30,360 shares | 365,835 | |||||
OKTK |
AIM Diversified Dividend | Investment Company - 93,367 shares | 1,109,199 | |||||
OKTL |
American Beacon Balanced | Investment Company - 6,881 shares | 89,178 | |||||
OKTT |
Templeton World Fund Adv | Investment Company - 79,914 shares | 1,097,213 | |||||
OKUU |
Neuberger Berman Partners Inst | Investment Company - 18,775 shares | 458,861 | |||||
OLHV |
Eaton Vance Large Cap Value | Investment Company - 244,960 shares | 4,205,965 | |||||
OLLF |
Invesco Gbl Sm & Mid Cap Grth Inst | Investment Company - 12,683 shares | 200,398 | |||||
OMBS |
PIMCO Real Return | Investment Company - 105,061 shares | 1,238,668 | |||||
OMJA |
Managers Bond Fund | Investment Company - 33,488 shares | 869,685 | |||||
OMWG |
The Oakmark Equity & Income Fund | Investment Company - 73,553 shares | 1,989,606 | |||||
OKWB |
Wells Fargo Advantage Small Cap Value | Investment Company - 256,067 shares | 7,643,601 | |||||
OQFZ |
Templeton Global Bond | Investment Company - 159,896 shares | 1,977,913 | |||||
OQFC |
Vanguard Total Bond Market | Investment Company - 4,518,306 shares | 49,701,367 | |||||
OQNK |
Vanguard Windsor Admiral | Investment Company - 215,911 shares | 9,299,299 | |||||
OQNZ |
Neuberger Berman Genesis | Investment Company - 97,363 shares | 4,520,546 | |||||
OQSC |
Artisan Mid Cap Value Fund | Investment Company - 13,373 shares | 263,453 | |||||
OQSD |
Mutual Discovery | Investment Company - 58,425 shares | 1,604,948 | |||||
OQYK |
Columbia Acorn Select Fund | Investment Company - 22,824 shares | 539,100 | |||||
OSCN |
Calvert Social Investment Bond | Investment Company - 9,719 shares | 153,465 | |||||
OSEF |
Templeton Foreign Advisor | Investment Company - 982,841 shares | 5,749,617 |
19
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
Rainier Small Mid Cap Equity | Investment Company - 6,840 shares | $ | 223,664 | |||||
CRM Mid Cap Value Institutional | Investment Company - 11,722 shares | 310,282 | ||||||
Kalmar Growth with Value Small Cap | Investment Company - 326,505 shares | 5,015,112 | ||||||
Templeton Developing Markets Trust | Investment Company - 20,311 shares | 429,377 | ||||||
Janus Worldwide I | Investment Company - 10,797 shares | 436,001 | ||||||
Baron Asset Inst | Investment Company - 13,106 shares | 603,652 | ||||||
Baron Growth Inst | Investment Company - 87,677 shares | 4,502,211 | ||||||
Janus Fund I | Investment Company - 106,565 shares | 2,907,093 |
20
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
Stable Value Contract Carriers |
||||||||
Natixis Financial Products |
Actively Managed Global Wrap** | |||||||
Wrapper Contract 1706-01; 2.83% |
||||||||
Total Contract Value/Fair Market Value |
$ | 97,904,386 | *** | |||||
Chase Manhattan Bank |
Actively Managed Global Wrap** | |||||||
Wrapper Contract MARAPETRO-7-11; 2.87% |
||||||||
Total Contract Value/Fair Market Value |
132,555,301 | *** | ||||||
State Street Bank & Trust Company Boston |
Actively Managed Global Wrap** | |||||||
Wrapper Contract 111013; 2.82% |
||||||||
Total Contract Value/Fair Market Value |
97,912,200 | *** | ||||||
* |
Fidelity Management Trust Company Variable interest rate - 2.15% as of 12/31/11 |
Interest-Bearing Cash-Fidelity Institutional Cash Portfolios; Money Market Portfolio; Class A Money Market Pool |
86,574,610 | |||||
Brokerage Link |
Self-Directed Brokerage Accounts | 39,908,054 | ||||||
|
|
|||||||
Total Investment Balance |
1,398,627,652 | |||||||
* |
Fidelity Management Trust Company Interest rates range from 3.25%-9.50% due 1/1/11 - 12/31/2015 |
Loans to Plan Participants | 34,538,363 | |||||
|
|
|||||||
Totals |
$ | 1,433,166,015 | ||||||
|
|
* | Indicates party-in-interest. |
** | A SIC is comprised of two components, an underlying asset and a wrapper contract. The underlying assets are valued at representative quoted market prices. The wrapper contracts are valued by using replacement cost methodology. Contract value represents contributions made under the contract, plus earnings, less Plan withdrawals and administrative expenses. The wrapper contract guarantees the SIC contract value. |
*** | Pages 22 thru 31 list the fair value of each underlying investment of the SICs. |
21
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
(CASH) | Actively Managed Global Wrap Underlying Investments | $ | 9,130,675 | |||||
AT&T INC 2.95% 5/15/16 | 438,324 | |||||||
ABBEY NATL 3.875 11/10/14 144A | 797,782 | |||||||
ALLYA 2010-1 A3 1.45% 5/14 | 359,466 | |||||||
ALLYA 2011-3 A3 0.97% 8/15 | 538,885 | |||||||
ALLYA 10-4 A3 ABS .91 11/17/14 | 605,929 | |||||||
ALLYA 2010-5 A3 1.11 1/15 | 507,997 | |||||||
ALLYA 2011-1 A3 1.45 1/15 | 486,588 | |||||||
ALLYA 2011-2 A3 1.18% 4/15 | 418,979 | |||||||
ALLYA 2011-5 A2 0.8% 6/14 | 399,886 | |||||||
ALLYA 2011-4 A2 .65% 3/14 | 159,888 | |||||||
AMER EXPRESS CR 3ML+85 6/24/14 | 1,031,142 | |||||||
AMER HONDA 2.5% 9/21/15 144A | 429,321 | |||||||
ANZ BK GRP 2.125% 1/10/14 144A | 379,477 | |||||||
BB&T CORP MTN B/E 3.2% 3/15/16 | 436,603 | |||||||
BHP BILLITON FIN 1.125% 11/14 | 635,366 | |||||||
BMWLT 2010-1 A3 1.18% 4/13 | 584,109 | |||||||
BNP PARIBAS 2.125% 12/21/12 | 256,375 | |||||||
BMWLT 2011-1 A3 1.06% 2/14 | 611,777 | |||||||
BMWOT 2011-A A2 .63% 2/14 | 529,667 | |||||||
BANK AMER 4.5% 4/1/15 | 175,748 | |||||||
BAAT 2010-2 A3 2.4% 7/14 | 541,816 | |||||||
BMONT Q 2.125% 6/28/13 | 548,913 | |||||||
BANK OF NY MTN 2.4% 1/17/17 | 633,322 | |||||||
BANK TOKYO 2.6% 1/22/13 144A | 176,059 | |||||||
BARCLAYS BANK 2.375% 1/13/14 | 1,022,623 | |||||||
BAYC 2004-2 A 1ML+43 8/34 | 78,749 |
22
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
BSCMS 2007-PW17 A2 5.574 6/50 | Actively Managed Global Wrap Underlying Investments | $ | 105,994 | |||||
BERK HATH INC 2.125% 2/11/13 | 818,188 | |||||||
BERK HATH INC 2.2% 8/15/16 | 435,921 | |||||||
CIBC 1.45% 9/13/13 | 414,842 | |||||||
CHAIT 2007-A17 A 5.12% 10/14 | 1,447,135 | |||||||
CHAIT 2008-A4 A4 4.65% 3/15 | 1,045,146 | |||||||
CHAIT 2011-A2 A2 1ML+9 5/15 | 1,596,598 | |||||||
CFAST 2010-A A3 .91% 8/13 | 376,321 | |||||||
CITIGROUP 5.125 5/5/14 | 253,747 | |||||||
CITIGROUP 3.953% 6/15/16 | 639,047 | |||||||
CCCIT 2008-A5 A5 4.85% 4/15 | 1,052,619 | |||||||
CCCIT 2009-A5 A5 2.25% 12/14 | 1,202,086 | |||||||
CMMNWLTH BK 2.125% 3/17/14 144 | 414,365 | |||||||
COMMONWETH MTN2.9 9/17/14 144A | 2,151,172 | |||||||
RABOBANK NL UTREC MTN1.85 1/14 | 1,466,460 | |||||||
CORNELL UNIV 4.35% 2/1/14 | 469,141 | |||||||
CPS 2006-D A4 5.115% 08/13 | 175,254 | |||||||
CSFB 2002-CP5 A1 4.106 12/35 | 57,559 | |||||||
CSFB 2003-C4 A3 CSTR 8/36 | 17,409 | |||||||
CSFB 2003-C4 A4 5.137 8/36 | 397,233 | |||||||
CSFB 2004-C1 A3 4.321% 1/37 | 57,668 | |||||||
CSMC 2007-C3 A2 CSTR 6/39 | 197,946 | |||||||
CREDIT SUISSE NY 2.2% 1/14/14 | 1,407,999 | |||||||
DBS BK LTD 5.125/VAR 5/17 144A | 1,908,811 | |||||||
DBUBS 2011-LC3A A1 2.238 8/44 | 146,971 | |||||||
DANSKE BANK 3.875% 4/14/16 144 | 587,346 | |||||||
JOHN DEERE CAP 2.95% 3/9/15 | 206,199 | |||||||
JOHN DEERE MED 1.25% 12/02/14 | 413,905 |
23
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
DEUTSCHE BK AG 2.375% 1/11/13 |
Actively Managed Global Wrap Underlying Investments |
$ | 613,348 | |||||
EXPORT DEV CANADA 1.5% 5/15/14 |
281,536 | |||||||
FHLG 15YR 4.50% 8/18 #E98688 |
589,902 | |||||||
FHLG 15YR 4.50% 9/18 #E99205 |
183,309 | |||||||
FHLG 15YR 4.50% 10/18 #E99833 |
264,777 | |||||||
FHLM ARM 3.53% 4/40 #1B4657 |
228,824 | |||||||
FHLM ARM 3.58% 4/40 #1B4702 |
202,535 | |||||||
FHLM ARM 4.68% 1/36 #847584 |
49,955 | |||||||
FHLM ARM 3.88% 1/35 #848084 |
40,841 | |||||||
FHLG 7.50% 7/34 #G02115 |
617,183 | |||||||
FHLG 15YR 5.00% 3/19 #G13052 |
705,363 | |||||||
FHLM ARM 4.941% 11/35 #1J1228 |
147,434 | |||||||
FHLG 10YR 3.00% 8/21 #J16393 |
488,484 | |||||||
FHLG 10YR 3.00% 8/21 #J16442 |
536,006 | |||||||
FHLM ARM 5.37% 12/35 #1N0106 |
120,683 | |||||||
FHLM ARM 3.21% 7/41 #1B8477 |
266,236 | |||||||
FHLM ARM 2.98% 8/41 #1B8533 |
349,645 | |||||||
FHLM ARM 2.99% 8/41 #1B8556 |
166,572 | |||||||
FHLM ARM 3.07% 9/41 #1B8608 |
201,134 | |||||||
FHLG 15YR 5.50% 4/18 #G11389 |
263,822 | |||||||
FHLG 15YR 4.50% 11/18 #B10931 |
155,172 | |||||||
FHLM ARM 4.199% 8/36 #848185 |
86,082 | |||||||
FHR 2417 EH 6% 2/17 |
48,670 | |||||||
FHR 2394 KD 6% 12/16 |
82,880 | |||||||
FNMA .625% 10/30/14 |
4,837,047 | |||||||
FNMA 0.75% 12/19/14 |
2,172,253 | |||||||
FHR 3943 EF 1ML+25 2/26 |
539,398 |
24
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||||
Identity of Issue, Borrower | Current | |||||||||
Lessor or Similar Party | Description of Investment | Value | ||||||||
FHLMC 1% 7/30/14 | Actively Managed Global Wrap Underlying Investments | $ | 7,806,549 | |||||||
FHLMC 0.375% 10/30/13 | 4,181,207 | |||||||||
FHLMC 0.75% 11/25/14 | 4,942,626 | |||||||||
FHLMC .625% 12/29/14 | 2,039,040 | |||||||||
FNMA 15YR 7.00% 2/15 #253033 | 128,986 | |||||||||
FNMA 15YR 6.50% 10/13 #323321 | 77,651 | |||||||||
FNMA 15YR 6.50% 6/14 #323794 | 40,063 | |||||||||
FNMA ARM 3.01% 8/41 #AI4358 | 180,057 | |||||||||
FNMA ARM 3.37% 9/41 #AI8935 | 180,318 | |||||||||
FNMA ARM 2.74% 8/41 #AH5259 | 551,911 | |||||||||
FNMA ARM 2.69% 9/41 #AH5260 | 439,274 | |||||||||
FNMA ARM 2.57% 10/41 #AH5261 | 355,585 | |||||||||
FNMA 10YR 3% 9/21 #AL0576 | 1,089,603 | |||||||||
FNMA 10YR 3% 9/21 #AL0579 | 1,279,998 | |||||||||
FNR 2002-56 MC 5.5% 9/17 | 78,596 | |||||||||
FNR 2004-3 HA 4% 7/17 | 63,185 | |||||||||
FNR 2004-15 AB 4% 9/17 | 41,503 | |||||||||
FHR 2866 XE 4 12/18 | 375,203 | |||||||||
FHR 2915 DC 4.5% 3/19 | 196,611 | |||||||||
FNR 2008-95 AD 4.5% 12/23 | 848,144 | |||||||||
FHR 3560 LA 2% 8/14 | 203,919 | |||||||||
FHR 3573 LC 1.85% 8/14 | 371,131 | |||||||||
FNR 2010-123 DL 3.5% 11/25 | 309,731 | |||||||||
FNR 2010-135 DE 2.25% 4/24 | 573,194 | |||||||||
FNR 2010-143 B 3.5% 12/25 | 487,702 | |||||||||
FHR 3659 EJ 3% 6/18 | 780,662 | |||||||||
FNMA 15YR 4.50% 11/18 #725857 | 93,044 |
25
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
FNMA 15YR 4.00% 8/18 #728852 | Actively Managed Global Wrap Underlying Investments | $ | 339,116 | |||||
FNMA 15YR 4.50% 8/18 #730721 |
65,110 | |||||||
FNMA ARM 4.68% 11/34 #735011 |
122,464 | |||||||
FNMA 15YR 4.50% 6/19 #745278 |
237,989 | |||||||
FNMA 15YR 4.50% 7/20 #745874 |
135,374 | |||||||
FNMA ARM 4.53% 12/34 #802852 |
139,931 | |||||||
FNMA 15YR 4.50% 7/20 #888653 |
110,253 | |||||||
FNMA ARM 4.21% 5/35 #889946 |
231,453 | |||||||
FNMA ARM 4.30% 2/35 #995017 |
275,583 | |||||||
FNMA ARM 4.58% 7/35 #995273 |
95,957 | |||||||
FNMA ARM 4.53% 10/35 #995414 |
210,314 | |||||||
FNMA ARM 4.55% 10/35 #995415 |
936,150 | |||||||
FNMA ARM 4.512% 12/36 #995606 |
227,687 | |||||||
FNMA ARM 5.075% 7/34 #995609 |
96,820 | |||||||
FNMA ARM 3.20% 1/40 #AC0599 |
341,496 | |||||||
FNMA 10YR 3.00% 7/21 #MA0803 |
615,753 | |||||||
FNMA 10YR 3.00% #MA0833 |
941,136 | |||||||
FNMA 10YR 3.00% #MA0865 |
1,393,493 | |||||||
FNMA 10YR 3.00% 10/21 #MA0909 |
770,243 | |||||||
FNMA 10YR 3.00% #MA3892 |
1,027,961 | |||||||
FNMA ARM 4.285% 7/33#AD0066 |
93,683 | |||||||
FNMA 15YR 4.50% 8/24 #AD0117 |
2,104,326 | |||||||
FNMA ARM 3.47% 3/40 #AD0820 |
286,118 | |||||||
FNMA ARM 3.69% 5/40 #AE0064 |
595 | |||||||
FNMA ARM 3.79% 6/40 #AE0065 |
179,830 | |||||||
FNMA 15YR 3.50% 12/25 #AE0368 |
6,974,337 | |||||||
FORDO 2009-B A3 2.79 8/13TALF |
135,116 |
26
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower | Current | |||||||
Lessor or Similar Party | Description of Investment | Value | ||||||
FORDO 2009-C A4 4.43% 11/14 | Actively Managed Global Wrap Underlying Investments | $ | 331,634 | |||||
FORDO 2009-D A3 2.17% 10/13 | 86,772 | |||||||
FORDO 2009-D A4 2.98% 8/14 | 922,965 | |||||||
FORDO 2009-E A3 1.51% 1/14 | 236,640 | |||||||
FORDO 2010-B A3 0.98% 10/14 | 373,273 | |||||||
FORDO 2011-B A3 .84% 6/15 | 339,936 | |||||||
FORDO 2011-B A4 1.35% 12/16 | 352,144 | |||||||
GECMC 2007-C1 XP CSTR 12/49 | 53,906 | |||||||
GMACC 2004-C2 A2 CSTR 8/38 | 113,887 | |||||||
GMACC 2004-C2 A4 5.301% 8/38 | 416,972 | |||||||
GMACC 2003-C2 A2 CSTR 5/40 | 211,796 | |||||||
GSMS 2011-GC5 A1 CSTR 8/44 | 356,805 | |||||||
GSMS 04-GG2 A6 CSTR 8/38 | 473,118 | |||||||
GSMS 2005-GG4 A3 4.607 7/39 | 259,964 | |||||||
GSMS 2006-GG6 A2 5.506% 4/38 | 132,115 | |||||||
GSMS 2006-GG8 A2 5.479 11/39 | 435,474 | |||||||
GEN ELEC CAP MTN 5.4 9/20/13 | 1,195,549 | |||||||
GE CAP MTN 3.5% 6/29/15 | 517,113 | |||||||
GENERAL ELEC MTN 1.875% 9/13 | 437,706 | |||||||
GE CAP CORP 2.25% 11/9/15 | 392,075 | |||||||
GE ELEC CAP CORP 2.1% 1/07/14 | 981,135 | |||||||
GENERAL ELEC 2.95% 5/09/16 | 119,823 | |||||||
GOLDMAN SACHS MTN 3.7% 8/1/15 | 310,528 | |||||||
GOLDMAN SAC GRP 3.625% 2/07/16 | 290,348 | |||||||
GCCFC 2005-GG3 A2 CSTR 8/42 | 99,092 | |||||||
HAROT 2011-3 A2 1 4/14 | 479,877 | |||||||
HAROT 2010-1 A4 1.98% 5/23/16 | 166,130 |
27
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment |
Current Value |
||||||
HAROT 2010-2 A3 1.34% 3/14 | Actively Managed Global Wrap Underlying Investments |
$ | 356,530 | |||||
HAROT 2010-3 A3 .7% 4/14 | 611,022 | |||||||
HAROT 2011-1 A4 1.8% 4/17 | 224,739 | |||||||
HAROT 2011-2 A3 0.94% 3/15 | 532,913 | |||||||
HSBC BANK 3.1% 5/24/16 144A | 838,883 | |||||||
HART 2011-A A3 1.44 4/15 | 283,049 | |||||||
HYUNDAI 2 11-C ABS .57% 7/15/1 | 479,424 | |||||||
HART 2009-A A3 2.03% 8/13 | 97,961 | |||||||
HART 09-A A4 3.15% 3/16 | 72,077 | |||||||
ING BANK NV 2% 10/18/13 144A | 599,331 | |||||||
JPMC CO MTN 3.7% 1/20/15 | 1,088,267 | |||||||
JPMORGAN CHASE 3.15% 7/05/16 | 578,802 | |||||||
JPMCC 03-CB7 A4 CSTR 1/38 | 171,449 | |||||||
JPMCC 2003-C1 A2 4.985 1/37 | 329,866 | |||||||
JPMCC 2005-LDP2 A3 4.697 7/42 | 395,371 | |||||||
JPMCC 2005-LDP5 A2 5.198 12/44 | 384,045 | |||||||
JPMCC 2007-LDPX A2S 5.305 1/49 | 153,304 | |||||||
JPMCC 2007-LD11 A2 CSTR 6/49 | 384,399 | |||||||
LBUBS 2003-C3 A4 4.166 5/32 | 133,985 | |||||||
LBUBS 2004-C8 4.799% 12/29 | 436,225 | |||||||
LBUBS 2004-C2 A3 3.973% 3/29 | 259,552 | |||||||
LBUBS 2005-C1 AAB CSTR 2/30 | 296,305 | |||||||
LBUBS 2007-C6 A2 5.845 7/40 | 237,632 | |||||||
MVCOT 2006-2A A 5.417% 10/28 | 63,679 | |||||||
MASSMUTUAL GL 3.625% 7/12 144A | 290,949 | |||||||
MASSMUTUAL GLB 3.125 4/16 144A | 870,103 | |||||||
MBART 2011-1 A3 0.85% 3/15 | 500,567 |
28
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment | Current Value |
||||||
MERCK & CO INC 2.15% 1/15/16 | Actively Managed Global Wrap Underlying Investments |
$ | 394,138 | |||||
MBART 2009-1 A3 1% 1/15/14 | 169,838 | |||||||
MLMT 2004-KEY2 A2 4.166% 8/39 | 208,522 | |||||||
MET LIFE GLBL 2.5 9/29/15 144A | 618,523 | |||||||
MONSANTO CO 2.75% 4/15/16 | 244,900 | |||||||
MONUMENTAL GLBL 5.5% 4/13 144A | 165,165 | |||||||
MSC 03-IQ4 A2 4.07 5/40 | 143,967 | |||||||
MSC 03-T11 A4 5.15 6/41 | 177,821 | |||||||
MORGAN STANLEY 2.875% 7/28/14 | 457,965 | |||||||
NCUA GTD NTS MA 1.4% 6/12/15 | 580,867 | |||||||
NATLAUST BK 2.35 11/16/12 144A | 635,672 | |||||||
NY LIFE 2.25% 12/14/12 144A | 703,968 | |||||||
NYLIFE GLB4.65% 5/9/13 144A | 770,331 | |||||||
NALT 2010-B A3 1% 12/15/13 | 596,657 | |||||||
NALT 2010-B A4 1.27% 10/16 | 193,993 | |||||||
NALT 2 11-A ABS 1.04% 8/15/14 | 630,493 | |||||||
NALT 2011-B A3 0.92% 2/15 | 298,436 | |||||||
NAROT 2010-A A3 0.87 7/14 | 590,882 | |||||||
NAROT 2011-A A3 1.18% 2/15 | 355,738 | |||||||
NORDEA BK AG 1.75 10/4/13 144A | 599,700 | |||||||
NEF 2005-1 A5 4.74% 10/45 | 387,091 | |||||||
PNCFUND MTN 3.625% 2/8/15 | 495,212 | |||||||
PRES & FELLOWS 3.7% 4/1/13 | 1,803,221 | |||||||
PRICOA GLB FDG 5.4% 10/12 144A | 188,488 | |||||||
PROCTER & GAMBLE 1.8% 11/15/15 | 389,207 | |||||||
ROYAL BK CANADA 1.125 1/15/14 | 480,603 | |||||||
ROYAL BK CANADA 2.3% 7/20/16 | 183,842 |
29
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment | Current Value |
||||||
ROYAL BK CANADA 1.45% 10/30/14 |
Actively Managed Global Wrap Underlying Investments |
$ | 325,515 | |||||
ROYAL BK SCOT 4.875 8/14 144A |
1,028,517 | |||||||
ROYAL BK SCT 1.5% 3/30/12 144A |
1,271,897 | |||||||
SVOVM 2005-A A 5.25% 2/21 |
84,284 | |||||||
SANOFI AVENTIS 2.625% 3/29/16 |
455,546 | |||||||
SANTANDER US 2.485% 1/13 144A |
630,266 | |||||||
SHELL INTL MTN 1.875 3/25/13 |
855,822 | |||||||
STATE STREET 2.875% 3/07/16 |
650,149 | |||||||
SVENSKA MTN 2.875 9/14/12 144A |
1,566,747 | |||||||
TARGET CORP 1.125% 7/18/14 |
200,488 | |||||||
TORONTO DOM BK 2.5% 7/14/16 |
865,594 | |||||||
TORONTO DOMINI 2.375% 10/19/16 |
409,028 | |||||||
TOTAL CAP CDA 1.625% 1/28/14 |
433,084 | |||||||
TAOT 2010-A A3 1.27% 12/13 |
146,088 | |||||||
TAOT 2010-B A3 1.04% 2/14 |
230,158 | |||||||
USAA CAPITAL 1.05% 9/14 144A |
474,210 | |||||||
USAA CAP CO 2.25% 12/13/16 144 |
412,568 | |||||||
USAOT 2009-2 A3 1.54% 02/14 |
181,857 | |||||||
UNION BK NA 3% 6/6/16 |
877,696 | |||||||
US BANCORP MTN 1.375% 9/13/13 |
1,013,376 | |||||||
USTN 1.75% 7/31/15 |
6,583,287 | |||||||
USTN .75% 6/15/14 |
2,915,539 | |||||||
USTN .625% 7/15/14 |
41,714,589 | |||||||
USTN .5% 8/15/14 |
16,405,185 | |||||||
USTN .25% 9/15/14 |
49,873,864 | |||||||
USTN 1% 9/30/16 |
25,173,122 | |||||||
USTN .375% 11/15/14 |
7,386,333 |
30
Marathon Petroleum
Thrift Plan EIN 31-1537655, Plan Number 010
Form 5500, Schedule H, Line 4i Schedule of Assets (Held at End of Year)
Year Ended December 31, 2011
(a) | (b) | (c) | (d) | |||||
Identity of Issue, Borrower Lessor or Similar Party |
Description of Investment | Current Value |
||||||
USTN .875% 11/30/16 |
Actively Managed Global Wrap Underlying Investments |
$ | 21,153,606 | |||||
VERIZON COM 1.95% 3/28/14 144A |
855,522 | |||||||
VERIZON WIRELESS 5.55% 2/1/14 |
917,717 | |||||||
VALET 2011-1 A3 1.22% 6/15 |
899,662 | |||||||
VWALT 2010-A A3 0.99% 11/13 |
856,488 | |||||||
VWALT 2011-A A2 1% 2/14 |
300,095 | |||||||
WFRBS 2011-C5 A1 1.456 11/44 |
137,465 | |||||||
WBCMT 05-C16 APB 4.692% 10/41 |
244,371 | |||||||
WBCMT 2003-C9 A4 5.012 12/35 |
539,438 | |||||||
WBCMT 2007-C31A A2 5.421% 4/47 |
446,226 | |||||||
WAL MART STORES 2.8% 4/15/16 |
364,401 | |||||||
WELLS FARGO 3.75% 10/1/14 |
1,411,429 | |||||||
WELLS FARGO MTN 3.625% 4/15/15 |
267,884 | |||||||
WELLS FARGO 4.375% 1/31/13 |
1,044,576 | |||||||
WELLS FARGO&COM 3.676% 6/15/16 |
196,423 | |||||||
WESTPAC BANK CORP 2.1% 8/2/13 |
247,517 | |||||||
WESTPAC BK CORP 1.85% 12/09/13 |
791,740 | |||||||
WOART 2010-A A3 1.34% 12/13 |
169,136 | |||||||
WOART 2011-A A3 1.49% 10/14 |
354,270 | |||||||
YALE UNIV MTN 2.9% 10/15/14 |
365,254 | |||||||
Total Fair Value of Underlying Investments |
$ | 328,371,887 |
31
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other person who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
Marathon Petroleum Thrift Plan | ||||||
Date: June 25, 2012 | By: | /s/ Rodney P. Nichols | ||||
Rodney P. Nichols | ||||||
Plan Administrator |
32