What changed in this filing

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Item 1. Financial Statements

2025-05-08 compared with 2024-10-31 · 205 added, 273 removed, 570 unchanged (46% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

September 30, December 31,

March 31, December 31,

(Millions of dollars, except share amounts) 2025 2024

1 unchanged sentence

Cash and cash equivalents $ 49.4 $ 47.0

Marketable securities, current 1.5 7.1

Accounts receivable—trade, less allowance for doubtful accounts of $ 0.7 and $ 0.3 at 2025 and 2024, respectively

2 unchanged sentences

Total current assets 716.4 748.1

Marketable securities, non-current — 4.4

Property, plant and equipment, at cost less accumulated depreciation and amortization of $ 1,988.5 and $ 1,931.4 at 2025 and 2024, respectively

30 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

(Millions of dollars, except share and per share amounts) 2025 2024

17 unchanged sentences

Other income (expense)

Investment income 1.0 2.1 3.1 4.7

Investment income (expense) ( 0.1 ) 1.2

Interest expense ( 25.4 ) ( 24.9 )

17 unchanged sentences

(Millions of dollars) Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Net income $ 53.2 $ 66.0

2 unchanged sentences

Reclassifications:

Amortization of unrealized (gain) loss to interest expense — 0.1 — 0.6

Deferred income tax (benefit) expense — — — 0.1

Other comprehensive income (loss) — —

4 unchanged sentences

(Millions of dollars)

Nine Months Ended

September 30,

Three Months Ended

Operating Activities

Net income $ 53.2 $ 66.0

Adjustments to reconcile net income (loss) to net cash provided by (required by) operating activities

Adjustments to reconcile net income (loss) to net cash provided (required) by operating activities

Depreciation and amortization 68.2 58.7

9 unchanged sentences

Proceeds from sale of assets 0.3 1.0

Investment in marketable securities — ( 11.3 )

Redemptions of marketable securities — 1.0

18 unchanged sentences

Net income — — — — 66.0 — 66.0

Gain on interest rate hedge and unrealized gain on marketable securities, net of tax — — — — — 0.2 0.2

Cash dividends declared ($ 0.42 per share)

7 unchanged sentences

46,767,164 $ 0.5 $ ( 3,033.7 ) $ 479.6 $ 3,335.2 $ — $ 781.6

Net income — — — — 132.8 — 132.8

Gain on interest rate hedge and unrealized gain on marketable securities, net of tax — — — — — 0.2 0.2

Cash dividends declared ($ 0.38 per share)

— — — — ( 8.2 ) — ( 8.2 )

Dividend equivalent units accrued — — — 0.1 ( 0.1 ) — —

Purchase of treasury stock — — ( 95.1 ) — — — ( 95.1 )

Issuance of treasury stock — — 0.3 ( 0.4 ) — — ( 0.1 )

Amounts related to share-based compensation — — — ( 0.8 ) — — ( 0.8 )

Share-based compensation expense — — — 5.2 — — 5.2

Balance as of June 30, 2023

46,767,164 0.5 ( 2,733.1 ) 505.8 2,977.7 ( 0.1 ) 750.8

Net income — — — — 167.7 — 167.7

Gain on interest rate hedge and unrealized gain on marketable securities, net of tax — — — — — 0.1 0.1

Cash dividends declared ($ 0.39 per share)

— — — — ( 8.4 ) — ( 8.4 )

Dividend equivalent units accrued — — — 0.2 ( 0.2 ) — —

Purchase of treasury stock — — ( 65.3 ) — — — ( 65.3 )

Issuance of treasury stock — — 2.5 ( 2.7 ) — — ( 0.2 )

Amounts related to share-based compensation — — — ( 6.3 ) — — ( 6.3 )

Share-based compensation expense — — — 5.7 — — 5.7

Balance as of September 30, 2023

46,767,164 $ 0.5 $ ( 2,795.9 ) $ 502.7 $ 3,136.8 $ — $ 844.1

Murphy USA Inc.

Consolidated Statements of Changes in Equity

(Millions of dollars, except share amounts) Shares Par Treasury Stock APIC Retained Earnings AOCI Total

11 unchanged sentences

46,767,164 $ 0.5 $ ( 3,534.1 ) $ 466.5 $ 3,786.7 $ — $ 719.6

Net income — — — — 144.8 — 144.8

Cash dividends declared ($ 0.44 per share)

— — — — ( 9.1 ) — ( 9.1 )

Purchase of treasury stock — — ( 107.1 ) — — — ( 107.1 )

Issuance of treasury stock — — 1.4 ( 1.3 ) — — 0.1

Amounts related to share-based compensation — — — ( 4.1 ) — — ( 4.1 )

Share-based compensation expense — — — 5.1 — — 5.1

Balance as of June 30, 2024

46,767,164 0.5 ( 3,139.4 ) 479.3 3,470.9 — 811.3

Net income — — — — 149.2 — 149.2

Cash dividends declared ($ 0.45 per share)

— — — — ( 9.2 ) — ( 9.2 )

Dividend equivalent units accrued — — — 0.1 ( 0.1 ) — —

Purchase of treasury stock — — ( 126.4 ) — — — ( 126.4 )

Issuance of treasury stock — — ( 0.1 ) ( 0.1 ) — — ( 0.2 )

Amounts related to share-based compensation — — — ( 0.6 ) — — ( 0.6 )

Share-based compensation expense — — — 6.0 — — 6.0

Balance as of September 30, 2024

46,767,164 $ 0.5 $ ( 3,265.9 ) $ 484.7 $ 3,610.8 $ — $ 830.1

See notes to consolidated financial statements.

6 unchanged sentences

The Company owns and operates a chain of retail stores under the brand names of Murphy USA ® and Murphy Express, most of which are located in close proximity to Walmart stores, and also has a mix of convenience stores with and without retail gasoline that operate under the brand name of QuickChek ® .

At September 30, 2024, the Company had a total of 1,740 Company stores of which 1,586 were branded as Murphy and 154 were the QuickChek brand.

At March 31, 2025, the Company had a total of 1,761 Company stores of which 1,607 were branded as Murphy and 154 were the QuickChek brand.

The Company also has certain product supply and wholesale assets, including product distribution terminals and pipeline positions.

3 unchanged sentences

and certain of its subsidiaries operate on a calendar year basis, while the QuickChek subsidiary uses a weekly retail calendar where each quarter has 13 weeks.

For the three month period ended September 30, 2024, the QuickChek results covered the period June 29, 2024 to September 27, 2024, and the 2024 year-to-date period began December 30, 2023.

For the three month period ended September 30, 2023, the QuickChek results covered the period July 1, 2023 to September 29, 2023, and the 2023 year-to-date period began December 31, 2022.

For the three month period ended March 31, 2025, the QuickChek results covered the period December 28, 2024 to March 28, 2025.

For the three month period ended March 31, 2024, the QuickChek results covered the period December 30, 2023 to March 29, 2024.

The difference in timing of the period ends is immaterial to the overall consolidated results.

6 unchanged sentences

Recently Issued Accounting Standards —

In December 2023, the FASB issued ASU 2023-07, "Segment Reporting:

Improvements to Reportable Segment Disclosures." The amendments in this Update improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities and clarifies that single reportable segment entities must apply Topic 280 in its entirety.

The amendments in this Update for annual disclosures were effective for the Company on January 1, 2024, and the interim disclosures will be effective for the year beginning January 1, 2025, with early adoption permitted.

The amendments will be applied retrospectively to all prior periods presented in the financial statement.

The Company has determined this will not have a material impact on the Company's consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures." This ASU intends to enhance income tax disclosures, under Topic 740, to address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information.

The amendments in this Update improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction.

The amendments in this Update are effective for the Company for the year beginning January 1, 2025, with early adoption permitted.

The amendments in this Update are effective for the Company for annual periods beginning after December 15, 2024, with early adoption permitted.

The amendments should be applied on a prospective basis, with retrospective application permitted.

The Company has determined this will not have a material impact on the Company's consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, "Disaggregation of Income Statement Expenses." This ASU addresses investor requests for more granular information about an entity’s expenses, allowing investors to better understand performance, prospects for future cash flows, and comparability over time and with other entities.

The primary goal is to improve the decision-usefulness of expense information on public companies’ income statements through disaggregation of relevant expense captions in the notes to the financial statements.

The amendments in this Update are effective for the Company for annual periods beginning after December 15, 2026,

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

amendments should be applied on a prospective basis, with retrospective application permitted.

The Company has determined this will not have a material impact on the Company's consolidated financial statements and disclosures.

and interim periods in the year beginning after December 15, 2027.

Early adoption is permitted.

The amendments should be applied either prospectively or retrospectively.

The Company is assessing the impact of the standard on the Company's consolidated financial statements.

Note 2 — Revenues

7 unchanged sentences

The Company accounts for such transactions as non-monetary exchanges under existing accounting guidance and typically reports these on a net basis in the Consolidated Statements of Income.

The following tables disaggregate our revenues by major source for the three and nine months ended September 30, 2024 and 2023, respectively:

Three Months Ended September 30, 2024 Three Months Ended September 30, 2023

(Millions of dollars) Marketing Corporate and Other Assets Consolidated Marketing Corporate and Other Assets Consolidated

Petroleum product sales

(at retail) 1

$ 3,758.1 $ — $ 3,758.1 $ 4,134.8 $ — $ 4,134.8

Petroleum product sales

(at wholesale) 1

363.3 — 363.3 524.0 — 524.0

Total petroleum product sales 4,121.4 — 4,121.4 4,658.8 — 4,658.8

Merchandise sales 1,082.4 — 1,082.4 1,055.6 — 1,055.6

Other operating revenues:

RINs 32.7 — 32.7 81.7 — 81.7

Other revenues 2

1.9 0.1 2.0 1.7 0.1 1.8

Total revenues $ 5,238.4 $ 0.1 $ 5,238.5 $ 5,797.8 $ 0.1 $ 5,797.9

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Nine Months Ended September 30, 2024 Nine Months Ended September 30, 2023

The following tables disaggregate our revenues by major source for the three months ended March 31, 2025 and 2024, respectively:

Three Months Ended March 31, 2025 Three Months Ended March 31, 2024

(Millions of dollars) Marketing Corporate and Other Assets Consolidated Marketing Corporate and Other Assets Consolidated

23 unchanged sentences

Payment fees retained by the credit/debit card providers are recorded as Store and other operating expenses in the Consolidated Statements of Income.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Petroleum product sales (at wholesale).

7 unchanged sentences

Those taxes that are collected for remittance to governmental entities on a pass-through basis are not recognized as revenue and they are recorded to a liability account until they are paid.

As noted above, a mixture of payment types are used for these revenues and the same terms for credit/debit card receivables are realized.

As noted previously, a mixture of payment types are used for these revenues and the same terms for credit/debit card receivables are realized.

With respect to merchandise sales revenue we must determine whether we are the principal or agent for some categories of merchandise such as scratch-off lottery tickets, lotto tickets, newspapers and other small categories of merchandise.

4 unchanged sentences

These programs create a performance obligation which requires us to defer a portion of sales revenue to the loyalty program participants until they redeem their rewards.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The rewards may be redeemed for free or discounted merchandise or cash discounts at all stores and on fuel purchases at Murphy branded stores.

2 unchanged sentences

Deferred revenue associated with both rewards programs are included in Trade accounts payable and accrued liabilities in our Consolidated Balance Sheets.

The deferred revenue balances at September 30, 2024 and December 31, 2023 were immaterial.

The deferred revenue balances at March 31, 2025 and December 31, 2024 were immaterial.

For the sale of RINs, we recognize revenue when the RIN is transferred to the counter-party and the sale is completed.

4 unchanged sentences

Trade accounts receivable on the balance sheet represents both receivables related to contracts with customers and other trade receivables.

At September 30, 2024 and December 31, 2023, we had $ 116.6 million and $ 178.2 million of receivables, respectively, related to contracts with customers recorded.

At March 31, 2025 and December 31, 2024, we had $ 126.7 million and $ 110.5 million of receivables, respectively, related to contracts with customers recorded.

All of the trade accounts receivable related to contracts with customers outstanding at the end of each period were collected during the succeeding quarter.

These receivables were generally related to credit and debit card transactions along with short term bulk and wholesale sales to our customers, which have a very short settlement window.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 3 — Inventories

Inventories consisted of the following:

(Millions of dollars) September 30,

(Millions of dollars) March 31,

2025 December 31,

5 unchanged sentences

Total inventories $ 364.4 $ 401.6

At September 30, 2024 and December 31, 2023, the replacement cost (market value) of LIFO inventories exceeded the LIFO carrying value for petroleum products by $ 201.7 million and $ 209.7 million, respectively and store merchandise for resale by $ 3.1 million and $ 2.4 million, respectively.

At March 31, 2025 and December 31, 2024, the replacement cost (market value) of LIFO inventories exceeded the LIFO carrying value for petroleum products by $ 209.5 million and $ 189.1 million, respectively.

Note 4 — Marketable Securities

8 unchanged sentences

Agency securities, repurchase agreements, certificates of deposit, institutional, government money market funds that maintain a stable $ 1.00 net asset value, domestic and foreign commercial paper, municipal securities, domestic and foreign debt issued by corporations or financial institutions with the primary objective of minimizing the potential risk of principal loss.

The Company determines the

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

classification of its marketable securities based on its investment strategy at the time of purchase.

All marketable securities in the periods presented have been classified as available-for-sale.

The amortized cost and carrying value (fair value) of marketable securities and the balance sheet location at September 30, 2024 and December 31, 2023 consisted of the following:

September 30, 2024

(Millions of dollars) Amortized

Losses Estimated

Available-for-sale securities:

Marketable securities current

Corporate bonds $ 1.5 — — $ 1.5

Total marketable securities $ 1.5 $ — $ — $ 1.5

December 31, 2023

(Millions of dollars) Amortized

Losses Estimated

Available-for-sale securities:

Marketable securities current

Government bonds $ 3.0 $ — $ — $ 3.0

Corporate bonds 3.9 — — 3.9

Investment income receivable 0.2 — — 0.2

Marketable securities non-current

Corporate bonds 2.9 — — 2.9

Corporate bonds 1.5 — — 1.5

Total marketable securities $ 11.5 $ — $ — $ 11.5

The amortized cost basis and fair value of the Company's available-for-sale marketable securities, excluding Investment income receivable, at September 30, 2024, by contractual maturity, are as follows:

(Millions of dollars )

Amortized Cost Fair Value

Less than 1 year $ 1.5 $ 1.5

There was no impairment on any available-for-sale marketable securities as of September 30, 2024 or December 31, 2023.

The Company determines the classification of its marketable securities based on its investment strategy at the time of purchase.

The Company held no marketable securities at March 31, 2025 or December 31, 2024.

Note 5 — Goodwill and Intangible Assets

The Company's goodwill is assigned to its Marketing segment and no ne of the goodwill is deductible for tax purposes.

(Millions of dollars) September 30,

(Millions of dollars) March 31,

2025 December 31,

1 unchanged sentence

We amortize intangible assets subject to amortization on a straight-line basis based on the period for which the economic benefits of the asset or liability are expected to be realized.

The intangible assets subject to

The intangible assets subject to amortization includes pipeline space, which is being amortized over a 40 -year life, and the intangible lease liability acquired from QuickChek that is being amortized over the remaining life of the underlying leases.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

amortization includes pipeline space, which is being amortized over a 40 -year life, and the intangible lease liability acquired from QuickChek that is being amortized over the remaining life of the underlying leases.

Intangible assets subject to amortization at September 30, 2024 and December 31, 2023 consisted of the following:

Remaining Useful Life (in years) September 30, 2024 December 31, 2023

Intangible assets subject to amortization at March 31, 2025 and December 31, 2024 consisted of the following:

Remaining Useful Life (in years) March 31, 2025 December 31, 2024

(Millions of dollars) Cost Net Cost Net

8 unchanged sentences

Long-term debt consisted of the following:

(Millions of dollars) September 30,

(Millions of dollars) March 31,

2025 December 31,

5.625 % senior notes due 2027 (net of unamortized discount of $ 1.0 at September 30, 2024 and $ 1.3 at December 31, 2023)

5.625 % senior notes due 2027 (net of unamortized discount of $ 0.8 at March 31, 2025 and $ 0.9 at December 31, 2024)

$ 299.2 $ 299.1

4.75 % senior notes due 2029 (net of unamortized discount of $ 3.1 at September 30, 2024 and $ 3.6 at December 31, 2023)

3.75 % senior notes due 2031 (net of unamortized discount of $ 4.0 at September 30, 2024 and $ 4.4 at December 31, 2023)

Term loan due 2028 (effective interest rate of 7.09 % at September 30, 2024 and 7.23 % at December 31, 2023) net of unamortized discount of $ 0.5 at September 30, 2024 and $ 0.6 at December 31, 2023

Revolving credit facility, due 2026 (weighted average interest rate of 8.75 % at September 30, 2024)

4.75 % senior notes due 2029 (net of unamortized discount of $ 2.8 at March 31, 2025 and $ 3.0 at December 31, 2024)

3.75 % senior notes due 2031 (net of unamortized discount of $ 3.7 at March 31, 2025 and $ 3.8 at December 31, 2024)

Term loan due 2028 (effective interest rate of 6.21 % at March 31, 2025 and 6.44 % at December 31, 2024) net of unamortized discount of $ 0.4 at March 31, 2025 and $ 0.4 at December 31, 2024

Revolving credit facility, due 2026 (weighted average interest rate of 6.59 % at March 31, 2025)

Capitalized lease obligations, autos and equipment, due through 2028

8 unchanged sentences

The indenture governing the 2027 Senior Notes contains restrictive covenants that limit, among other things, the ability of the Company, MOUSA, and the restricted subsidiaries to incur additional indebtedness or liens, dispose of assets, make certain restricted payments or investments, enter into transactions with affiliates or merge with or into other entities.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On September 13, 2019, MOUSA, issued $ 500 million of 4.75 % Senior Notes due 2029 (the “2029 Senior Notes”).

1 unchanged sentence

The 2029 Senior Notes are fully and unconditionally guaranteed by the Company and by the Company's subsidiaries that guarantee our Credit Facilities.

The indenture governing the 2029 Senior Notes contains restrictive covenants that are essentially identical to the covenants for the 2027 Senior Notes.

The indenture governing the

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2029 Senior Notes contains restrictive covenants that are essentially identical to the covenants for the 2027 Senior Notes.

On January 29, 2021, MOUSA, issued $ 500 million of 3.75 % Senior Notes due 2031 (the "2031 Senior Notes" and, together with the 2027 Senior Notes and the 2029 Senior Notes, the "Senior Notes").

5 unchanged sentences

Revolving Credit Facility and Term Loan

The following discussion summarizes the terms of our credit agreement in effect as of March 31, 2025.

As disclosed in "Note 17 - Subsequent Events," the Company refinanced its Credit Facilities on April 7, 2025.

Our credit agreement consists of both a cash flow revolving credit facility and a senior secured term loan.

The credit agreement provides for a senior secured term loan in an aggregate principal amount of $ 400 million (the "Term Facility") (which was borrowed in full on January 29, 2021) and revolving credit commitments in an aggregate amount equal to $ 350 million (the "Revolving Facility", and together with the Term Facility, the "Credit Facilities").

The outstanding balance of the term loan was $ 387 million at September 30, 2024 and $ 390 million at December 31, 2023.

The outstanding balance of the term loan was $ 385 million at March 31, 2025 and $ 386 million at December 31, 2024.

The term loan is due January 2028, and we are required to make quarterly principal payments of $ 1 million, which began on July 1, 2021.

As of September 30, 2024, we had $ 41.0 million of outstanding borrowings under the Revolving Facility and $ 6.2 million of outstanding letters of credit (which reduces the amount available to borrow under the Revolving Facility).

As of March 31, 2025, we had $ 200.0 million of outstanding borrowings under the Revolving Facility and $ 6.2 million of outstanding letters of credit (which reduces the amount available to borrow under the Revolving Facility).

Interest payable on the Term Facility is based on either:

• the term overnight financing rate, plus the applicable Alternative Reference Rate Committee ("ARRC") recommended credit spread adjustment (the “Adjusted Term SOFR Rate”);

• the term secured overnight financing rate, plus the applicable Alternative Reference Rate Committee ("ARRC") recommended credit spread adjustment (the “Adjusted Term SOFR Rate”);

• the Alternate Base Rate, which is defined as the highest of (a) the rate of interest last quoted by The Wall Street Journal as the "Prime Rate", (b) the greater of the federal funds effective rate and the overnight bank funding rate determined by the Federal Reserve Bank of New York from time to time plus 0.50 % per annum and (c) the one-month Adjusted Term SOFR Rate plus 1.00 % per annum,

2 unchanged sentences

• the term secured overnight financing rate, plus 0.10 % credit spread adjustment for all interest periods (the "Adjusted SOFR Rate"), which is subject to a 0.0 % floor;

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

bank funding rate determined by the Federal Reserve Bank of New York from time to time plus 0.50 % per annum and (c) the one-month Adjusted SOFR Rate plus 1.00 % per annum,

plus, (A) in the case of Adjusted SOFR Rate borrowings, a spread of 1.75 % to 2.25 % per annum depending on a total debt to EBITDA ratio and (B) in the case of Alternate Base Rate borrowings, spreads ranging from 0.75 % to 1.25 % per annum depending on a total debt to EBITDA ratio.

7 unchanged sentences

Pursuant to the credit agreement's covenant limiting certain restricted payments, certain payments in respect of our equity interests, including dividends, when the total leverage ratio, calculated on a pro forma basis, is greater than 3.0 to 1.0 could be limited.

At September 30, 2024, our total leverage ratio was 1.79 to 1.0 which meant our ability at that date to make restricted payments was not limited.

At March 31, 2025, our total leverage ratio was 1.96 to 1.0 which meant our ability at that date to make restricted payments was not limited.

If our total leverage ratio, on a pro forma basis, exceeds 3.0 to 1.0, any restricted payments made following that time until the ratio is once again, on a pro forma basis, below 3.0 to 1.0 would be limited by the covenant, which contains certain exceptions, including an ability to make restricted payments in cash in an aggregate amount not to exceed the greater of $ 120.5 million or 4.5 % of consolidated net tangible assets over the life of the credit agreement.

2 unchanged sentences

Note 7 — Asset Retirement Obligations (ARO)

The majority of the ARO recognized by the Company at September 30, 2024 and December 31, 2023 is related to the estimated costs to dismantle and abandon certain of its retail gasoline stores.

The majority of the ARO recognized by the Company at March 31, 2025 and December 31, 2024 is related to the estimated costs to dismantle and abandon certain of its retail gasoline stores.

The Company has not recorded an ARO for certain of its marketing assets because sufficient information is presently not available to estimate a range of potential settlement dates for the obligation.

4 unchanged sentences

A reconciliation of the beginning and ending aggregate carrying amount of the ARO is shown in the following table.

(Millions of dollars) September 30,

(Millions of dollars) March 31,

2025 December 31,

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The effective tax rate is calculated as the amount of income tax expense (benefit) divided by income before income tax expense (benefit).

For the three and nine months ended September 30, 2024 and 2023, the Company’s approximate effective tax rates were as follows:

Three Months Ended September 30, 24.9 % 24.9 %

Nine Months Ended September 30, 24.0 % 24.4 %

In the nine months ended September 30, 2024, the Company recognized approximately $ 4.7 million of excess tax benefits related to stock compensation for employees and $ 0.3 million in other discrete tax benefits.

For the nine months ended September 30, 2023, the Company recognized approximately $ 2.5 million of excess tax benefits related to stock compensation for employees and $ 0.5 million in other discrete tax benefits.

As of September 30, 2024, the earliest year remaining open for Federal audits and/or settlement is 2020 and for state audits and/or settlement is 2019.

For the three months ended March 31, 2025 and 2024, the Company’s approximate effective tax rates were as follows:

Three Months Ended March 31, 14.1 % 19.4 %

In the three months ended March 31, 2025, the Company recognized approximately $ 2.6 million of excess tax benefits related to stock compensation for employees, $ 3.8 million of benefit for purchased Federal energy tax credits, and $ 0.5 million in other discrete tax benefits.

For the three months ended March 31, 2024, the Company recognized approximately $ 4.2 million of excess tax benefits related to stock compensation for employees and $ 0.1 million in other discrete tax benefits.

As of March 31, 2025, the earliest year remaining open for Federal audits and/or settlement is 2021 and for state audits and/or settlement is 2020.

Although the Company believes that recorded liabilities for unsettled issues are adequate, additional gains or losses could occur in future periods from resolution of outstanding unsettled matters.

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The MUSA 2023 Plan replaced the MUSA 2013 Plan and the 2013 Directors Plan, each of which expired on August 8, 2023.

The MUSA 2023 Plan authorizes the Executive Compensation Committee of our Board of Directors (“the Committee”) to grant to non-employee directors, employees, and consultants of the Company, or any of its subsidiaries, stock options (incentive stock options ("ISOs") and nonqualified stock options ("NQSO")), stock appreciation rights ("SARs"), restricted stock, restricted stock units ("RSUs"), performance awards or other cash-

The MUSA 2023 Plan authorizes the Committee to grant to non-employee directors, employees, and consultants of the Company, or any of its subsidiaries, stock options (incentive stock options ("ISOs") and nonqualified stock options ("NQSO")), stock appreciation rights ("SARs"), restricted stock, restricted stock units ("RSUs"), performance awards or other cash-based awards and other stock-based awards.

The maximum number of

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

based awards and other stock-based awards.

The maximum number of shares available for issuance under the MUSA 2023 Plan shall not exceed in the aggregate 1.725 million shares (subject to certain adjustments).

shares available for issuance under the MUSA 2023 Plan shall not exceed in the aggregate 1.725 million shares (subject to certain adjustments).

Beginning with its initial quarterly dividend in December 2020, the Company issued dividend equivalent units ("DEUs") on all outstanding, unvested equity awards (except stock options) in an amount commensurate with regular quarterly dividends paid on common stock.

10 unchanged sentences

Stock price at valuation date $ 492.22

Changes in options outstanding for Company employees during the period from December 31, 2023 to September 30, 2024 are presented in the following table:

Changes in options outstanding for Company employees during the period from December 31, 2024 to March 31, 2025 are presented in the following table:

Options Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (Millions of Dollars)

3 unchanged sentences

Forfeited ( 900 ) $ 320.40

Outstanding at September 30, 2024

275,500 $ 177.51 3.7 $ 86.9

Exercisable at September 30, 2024

179,965 $ 120.04 2.8 $ 67.1

Outstanding at March 31, 2025 284,300 $ 211.65 3.6 $ 74.0

Exercisable at March 31, 2025 205,540 $ 139.32 2.6 $ 67.9

RESTRICTED STOCK UNITS – The Committee has granted time-based RSUs as part of the compensation plan for its executives and certain other employees since its inception.

5 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Changes in RSUs outstanding during the period from December 31, 2023 to September 30, 2024 are presented in the following table:

Changes in RSUs outstanding during the period from December 31, 2024 to March 31, 2025 are presented in the following table:

RSUs Number of Units Weighted Average Grant Date Fair Value Total Fair Value (Millions of Dollars)

3 unchanged sentences

Forfeited ( 2,362 ) $ 285.06

Outstanding at September 30, 2024

98,671 $ 285.18 $ 48.6

Outstanding at March 31, 2025 72,970 $ 362.23 $ 34.3

DIRECTOR DEFERRED STOCK UNITS (MUSA 2023 Plan) — Non-employee directors can elect to receive their annual cash retainers in the form of Deferred Stock Units ("DSUs").

2 unchanged sentences

Each DSU represents the right to receive one share of common stock following the completion of a director's service.

During the nine-month period ended September 30, 2024, we granted 565 DSUs and recorded director expense of $ 0.3 million related to the grants.

At September 30, 2024, there were 1,568 Director DSUs vested and outstanding with an average grant date fair value of $ 379.46 per unit under the MUSA 2023 Plan.

During the three month period ended March 31, 2025, we granted 192 DSUs and recorded director expense of $ 0.1 million related to the grants.

At March 31, 2025, there were 1,931 Director DSUs vested and outstanding with an average grant date fair value of $ 399.31 per unit under the MUSA 2023 Plan.

PERFORMANCE-BASED RESTRICTED STOCK UNITS – The Committee has granted performance-based restricted stock units (performance units or "PSUs") to its executives and certain other employees.

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For the ROACE portion of the awards, the valuation was based on the grant date fair value of $ 492.22 per unit and the number of awards will be periodically assessed to determine the probability of vesting.

Changes in PSUs outstanding for Company employees during the period from December 31, 2023 to September 30, 2024 are presented in the following table:

Changes in PSUs outstanding for Company employees during the period from December 31, 2024 to March 31, 2025 are presented in the following table:

Employee PSUs Number of Units Weighted Average Grant Date Fair Value Total Fair Value (Millions of Dollars)

3 unchanged sentences

Forfeited ( 1,040 ) $ 385.50

Outstanding at September 30, 2024

77,318 $ 320.05 $ 38.1

Outstanding at March 31, 2025 64,169 $ 441.72 $ 30.1

2013 Stock Plan for Non-employee Directors

1 unchanged sentence

The directors for Murphy USA are compensated with a mixture of cash payments and equity-based awards.

Awards under the 2013 Directors Plan may be in the form of restricted stock, restricted stock units, dividend equivalent units, stock options, or a combination thereof.

An aggregate of 0.5 million shares of common stock was reserved for issuance of grants under the Directors Plan.

RESTRICTED STOCK UNITS (2013 Directors Plan) – The Committee has also granted time based RSUs to the non-employee directors of the Company as part of their overall compensation package for being a member of the

Awards prior to 2023 vest at the end of three years and those granted in 2023 vested at the end of one year .

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Board of Directors.

Awards prior to 2023 vest at the end of three years and those granted in 2023 vested at the end of one year .

Changes in Director RSUs outstanding for Company non-employee directors during the period from December 31, 2023 to September 30, 2024 are presented in the following table:

Changes in Director RSUs outstanding for Company non-employee directors during the period from December 31, 2024 to March 31, 2025 are presented in the following table:

2013 Plan — Director RSUs Number of Units Weighted Average Grant Date Fair Value Total Fair Value (Millions of Dollars)

2 unchanged sentences

Vested and issued ( 7,174 ) $ 175.84 $ 3.5

Outstanding at September 30, 2024

9,426 $ 196.38 $ 4.6

Outstanding at March 31, 2025 2,264 $ 261.51 $ 1.1

DEFERRED STOCK UNITS (2013 Directors Plan) — Effective January 1, 2023, non-employee directors could elect to receive their annual cash retainers in the form of DSUs.

Each DSU represents the right to receive one share of common stock following the completion of a director's service.

At September 30, 2024 there were 425 Director DSUs outstanding with an average grant date fair value of $ 258.35 per unit under the 2013 Plan.

Share-based compensation for the nine months ended September 30, 2024 and 2023, was $ 16.7 million and $ 15.8 million, respectively.

There were $ 0.9 million in income tax benefits realized for the tax deductions from options exercised for the nine months ended September 30, 2024 and there were $ 0.4 million for the nine months ended September 30, 2023.

At March 31, 2025 there were 425 Director DSUs outstanding with an average grant date fair value of $ 258.35 per unit under the 2013 Directors Plan.

Share-based compensation for the three months ended March 31, 2025 and 2024, was $ 5.9 million and $ 5.6 million, respectively.

Total income tax benefits realized from tax deductions related to stock option exercises under share-based payment arrangements was zero and $ 0.5 million for the three months ended March 31, 2025 and 2024, respectively.

Note 10 — Financial Instruments and Risk Management

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Certain interest rate derivative contracts were accounted for as hedges and gain or loss associated with recording the fair value of these contracts was deferred in AOCI until the anticipated transactions occurred.

As of September 30, 2024, all current commodity derivative activity is immaterial.

There were $ 0.4 million cash deposits at September 30, 2024 and $ 1.0 million at December 31, 2023 related to commodity derivative contracts reported in Prepaid expenses and other current assets in the Consolidated Balance Sheets.

These cash deposits have not been used to increase the reported net assets or reduce the reported net liabilities on the derivative contracts at September 30, 2024 or December 31, 2023.

Interest Rate Risks

An interest rate derivative that the Company used to effect the hedge entered into in August 2019 matured during the quarter ended September 30, 2023.

The amount of pre-tax gains in accumulated other comprehensive loss that was reclassified into interest expense was $ 0.1 million and $ 0.6 million for the three and nine months ended September 30, 2023, respectively.

As of March 31, 2025, all current commodity derivative activity is immaterial.

There were $ 0.2 million cash deposits at March 31, 2025 and December 31, 2024 related to commodity derivative contracts reported in Prepaid expenses and other current assets in the Consolidated Balance Sheets.

These cash deposits have not been used to increase the reported net assets or reduce the reported net liabilities on the derivative contracts at March 31, 2025 or December 31, 2024.

Note 11 — Earnings Per Share

1 unchanged sentence

Diluted earnings per common share adjusts basic earnings per common share for the effects of stock options and restricted stock in the periods where such items are dilutive.

On May 2, 2023, the Board of Directors approved a share repurchase authorization of up to $ 1.5 billion that expires December 31, 2028, and excludes excise tax.

As of March 31, 2025, approximately $ 787.8 million remained under the 2023 authorization.

For the three months ended March 31, 2025, the Company repurchased 321,119 shares of common stock for an average price of $ 470.80 per share including brokerage fees and excise

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

On May 2, 2023, our Board of Directors approved a share repurchase authorization of up to $ 1.5 billion that expires December 31, 2028, and excludes excise tax.

As of September 30, 2024, approximately $ 1.1 billion remained under the 2023 authorization.

For the nine months ended September 30, 2024, the Company repurchased 698,855 shares of common stock for an average price of $ 458.46 per share including brokerage fees and excise tax.

For the nine months ended September 30, 2023, 584,086 shares were repurchased for an average price of $ 298.12 per share and were under the 2021 repurchase authorization.

The following tables provide a reconciliation of basic and diluted earnings per share computations for the three and nine months ended September 30, 2024 and 2023:

For the three months ended March 31, 2024, 216,036 shares were repurchased for an average price of $ 402.14 per share.

The following tables provide a reconciliation of basic and diluted earnings per share computations for the three months ended March 31, 2025 and 2024:

Three Months Ended

September 30, Nine Months Ended

September 30,

(Millions of dollars, except share and per share amounts) 2025 2024

4 unchanged sentences

Earnings per common share $ 2.67 $ 3.17

Three Months Ended

(Millions of dollars, except share and per share amounts) 2025 2024

Earnings per common share - assuming dilution:

9 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

Potentially dilutive shares excluded from the calculation as their inclusion would be anti-dilutive 2025 2024

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Note 12 — Other Financial Information

CASH FLOW DISCLOSURES — Cash income taxes tax payments, net of refunds, were $ 77.9 million and $ 94.5 million for the nine-month periods ended September 30, 2024 and 2023, respectively.

Interest paid, net of amounts capitalized, was $ 77.6 million and $ 75.3 million for the nine-month periods ended September 30, 2024 and 2023, respectively.

CASH FLOW DISCLOSURES — Cash income tax payments, net of refunds, were $ 41.7 million for the three-month periods ended March 31, 2025 and cash income taxes received were $ 0.1 million for the three-month periods ended March 31, 2024.

Interest paid, net of amounts capitalized, was $ 30.0 million and $ 30.4 million for the three-month periods ended March 31, 2025 and 2024, respectively.

CHANGES IN WORKING CAPITAL:

Nine Months Ended

September 30,

Three Months Ended

(Millions of dollars) 2025 2024

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We value these securities at the closing price in the principal active markets as of the last business day of the reporting period.

The fair values of the Company's marketable securities by asset class are described in Note 4 "Marketable Securities" in these consolidated financial statements for the period ended September 30, 2024.

The fair values of the Company's marketable securities by asset class are described in Note 4 "Marketable Securities" in these consolidated financial statements for the period ended March 31, 2025.

We value the deferred compensation plan assets, which consist of money market and mutual funds, based on quoted prices in active markets at the measurement date.

2 unchanged sentences

The carrying value of the Company’s Cash and cash equivalents, Accounts receivable-trade, Trade accounts payable, and accrued liabilities approximates fair value.

See also Note 10 "Financial Instruments and Risk Management" in these consolidated financial statements for the period ended September 30, 2024, for more information.

See also Note 10 "Financial Instruments and Risk Management" in these consolidated financial statements for the period ended March 31, 2025, for more information.

Murphy USA Inc.

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Financial assets and liabilities measured at fair value on a recurring basis

The following tables present the Company's financial assets and liabilities measured at fair value on a recurring basis, as of September 30, 2024 and December 31, 2023:

September 30, 2024

The following tables present the Company's financial assets and liabilities measured at fair value on a recurring basis, as of March 31, 2025 and December 31, 2024:

March 31, 2025

(Millions of dollars) Level 1 Level 2 Level 3 Fair Value

Financial assets

Marketable securities, current

Corporate bonds $ — $ 1.5 $ — $ 1.5

Prepaid expenses and other current assets:

8 unchanged sentences

Financial assets

Marketable securities, current

Government bonds $ — $ 3.0 $ — $ 3.0

Corporate bonds — 4.1 — 4.1

Prepaid expenses and other current assets:

Fuel derivative $ — $ — $ 0.2 $ 0.2

Marketable securities, non-current

Corporate bonds — 2.9 — 2.9

Corporate bonds — 1.5 — 1.5

Deferred compensation plan assets 14.9 — — 14.9

9 unchanged sentences

The fair value of these, which represents fees associated with obtaining the instruments, was nominal.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the carrying amounts and estimated fair values of financial instruments held by the Company at September 30, 2024 and December 31, 2023.

At September 30, 2024 At December 31, 2023

Carrying Carrying

(Millions of dollars) Amount Fair Value Amount Fair Value

The following table presents the carrying amounts and estimated fair values of financial instruments held by the Company at March 31, 2025 and December 31, 2024.

At March 31, 2025 At December 31, 2024

(Millions of dollars) Carrying

Amount Fair Value Carrying

Amount Fair Value

Financial liabilities

Current and long-term debt, excluding finance leases $ ( 1,872.7 ) $ ( 1,867.2 ) $ ( 1,728.7 ) $ ( 1,717.5 )

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 14 — Contingencies

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Because governmental actions are often motivated by political considerations, may be taken without full consideration of their consequences, and may be taken in response to actions of other governments, it is not practical to attempt to predict the likelihood of such actions, the form the actions may take or the effect such actions may have on the Company.

ENVIRONMENTAL MATTERS AND LEGAL MATTERS — Murphy USA is subject to numerous federal, state and local laws and regulations dealing with the environment.

ENVIRONMENTAL MATTERS AND LEGAL MATTERS — Murphy USA is subject to numerous federal, state and local laws, regulations and permit requirements dealing with the environment.

Violation of such environmental laws, regulations and permits can result in the imposition of significant civil and criminal penalties, injunctions and other sanctions.

A discharge of hazardous substances into the environment could, to the extent such event is not insured, subject the Company to substantial expense, including both the cost to comply with applicable regulations and claims by neighboring landowners and other third parties for any personal injury, property damage and other losses that might result.

A discharge of hazardous substances into the environment could, to the extent such event is not adequately insured, subject the Company to substantial expense, including the cost to comply with applicable laws and regulations, claims by neighboring landowners, governmental authorities and other third parties for any personal injury, property damage and other losses that might result.

The Company currently owns or leases, and has in the past owned or leased, properties at which hazardous substances have been or are being handled.

Although the Company believes it has used operating and disposal practices that were standard in the industry at the time, hazardous substances may have been disposed of or released on or under the properties owned or leased by the Company or on or under other locations where they have been taken for disposal.

In connection with these activities, hazardous substances may have been disposed of or released on or under the properties owned or leased by the Company or on or under other locations where they have been taken for disposal.

In addition, many of these properties have been operated by third parties whose management of hazardous substances was not under the Company’s control.

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With respect to the previously owned refinery properties, Murphy Oil retained those liabilities in the Separation and Distribution agreement that was entered into related to the separation on August 30, 2013.

With respect to any remaining potential liabilities, based on information currently available to the Company, the Company believes costs related to these properties will not have a material adverse effect on Murphy USA’s net income, financial condition or liquidity in a future period.

While it is possible that certain environmental expenditures could be recovered by the Company from other sources, primarily environmental funds maintained by certain states, no assurance can be given that future recoveries from other sources will occur.

As such, the Company has not recorded a benefit for likely recoveries at September 30, 2024, however certain jurisdictions provide reimbursement for these expenses which have been considered in recording the net exposure.

As such, the Company has not recorded a benefit for likely recoveries at March 31, 2025, however certain jurisdictions provide reimbursement for these expenses which have been considered in recording the net exposure.

Environmental Protection Agency (EPA) currently considers the Company a Potentially Responsible Party (PRP) at one Superfund site.

As to the site, the potential total cost to all parties to perform necessary remedial work at this site may be substantial.

However, based on current

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

negotiations and available information, the Company believes that it is a de minimis party as to ultimate responsibility at the Superfund site.

Accordingly, the Company has not recorded a liability for remedial costs at the Superfund site at September 30, 2024.

However, based on current negotiations and available information, the Company believes that it is a de minimis party as to ultimate responsibility at the Superfund site.

Accordingly, the Company has not recorded a liability for remedial costs at the Superfund site at March 31, 2025.

The Company could be required to bear a pro rata share of costs attributable to nonparticipating PRPs or could be assigned additional responsibility for remediation at this site or other Superfund sites.

Based on information currently available to the Company, the Company believes that its share of the ultimate costs to clean up this site will be immaterial and will not have a material adverse effect on its net income, financial condition or liquidity in a future period.

Based on information currently available to the Company, the amount of future remediation costs to be incurred to address known contamination sites is not expected to have a material adverse effect on the Company’s future net income, cash flows or liquidity.

However, there is the possibility that additional environmental expenditures could be required to address contamination, including as a result of discovering additional contamination or the imposition of new or revised requirements applicable to known contamination.

However, there is the possibility that additional environmental expenditures could be required to address contamination, including as a result of discovering additional contamination or the

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

imposition of new or revised requirements applicable to known contamination, and such additional expenditures could be material.

Murphy USA is engaged in a number of other legal proceedings, all of which the Company considers routine and incidental to its business.

1 unchanged sentence

These lawsuits allege damages as a result of climate change and the plaintiffs are seeking unspecified damages and abatement under various tort theories.

At this early stage, the ultimate outcome of these matters remain uncertain, and neither the likelihood of an unfavorable outcome nor the ultimate liability, if any, can be determined.

Based on information currently available to the Company, the ultimate resolution of these other legal matters is not expected to have a material adverse effect on the Company’s net income, financial condition or liquidity in a future period.

At this stage, the ultimate outcome of these matters remains uncertain, and neither the likelihood of an unfavorable outcome nor the ultimate liability, if any, can be determined.

Based on information currently available to the Company, the ultimate resolution of those other legal matters is not expected to have a material adverse effect on the Company’s net income, financial condition or liquidity in a future period.

INSURANCE — The Company maintains insurance coverage at levels that are customary and consistent with industry standards for companies of similar size.

Murphy USA maintains statutory workers compensation insurance with a deductible of $ 1.0 million per occurrence, general liability insurance with a self-insured retention of $ 3.0 million per occurrence, and auto liability insurance with a deductible of $ 0.3 million per occurrence.

As of September 30, 2024, there were a number of outstanding claims that are of a routine nature.

Murphy USA maintains statutory workers compensation insurance with a deductible of $ 1.0 million per occurrence, general liability insurance with a deductible of $ 3.0 million per occurrence, and auto liability insurance with a deductible of $ 0.3 million per occurrence.

As of March 31, 2025, there were a number of outstanding claims that are of a routine nature.

The estimated incurred but unpaid liabilities relating to these claims are included in Trade account payables and accrued liabilities on the Consolidated Balance Sheets.

While the ultimate outcome of these claims cannot presently be determined, management believes that the accrued liability of $ 50.3 million will be sufficient to cover the related liability for all insurance claims and that the ultimate disposition of these claims will have no material effect on the Company’s financial position and results of operations.

While the ultimate outcome of these claims cannot presently be determined, management believes that the accrued liability of $ 57.6 million will be sufficient to cover the related liability and that the ultimate disposition of these claims will have no material effect on the Company’s financial position and results of operations.

The Company has obtained insurance coverage as appropriate for the business in which it is engaged but may incur losses that are not covered by insurance or reserves, in whole or in part, and such losses could adversely affect our results of operations and financial position.

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OTHER MATTERS — In the normal course of its business, the Company is required under certain contracts with various governmental authorities and others to provide financial guarantees or letters of credit that may be drawn upon if the Company fails to perform under those contracts.

At September 30, 2024, the Company had contingent liabilities of $ 8.8 million on outstanding letters of credit.

At March 31, 2025, the Company had contingent liabilities of $ 8.8 million on outstanding letters of credit.

The Company has not accrued a liability in its balance sheet related to these financial guarantees and letters of credit because it is believed that the likelihood of having these drawn is remote.

3 unchanged sentences

Leases with an initial term of 12 months or less are not recorded on the balance sheet;

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

recognize lease expense for these leases on a straight-line basis over the lease term.

The Company's leases have remaining lease terms of 2 years or less to 35 years, which may include the option to extend the lease when it is reasonably certain the Company will exercise the option.

we recognize lease expense for these leases on a straight-line basis over the lease term.

The Company's leases have remaining lease terms of approximately 2 years or less to 35 years, which may include the option to extend the lease when it is reasonably certain the Company will exercise the option.

Most leases include one or more options to renew, with renewal terms that can extend the lease term from 5 to 20 years or more.

3 unchanged sentences

The Company reviews all options to extend, terminate, or otherwise modify its lease agreements to determine if changes are required to the right-of-use assets and liabilities.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As the implicit interest rate is not readily determinable in most of the Company's lease agreements, the Company uses its estimated secured incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

Lessor — We have various arrangements for certain spaces for food service and vending equipment as well as subleases under which we are the lessor.

Lessor — We have various arrangements for certain spaces for food service and vending equipment under which we are the lessor.

These leases meet the criteria for operating lease classification.

Lease income associated with these leases is immaterial.

Lessee — We lease land for 446 stores and store sites, one terminal, a hangar and various equipment.

Our lease agreements do not contain any material residual value guarantees.

Included in our leased land are 102 properties leased from Walmart which contain restrictive covenants, though the restrictions are deemed to have an immaterial impact.

We also have certain areas where we sublease building and land space to others.

This lease income is immaterial.

Lessee — We lease land for 453 stores, one terminal, and various equipments.

Our lease agreements do not contain any material residual value guarantees and approximately 102 sites leased from Walmart contain restrictive covenants, though the restrictions are deemed to have an immaterial impact.

Leases are reflected in the following balance sheet accounts:

(Millions of dollars) Classification September 30,

(Millions of dollars) Classification March 31,

2025 December 31,

(Right-of-use) Operating lease right-of-use assets, net $ 490.3 $ 492.9

Finance Property, plant, and equipment, at cost, less accumulated depreciation of $ 53.0 at September 30, 2024 and $ 42.6 at December 31, 2023

Finance Property, plant, and equipment, at cost, less accumulated depreciation of $ 59.5 at March 31, 2025 and $ 56.3 at December 31, 2024

Total leased assets $ 591.1 $ 596.8

4 unchanged sentences

Total lease liabilities $ 636.0 $ 639.7

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Three Months Ended

September 30, Nine Months Ended

September 30,

(Millions of dollars) Classification 2025 2024

5 unchanged sentences

Cash Flow Information:

Nine Months Ended

September 30,

Three Months Ended

(Millions of dollars) 2025 2024

Cash paid for amounts included in the measurement of liabilities

Operating cash flows from operating leases $ 36.8 $ 37.6

Operating cash flows from finance leases $ 6.3 $ 6.7

Financing cash flows from finance leases $ 8.7 $ 8.6

Maturity of Lease Liabilities at September 30, 2024:

Operating cash flows required by operating leases $ 14.7 $ 13.1

Operating cash flows required by finance leases $ 2.0 $ 2.1

Financing cash flows required by finance leases $ 3.0 $ 2.9

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Maturity of Lease Liabilities at March 31, 2025:

(Millions of dollars) Operating leases Finance leases

8 unchanged sentences

Lease Term and Discount Rate:

Nine Months Ended September 30,

Three Months Ended

Weighted average remaining lease term (years)

4 unchanged sentences

Operating leases 7.0 %

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 16 — Business Segments

We identify reportable segments based on how we manage the company's operations.

Our operations include the sale of retail motor fuel products and convenience merchandise along with the wholesale and bulk sale capabilities of our product supply and wholesale group.

As the primary purpose of the product supply and wholesale group is to support our retail operations and provide fuel for their daily operation, the bulk and wholesale fuel sales are secondary to the support functions played by this group.

As such, they are all treated as one segment for reporting purposes as they sell the same products and have similar economic characteristics.

This Marketing segment contains essentially all of the revenue generating activities of the Company.

Results not included in the reportable segment include Corporate and Other Assets.

The reportable segment was determined based on information reviewed by the Chief Operating Decision Maker.

Three Months Ended

September 30, 2024 September 30, 2023

(Millions of dollars) Total Assets at September 30, 2024 External Revenues Income (Loss) External Revenues Income (Loss)

Marketing $ 4,211.4 $ 5,238.4 $ 168.0 $ 5,797.8 $ 187.2

Corporate and other assets 191.0 0.1 ( 18.8 ) 0.1 ( 19.5 )

Total $ 4,402.4 $ 5,238.5 $ 149.2 $ 5,797.9 $ 167.7

Nine Months Ended

September 30, 2024 September 30, 2023

External Revenues Income (Loss) External Revenues Income (Loss)

Results not included in the reportable segment are included in Corporate and Other Assets.

The reportable segment was determined based on information reviewed by the Chief Operating Decision Maker (CODM), who is the Chief Executive Officer.

The CODM evaluates performance and allocates resources for its reportable segment using segment income or loss.

This metric is used to evaluate the overall financial performance of the Marketing segment, make operational and strategic decisions, prepare our annual plan, and allocate resources.

The accounting policies for the Marketing segment are consistent with those described in the summary of significant accounting policies.

No eliminations are required for the presentation below as virtually all corporate and other costs are allocated to the Marketing segment.

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Marketing Segment Information Three Months Ended

(Millions of dollars) 2025 2024

Marketing $ 15,533.7 $ 417.3 $ 16,460.3 $ 464.8

Corporate and other assets 0.2 ( 57.3 ) 0.2 ( 58.0 )

Total $ 15,533.9 $ 360.0 $ 16,460.5 $ 406.8

Revenues from external customers $ 4,525.3 $ 4,843.6

Reconciliation of revenue

Other revenues 1

Total consolidated revenue $ 4,525.4 $ 4,843.7

Cost of goods sold 4,041.8 4,365.2

Store and other operating expenses 266.0 252.1

Selling, general and administrative 60.1 62.1

Depreciation and amortization 61.5 54.9

Other segment items 3

Interest expense 1.9 2.1

Segment income before income taxes $ 92.8 $ 106.3

Reconciliation of income before income taxes

Income before income taxes $ 61.9 $ 81.9

Other (revenues) 1

( 0.1 ) ( 0.1 )

Other operating expenses 0.1 —

Depreciation and amortization 6.7 3.8

(Gain) loss on sale of assets — ( 0.5 )

Investment (income) loss 0.1 ( 1.2 )

Interest expense 23.5 22.8

Other nonoperating (income) expense 0.6 ( 0.4 )

Segment income before income taxes $ 92.8 $ 106.3

1 Revenues from corporate and other assets not included in the reportable segment results.

2 The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

Intersegment expenses are included within the amounts shown.

3 Other segment items includes:

accretion of asset retirement obligations, impairment of properties, (gain) loss on sale of assets and other nonoperating (income) expense

Other specified segment disclosures

(Millions of dollars) Marketing

Totals Reconciling Items 4

Three Months Ended March 31, 2025

Accretion of asset retirement obligations $ 0.9 $ — $ 0.9

Deferred and noncurrent income taxes (benefits) $ ( 2.0 ) $ 0.6 $ ( 1.4 )

Additions to property, plant and equipment $ 60.8 $ 3.2 $ 64.0

(Millions of dollars) Marketing

Totals Reconciling Items 4

Three Months Ended March 31, 2024

Accretion of asset retirement obligations $ 0.8 $ — $ 0.8

Deferred and noncurrent income taxes (benefits) $ ( 0.5 ) $ — $ ( 0.5 )

Additions to property, plant and equipment $ 71.2 $ 11.0 $ 82.2

Murphy USA Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Reconciliation of Assets

March 31, December 31,

(Millions of dollars) 2025 2024

Marketing assets $ 4,316.6 $ 4,326.8

All other assets 4

Total consolidated assets $ 4,502.5 $ 4,541.6

4 Corporate and other assets not included in the reportable segment results.

Note 17 — Subsequent Events

On April 7, 2025, the Company refinanced its existing credit facility including both the revolving credit facility and the secured term loan.

This amended credit agreement provides for a secured term loan of $ 600 million (which was borrowed in full) and revolving credit commitments of $ 750 million.

The term loan matures seven years from the date of issuance and the revolving credit facility matures in five years .

The secured term loan accrues interest at SOFR plus 1.75 %, and the revolving credit facility accrues interest, when drawn, at SOFR plus a range of 1.25 % to 2.00 % depending on a total debt to EBITDA ratio covenant.

As part of entering into the amended credit agreement, the amounts drawn under the prior agreement were fully repaid and retired.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements