Michael A. Henderson - 22 Mar 2022 Form 4 Insider Report for MARATHON OIL CORP

Role: Executive VP, Operations
Signature: John D. Montanti, Attorney-in-Fact for Michael A. Henderson
Issuer symbol: N/A
Transactions as of: 22 Mar 2022
Net transactions value: -$1,572,002
Form type: 4
Filing time: 24 Mar 2022, 16:32:04 UTC
Previous filing: 09 Mar 2022
Next filing: 10 Nov 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MRO	Common Stock	Sale	$989,144	-40,000	-18%	$24.73	185,250	22 Mar 2022	Direct	F1
transaction	MRO	Common Stock	Options Exercise	$290,825	+27,777	+15%	$10.47	213,027	22 Mar 2022	Direct
transaction	MRO	Common Stock	Sale	$686,872	-27,777	-13%	$24.73	185,250	22 Mar 2022	Direct	F1
transaction	MRO	Common Stock	Options Exercise	$395,052	+23,529	+13%	$16.79	208,779	22 Mar 2022	Direct
transaction	MRO	Common Stock	Sale	$581,863	-23,529	-11%	$24.73	185,250	22 Mar 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MRO	Employee Stock Option (Right to Buy)	Options Exercise	$0	-27,777	-67%	$0.000000	13,889	22 Mar 2022	Common Stock	27,777	$10.47	Direct	F2
transaction	MRO	Employee Stock Option (Right to Buy)	Options Exercise	$0	-23,529	-100%	$0.000000^*	0	22 Mar 2022	Common Stock	23,529	$16.79	Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.500 to $25.160, inclusive. The reporting person undertakes to provide to Marathon Oil Corporation, any security holder of Marathon Oil Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
F2	This stock option to acquire 41,666 shares of the common stock of Marathon Oil Corporation was granted on February 19, 2020 and vests in three annual installments as follows: 13,888 options vested on February 19, 2021, 13,889 options vested on February 19, 2022 and 13,889 options vest on February 19, 2023.
F3	This stock option to acquire 23,529 shares of the common stock of Marathon Oil Corporation was granted on February 27, 2019 and vested in three equal installments of 7,843 options on each of February 27, 2020, February 27, 2021 and February 27, 2022.