Attached files
| file | filename |
|---|---|
| EX-3.1 - AMENDMENT TO SECTION 2.10(B) - Marathon Petroleum Corp | d282712dex31.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 18, 2012
Marathon Petroleum Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 001-35054 | 27-1284632 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
| 539 South Main Street Findlay, Ohio |
45840-3229 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (419) 422-2121
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective January 18, 2012 the Board of Directors of Marathon Petroleum Corporation (the “Company”) approved an amendment to the Company’s Amended and Restated Bylaws to establish February 10, 2012 as the date by which a stockholder nomination for director must be received from any stockholder who timely requested the form of certain director nominating documents pursuant to the prescribed timeliness provisions within the Amended and Restated Bylaws. The foregoing is a summary of the amendment to the Amended and Restated Bylaws of Marathon Petroleum Corporation incorporated into Section 2.10 (b), which is attached hereto as Exhibit 3.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |
| 3.1 | Amendment to Section 2.10(b) of the Amended and Restated Bylaws of Marathon Petroleum Corporation. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Marathon Petroleum Corporation | ||||
| Date: January 18, 2012 |
By: | /s/ J. Michael Wilder | ||
| Name: J. Michael Wilder | ||||
| Title: Vice President, General Counsel and Secretary | ||||
Exhibit Index
| 3.1 | Amendment to Section 2.10(b) of the Amended and Restated Bylaws of Marathon Petroleum Corporation. |