Board of Directors
All of the members of the Board’s three principal committees – Audit, Compensation, and Corporate Governance and Nominating – are independent, non-employee directors. The table below sets forth the current committee memberships of each director.
|Director||Audit Committee||Compensation Committee||Corporate Governance and Nominating Committee||Sustainability Committee|
|Gary R. Heminger||Member|
|Abdulaziz F. Alkhayyal||Member||Member||Chair|
|Charles E. Bunch||Member||Member|
|Steven A. Davis||Member||Member|
|Edward G. Galante||Member||Member|
|James E. Rohr||Member||Chair|
|Kim K. W. Rucker||Member|
|J. Michael Stice||Member||Member|
|John P. Surma||Member||Chair|
All the members of the Marathon Petroleum Corporation Audit Committee are independent (as independence is defined in Exchange Act Rule 10A-3, as well as the general independence requirements of NYSE Rule 303A.02). The Audit Committee Charter, as revised effective January 25, 2020, is set forth below.
Audit Committee Financial Expert
Pursuant to Section 407 of the Sarbanes-Oxley Act of 2002 and associated regulations, the Marathon Petroleum Corporation board of directors has determined that John P. Surma and Susan Tomasky each qualify as an "Audit Committee Financial Expert."
The Marathon Petroleum Corporation Compensation Committee is composed solely of directors who satisfy all criteria for independence under applicable law and the rules of the New York Stock Exchange. The Compensation Committee Charter is set forth below.
Corporate Governance and Nominating Committee
The Corporate Governance and Nominating Committee is composed solely of independent directors in accordance with the rules of the New York Stock Exchange. The committee's primary purpose is to discharge the board of directors' responsibilities related to the development and implementation of a set of Corporate Governance Principles, the identification of individuals qualified to become members of the board of directors, and the review of the qualifications and make-up of the board membership. The Corporate Governance and Nominating Committee Charter is set forth below.
The Sustainability Committee assists the Board in matters related to the health, environment, safety and security of personnel and physical assets, and oversees our Perspectives on Climate-Related Scenarios report and our annual Citizenship Report.
Communications from Interested Parties
Interested parties, including security holders, may send communications to the board through the secretary of the company.
You may communicate with the chairs of our Audit, Compensation, and Corporate Governance and Nominating Committees by sending an email to email@example.com, firstname.lastname@example.org, email@example.com, or firstname.lastname@example.org respectively. You may communicate with our independent directors, individually or as a group, by sending an email to email@example.com.
The secretary will forward to the directors all communications that, in his or her judgment, are appropriate for consideration by the directors. Examples of communications that would not be considered appropriate for consideration by the directors include commercial solicitations and matters not relevant to the affairs of the company.
Our values are of utmost importance at MPC and that commitment starts from the top down. Our leadership team is committed to making sure those values permeate throughout our organization and everything we do. Meet the people responsible for leading MPC forward.
Our Core Values
MPC is dedicated to creating value for shareholders, but we believe that how we conduct business is just as important as what we do. As such, we keep our core values at the forefront of what we do. Explore our core values and find out what we're all about.
The leadership team at MPC is committed to accountability and transparency to all of our stakeholders. This commitment manifests itself in a set of governing principles that guide our actions in everything we do. Discover how we hold ourselves accountable.