2 unchanged sentences
Consolidated Balance Sheets
−Removed: September 30, December 31,
+Added: March 31, December 31,
(Millions of dollars, except share amounts) 2026 2025
37 unchanged sentences
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
(Millions of dollars, except share and per share amounts) 2026 2025
12 unchanged sentences
Selling, general and administrative 56.6 60.1
−Removed: Restructuring expense 12.6 — 12.6 —
Accretion of asset retirement obligations 0.9 0.9
22 unchanged sentences
Murphy USA Inc.
−Removed: Consolidated Statements of Comprehensive Income (Loss)
−Removed: (Millions of dollars) Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
−Removed: 2025 2024 2025 2024
−Removed: Net income $ 129.9 $ 149.2 $ 328.7 $ 360.0
−Removed: Other comprehensive income (loss), net of tax
−Removed: Interest rate swap:
−Removed: Reclassifications:
−Removed: Other comprehensive income (loss) — — — —
−Removed: Comprehensive income $ 129.9 $ 149.2 $ 328.7 $ 360.0
−Removed: See notes to consolidated financial statements.
−Removed: Murphy USA Inc.
Consolidated Statements of Cash Flows
(Millions of dollars)
−Removed: Nine Months Ended
−Removed: September 30,
+Added: Three Months Ended
Operating Activities
5 unchanged sentences
Accretion of asset retirement obligations 0.9 0.9
−Removed: Amortization of discount on marketable securities — ( 0.1 )
(Gains) losses from sale of assets ( 0.3 ) 0.3
5 unchanged sentences
Proceeds from sale of assets 0.2 0.3
−Removed: Redemptions of marketable securities — 10.0
Other investing activities - net ( 0.4 ) ( 0.2 )
5 unchanged sentences
Repayments of debt ( 617.8 ) ( 530.0 )
−Removed: Debt issuance costs ( 9.0 ) —
Amounts related to share-based compensation ( 21.8 ) ( 18.6 )
19 unchanged sentences
46,767,164 0.5 ( 3,534.1 ) 466.5 3,786.7 — 719.6
−Removed: Net income — — — — 144.8 — 144.8
−Removed: Cash dividends declared ($ 0.44 per share)
−Removed: — — — — ( 9.1 ) — ( 9.1 )
−Removed: Purchase of treasury stock — — ( 107.1 ) — — — ( 107.1 )
−Removed: Issuance of treasury stock — — 1.4 ( 1.3 ) — — 0.1
−Removed: Amounts related to share-based compensation — — — ( 4.1 ) — — ( 4.1 )
−Removed: Share-based compensation expense — — — 5.1 — — 5.1
−Removed: Balance as of June 30, 2024
−Removed: 46,767,164 0.5 ( 3,139.4 ) 479.3 3,470.9 — 811.3
−Removed: Net income — — — — 149.2 — 149.2
−Removed: Cash dividends declared ($ 0.45 per share)
−Removed: — — — — ( 9.2 ) — ( 9.2 )
−Removed: Dividend equivalent units accrued — — — 0.1 ( 0.1 ) — —
−Removed: Purchase of treasury stock — — ( 126.4 ) — — — ( 126.4 )
−Removed: Issuance of treasury stock — — ( 0.1 ) ( 0.1 ) — — ( 0.2 )
−Removed: Amounts related to share-based compensation — — — ( 0.6 ) — — ( 0.6 )
−Removed: Share-based compensation expense — — — 6.0 — — 6.0
−Removed: Balance as of September 30, 2024
−Removed: 46,767,164 $ 0.5 $ ( 3,265.9 ) $ 484.7 $ 3,610.8 $ — $ 830.1
−Removed: Murphy USA Inc.
−Removed: 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 ( 4,092.1 ) 453.5 4,296.8 — 658.7
−Removed: Net income — — — — 145.6 — 145.6
−Removed: Cash dividends declared ($ 0.50 per share)
−Removed: — — — — ( 9.8 ) — ( 9.8 )
−Removed: Dividend equivalent units accrued — — — 0.1 ( 0.1 ) — —
−Removed: Purchase of treasury stock — — ( 211.9 ) — — — ( 211.9 )
−Removed: Issuance of treasury stock — — 0.1 ( 0.1 ) — — —
−Removed: Amounts related to share-based compensation — — — ( 0.6 ) — — ( 0.6 )
−Removed: Share-based compensation expense — — — 3.2 — — 3.2
−Removed: Balance as of June 30, 2025
−Removed: 46,767,164 0.5 ( 3,745.9 ) 469.1 3,922.4 — 646.1
−Removed: Net income — — — — 129.9 — 129.9
−Removed: Cash dividends declared ($ 0.53 per share)
−Removed: — — — — ( 10.1 ) — ( 10.1 )
−Removed: Purchase of treasury stock — — ( 221.4 ) — — — ( 221.4 )
−Removed: Issuance of treasury stock — — 1.3 ( 1.6 ) — — ( 0.3 )
−Removed: Amounts related to share-based compensation — — — ( 3.6 ) — — ( 3.6 )
−Removed: Share-based compensation expense — — — 5.4 — — 5.4
−Removed: Balance as of September 30, 2025
−Removed: 46,767,164 $ 0.5 $ ( 3,966.0 ) $ 469.3 $ 4,042.2 $ — $ 546.0
See notes to consolidated financial statements.
4 unchanged sentences
and its consolidated subsidiaries (“Murphy USA”, "we", "our", "us", or the “Company”) markets refined products through a network of retail gasoline stores and to unbranded wholesale customers.
−Removed: In addition, we operate non-fuel convenience stores in select markets.
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 ® .
−Removed: At September 30, 2025, the Company had a total of 1,772 Company stores of which 1,620 were branded as Murphy and 152 were the QuickChek brand.
−Removed: The Company also has certain product supply and wholesale assets, including product distribution terminals and pipeline positions.
+Added: At March 31, 2026, the Company had a total of 1,803 Company stores of which 1,655 were branded as Murphy and 148 were the QuickChek brand.
+Added: The Company also has certain fuel supply assets, including product distribution terminals and pipeline positions.
Basis of Presentation — Murphy USA was incorporated in March 2013 and, in connection with its incorporation, Murphy USA issued 100 shares of common stock, par value $ 0.01 per share, to Murphy Oil Corporation (“Murphy Oil”) for $ 1.00 .
1 unchanged sentence
Murphy USA Inc., Murphy Oil USA, Inc.
−Removed: 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.
−Removed: For the three month period ended September 30, 2025, the QuickChek results covered the period June 28, 2025 to September 26, 2025, and the 2025 year-to-date period began December 28, 2024.
−Removed: 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.
−Removed: The difference in timing of the period ends is immaterial to the overall consolidated results.
+Added: and its subsidiaries operate on a calendar year basis.
In preparing the financial statements of Murphy USA in conformity with accounting principles generally accepted in the United States, management has made a number of estimates and assumptions related to the reporting of assets, liabilities, revenues, expenses and the disclosure of contingent assets and liabilities.
Actual results may differ from these estimates.
+Added: The Company does not have any components of comprehensive income and comprehensive income is equal to net income (loss) reported in the Consolidated Statements of Income for all periods presented.
Interim Financial Information — The interim period financial information presented in these consolidated financial statements is unaudited and includes all known accruals and adjustments, in the opinion of management, necessary for a fair presentation of the consolidated financial position of Murphy USA and its results of operations and cash flows for the periods presented.
3 unchanged sentences
Recently Issued Accounting Standards —
−Removed: 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.
−Removed: 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.
−Removed: The amendments in this update are effective for the Company for annual periods beginning after December 15, 2024, with early adoption permitted.
−Removed: The amendments should be applied on a prospective basis, with retrospective application permitted.
−Removed: The Company does not expect for this to 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.
−Removed: The amendments in this update are effective for the Company for annual periods beginning after December 15, 2026,
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: and interim periods in the year beginning after December 15, 2027.
+Added: The amendments in this update are effective for the Company for annual periods beginning after December 15, 2026, and interim periods in the year beginning after December 15, 2027.
Early adoption is permitted.
1 unchanged sentence
The Company is assessing the impact of the standard on the Company's consolidated financial statements.
−Removed: In July 2025, the FASB issued ASU 2025-05, "Financial Instruments—Measurement of Credit Losses for
−Removed: Accounts Receivable and Contract Assets." This ASU addresses challenges encountered when applying the guidance in Topic 326, Financial Instruments—Credit Losses, to current accounts receivable and current contract assets arising from transactions accounted for under Topic 606, Revenue from Contracts with Customers.
−Removed: The amendments in this update introduce a practical expedient for all entities, and an accounting policy election for entities other than public business entities.
+Added: In November 2025, the FASB issued ASU 2025-09, “Derivatives and Hedging (Topic 815)—Hedge Accounting Improvements.” This ASU is intended to more closely align financial reporting with the economics of some of an entity’s risk management activities.
+Added: The changes are in response to stakeholder feedback from implementing ASU 2017-12 and the effects of LIBOR cessation.
+Added: The main amendments relate to cash flow hedging, but some of the amendments affect certain fair value and net investment hedges.
The amendments will be effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods.
+Added: Early adoption is permitted, and the amendments are to be applied prospectively.
+Added: The Company is currently assessing the impact of the standard on the consolidated financial statements.
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: In December 2025, the FASB issued ASU 2025-11, "Interim Reporting (Topic 270)—Narrow-Scope Improvements".
+Added: This ASU clarifies the interim reporting requirements by improving navigability of Topic 270 and more clearly specifying what disclosures are required in an interim reporting period.
+Added: It is not intended to significantly change interim reporting or expand or reduce interim disclosure requirements.
+Added: The amendments will be effective for interim reporting periods beginning after December 15, 2027.
+Added: Early adoption is permitted, and the amendments may be applied either prospectively or retrospectively.
+Added: The Company is currently evaluating the impact of the standard on the consolidated financial statements and does not expect the adoption to have a material impact.
+Added: In December 2025, the FASB issued ASU 2025-12, "Codification Improvements".
+Added: This ASU focuses on clarifying guidance, correcting unintended errors and making minor editorial refinements across the Codification and is not expected to have a significant effect on accounting practices.
+Added: The amendments are effective for annual and interim periods in fiscal years beginning after December 15, 2026.
Early adoption is permitted.
−Removed: The Company does not expect for this to have a material impact on the Company's consolidated financial statements.
+Added: Most amendments may be applied prospectively or retrospectively, except for the Topic 260 (earnings per share) amendments, which require retrospective application.
+Added: The Company is currently evaluating the impact of the standard on the consolidated financial statements and does not expect the adoption to have a material impact.
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.
−Removed: The following tables disaggregate our revenues by major source for the three and nine months ended September 30, 2025 and 2024, respectively:
−Removed: Three Months Ended September 30, 2025 Three Months Ended September 30, 2024
−Removed: (Millions of dollars) Marketing Corporate and Other Assets Consolidated Marketing Corporate and Other Assets Consolidated
−Removed: Petroleum product sales
−Removed: (at retail) 1
−Removed: $ 3,525.3 $ — $ 3,525.3 $ 3,758.1 $ — $ 3,758.1
−Removed: Petroleum product sales
−Removed: (at wholesale) 1
−Removed: 399.4 — 399.4 363.3 — 363.3
−Removed: Total petroleum product sales 3,924.7 — 3,924.7 4,121.4 — 4,121.4
−Removed: Merchandise sales 1,122.3 — 1,122.3 1,082.4 — 1,082.4
−Removed: Other operating revenues:
−Removed: RINs 61.7 — 61.7 32.7 — 32.7
−Removed: Other revenues 2
−Removed: 1.3 — 1.3 1.9 0.1 2.0
−Removed: Total revenues $ 5,110.0 $ — $ 5,110.0 $ 5,238.4 $ 0.1 $ 5,238.5
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Nine Months Ended September 30, 2025 Nine Months Ended September 30, 2024
+Added: The following tables disaggregate our revenues by major source for the three months ended March 31, 2026 and 2025, respectively:
+Added: Three Months Ended March 31, 2026 Three Months Ended March 31, 2025
(Millions of dollars) Marketing Corporate and Other Assets Consolidated Marketing Corporate and Other Assets Consolidated
14 unchanged sentences
2 Primarily includes collection allowance on excise and sales taxes combined with other miscellaneous items
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Marketing segment
23 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.
−Removed: Murphy USA Inc.
−Removed: 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.
−Removed: The deferred revenue balances at September 30, 2025 and December 31, 2024 were immaterial.
+Added: The deferred revenue balances at March 31, 2026 and December 31, 2025 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.
−Removed: At September 30, 2025 and December 31, 2024, we had $ 133.1 million and $ 110.5 million of receivables, respectively, related to contracts with customers recorded.
−Removed: Typically, the trade accounts receivable related to contracts with customers outstanding at the end of each period were collected during the succeeding quarter.
+Added: At March 31, 2026 and December 31, 2025, we had $ 178.0 million and $ 115.0 million of receivables, respectively, related to contracts with customers recorded.
+Added: Typically, the trade accounts receivable related to contracts with customers outstanding at the end of each period were collected
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: 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.
1 unchanged sentence
Inventories consisted of the following:
−Removed: (Millions of dollars) September 30,
+Added: (Millions of dollars) March 31,
2026 December 31,
5 unchanged sentences
Total inventories $ 363.3 $ 413.0
−Removed: At September 30, 2025 and December 31, 2024, the replacement cost (market value) of LIFO inventories exceeded the LIFO carrying value for petroleum products by $ 209.0 million and $ 189.1 million, respectively.
+Added: At March 31, 2026 and December 31, 2025, the replacement cost (market value) of LIFO inventories exceeded the LIFO carrying value for petroleum products by $ 347.0 million and $ 162.6 million, respectively.
Note 4 — Marketable Securities
7 unchanged sentences
Treasury bills, notes and bonds, U.S.
−Removed: 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
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: with the primary objective of minimizing the potential risk of principal loss.
+Added: 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 classification of its marketable securities based on its investment strategy at the time of purchase.
−Removed: The Company held no marketable securities at September 30, 2025 or December 31, 2024.
+Added: The Company held no marketable securities at March 31, 2026 or December 31, 2025.
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.
−Removed: (Millions of dollars) September 30,
+Added: (Millions of dollars) March 31,
2026 December 31,
2 unchanged sentences
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.
−Removed: Intangible assets subject to amortization at September 30, 2025 and December 31, 2024 consisted of the following:
−Removed: Remaining Useful Life (in years) September 30, 2025 December 31, 2024
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: Intangible assets subject to amortization at March 31, 2026 and December 31, 2025 consisted of the following:
+Added: Remaining Useful Life (in years) March 31, 2026 December 31, 2025
(Millions of dollars) Cost Net Cost Net
6 unchanged sentences
Intangible assets, net of amortization $ 145.9 $ 139.3 $ 145.9 $ 139.3
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 6 — Long-Term Debt
Long-term debt consisted of the following:
−Removed: (Millions of dollars) September 30,
+Added: (Millions of dollars) March 31,
2026 December 31,
−Removed: 5.625 % senior notes due 2027 (net of unamortized discount of $ 0.6 at September 30, 2025 and $ 0.9 at December 31, 2024)
+Added: 5.625 % senior notes due 2027 (net of unamortized discount of $ 0.4 at March 31, 2026 and $ 0.5 at December 31, 2025)
$ 299.6 $ 299.5
−Removed: 4.75 % senior notes due 2029 (net of unamortized discount of $ 2.5 at September 30, 2025 and $ 3.0 at December 31, 2024)
−Removed: 3.75 % senior notes due 2031 (net of unamortized discount of $ 3.3 at September 30, 2025 and $ 3.8 at December 31, 2024)
−Removed: Term loan due 2028 (effective interest rate of n/a at September 30, 2025 and 6.44 % at December 31, 2024)
−Removed: Term loan due 2032 (effective interest rate of 6.05 % at September 30, 2025) net of unamortized discount of $ 1.1 at September 30, 2025
−Removed: Revolving credit facility, due 2030 (weighted average interest rate of 6.12 % at September 30, 2025)
+Added: 4.75 % senior notes due 2029 (net of unamortized discount of $ 2.2 at March 31, 2026 and $ 2.3 at December 31, 2025)
+Added: 3.75 % senior notes due 2031 (net of unamortized discount of $ 3.0 at March 31, 2026 and $ 3.2 at December 31, 2025)
+Added: Term loan due 2032 (effective interest rate of 5.43 % at March 31, 2026) net of unamortized discount of $ 1.0 at March 31, 2026 and December 31, 2025
+Added: Revolving credit facility, due 2030 (weighted average interest rate of 5.27 % at March 31, 2026)
Capitalized lease obligations, autos and equipment, due through 2030
11 unchanged sentences
The 2029 Senior Notes are fully and unconditionally guaranteed by the Company and by the Company's subsidiaries that guarantee our Credit Facilities.
−Removed: The indenture governing the 2029 Senior Notes contains restrictive covenants that are essentially identical to the covenants for the 2027 Senior Notes.
+Added: The indenture governing the
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: 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").
4 unchanged sentences
The Senior Notes are structurally subordinated to all of the existing and future third-party liabilities, including trade payables, of our existing and future subsidiaries that do not guarantee the notes.
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Revolving Credit Facility and Term Loan
Our credit agreement consists of both a cash flow revolving credit facility and a senior secured term loan.
−Removed: Following a refinancing effective as of April 7, 2025, the credit agreement provides for a senior secured term loan in an aggregate principal amount of $ 600 million (the "Term Facility") (which was borrowed in full on April 7, 2025) and revolving credit commitments in an aggregate amount equal to $ 750 million (the "Revolving Facility", and together with the Term Facility, the "Credit Facilities").
−Removed: The term loan is due April 2032, and we are required to make quarterly principal payments of $ 1.5 million, which are due to begin on January 1, 2026.
−Removed: The outstanding balance of the term loan was $ 600 million at September 30, 2025 and at December 31, 2024, prior to refinancing, the outstanding balance of our term loan was $ 386 million.
−Removed: As of September 30, 2025, we had $ 245.0 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).
+Added: The credit agreement provides for a senior secured term loan in an aggregate principal amount of $ 600.0 million (the "Term Facility") (which was borrowed in full on April 7, 2025) and revolving credit commitments in an aggregate amount equal to $ 750.0 million (the "Revolving Facility", and together with the Term Facility, the "Credit Facilities").
+Added: The outstanding balance of the term loan was $ 598.5 million at March 31, 2026 and $ 600.0 million at December 31, 2025.
+Added: The term loan is due April 2032, and we are required to make quarterly principal payments of $ 1.5 million, which began on January 1, 2026.
+Added: As of March 31, 2026, we had $ 160.0 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).
The Term Facility amortizes in quarterly installments, with the first amortization payment being due on January 1, 2026, at a rate of 1.00 % per annum.
5 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.
−Removed: At September 30, 2025, our total leverage ratio was 2.20 to 1.0 which meant our ability at that date to make restricted payments was not limited.
−Removed: 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 (a) $ 400.0 million or (b) 15.0 % of consolidated net tangible assets, estimated at $ 418.1 million as of September 30, 2025, over the life of the credit agreement.
+Added: At March 31, 2026, our total leverage ratio was 1.87 to 1.0 which meant our ability at that date to make restricted payments was not limited.
+Added: 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 (a) $ 400.0 million or (b)
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: 15.0 % of consolidated net tangible assets, estimated at $ 427.8 million as of March 31, 2026, over the life of the credit agreement.
All obligations under the credit agreement are guaranteed by Murphy USA and the subsidiary guarantors party thereto, and all obligations under the credit agreement, including the guarantees of those obligations, are secured by certain assets of Murphy USA, Murphy Oil USA, Inc.
1 unchanged sentence
Note 7 — Asset Retirement Obligations (ARO)
−Removed: The majority of the ARO recognized by the Company at September 30, 2025 and December 31, 2024 is related to the estimated costs to dismantle and abandon certain of its retail gasoline stores.
+Added: The majority of the ARO recognized by the Company at March 31, 2026 and December 31, 2025 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.
1 unchanged sentence
In these cases, the obligation will be initially recognized in the period in which sufficient information exists to estimate the obligation.
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A reconciliation of the beginning and ending aggregate carrying amount of the ARO is shown in the following table.
−Removed: (Millions of dollars) September 30,
+Added: (Millions of dollars) March 31,
2026 December 31,
7 unchanged sentences
Note 8 — Income Taxes
+Added: The pretax income (loss) and income tax expense (benefit), both from continuing operations for the three months ended March 31, 2026 and 2025 are as follows:
+Added: Three Months Ended
+Added: (Millions of dollars) 2026 2025
+Added: Income (loss) before income taxes $ 176.2 $ 61.9
+Added: Income tax expense (benefit)
+Added: Federal - Current $ 22.9 $ 6.1
+Added: Federal - Deferred 10.0 1.0
+Added: State - Current and deferred 7.0 1.6
+Added: Total income tax expense (benefit) $ 39.9 $ 8.7
The effective tax rate is calculated as the amount of income tax expense (benefit) divided by income before income tax expense (benefit).
−Removed: For the three and nine months ended September 30, 2025 and 2024, the Company’s approximate effective tax rates were as follows:
−Removed: Three Months Ended September 30, 25.1 % 24.9 %
−Removed: Nine Months Ended September 30, 23.2 % 24.0 %
−Removed: In the nine months ended September 30, 2025, the Company recognized approximately $ 3.7 million of excess tax benefits related to stock compensation for employees, $ 3.7 million of benefit for purchased Federal energy tax credits, and $ 1.7 million in other discrete tax benefits.
−Removed: For 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.
−Removed: As of September 30, 2025, the earliest year remaining open for Federal audits and/or settlement is 2021 and for state audits and/or settlement is 2020.
+Added: For the three months ended March 31, 2026 and 2025, the Company’s approximate effective tax rates were as follows:
+Added: Three Months Ended March 31, 22.6 % 14.1 %
+Added: In the three months ended March 31, 2026, the Company recognized approximately $ 0.4 million of excess tax benefits related to stock compensation for employees and $ 4.6 million of benefit for purchased Federal energy tax
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: For 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.
+Added: As of March 31, 2026, the earliest year remaining open for Federal audits and/or settlement is 2022 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.
7 unchanged sentences
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.
−Removed: The maximum number of
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: shares available for issuance under the MUSA 2023 Plan shall not exceed in the aggregate 1.725 million shares (subject to certain adjustments).
−Removed: 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.
+Added: 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).
+Added: Beginning with its initial quarterly dividend in December 2020, the Company has 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.
The terms of the DEUs mirror the underlying awards and will only vest if the related award vests.
9 unchanged sentences
Stock price at valuation date $ 380.92
−Removed: Changes in options outstanding for Company employees during the period from December 31, 2024 to September 30, 2025 are presented in the following table:
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: Changes in options outstanding for Company employees during the period from December 31, 2025 to March 31, 2026 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 ( 4,294 ) $ 434.31
−Removed: Outstanding at September 30, 2025 250,700 $ 224.59 3.3 $ 44.1
−Removed: Exercisable at September 30, 2025 175,090 $ 148.46 2.4 $ 42.0
+Added: Outstanding at March 31, 2026 170,285 $ 299.25 3.7 $ 33.2
+Added: Exercisable at March 31, 2026 128,504 $ 261.30 2.9 $ 29.9
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.
3 unchanged sentences
These RSUs are included in the RSU table below, will vest in one year , and will thereafter become deferred stock units.
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Changes in RSUs outstanding during the period from December 31, 2024 to September 30, 2025 are presented in the following table:
+Added: Changes in RSUs outstanding during the period from December 31, 2025 to March 31, 2026 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 ( 4,287 ) $ 397.02
−Removed: Outstanding at September 30, 2025 83,981 $ 376.07 $ 32.6
+Added: Outstanding at March 31, 2026 90,127 $ 388.40 $ 44.5
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.
−Removed: During the nine-month period ended September 30, 2025, we granted 644 DSUs and recorded director expense of $ 0.3 million related to the grants.
−Removed: At September 30, 2025, there were 2,383 Director DSUs vested and outstanding with an average grant date fair value of $ 399.10 per unit under the MUSA 2023 Plan.
+Added: During the three month period ended March 31, 2026, we granted 243 DSUs and recorded director expense of $ 0.1 million related to the grants.
+Added: At March 31, 2026, there were 2,848 Director DSUs vested and outstanding with an average grant date fair value of $ 406.45 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.
4 unchanged sentences
For the ROACE portion of the awards, the valuation was based on the grant date fair value of $ 380.92 per unit and the number of awards will be periodically assessed to determine the probability of vesting.
−Removed: Changes in PSUs outstanding for Company employees during the period from December 31, 2024 to September 30, 2025 are presented in the following table:
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: Changes in PSUs outstanding for Company employees during the period from December 31, 2025 to March 31, 2026 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 ( 3,293 ) $ 476.46
−Removed: Outstanding at September 30, 2025 61,711 $ 442.38 $ 24.0
+Added: Outstanding at March 31, 2026 48,164 $ 485.89 $ 23.8
2013 Stock Plan for Non-employee Directors
3 unchanged sentences
Awards prior to 2023 vest at the end of three years and those granted in 2023 vested at the end of one year .
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Changes in Director RSUs outstanding for Company non-employee directors during the period from December 31, 2024 to September 30, 2025 are presented in the following table:
+Added: Changes in Director RSUs outstanding for Company non-employee directors during the period from December 31, 2025 to March 31, 2026 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 0 $ 0.00 $ 0.0
−Removed: Outstanding at September 30, 2025 2,270 $ 261.51 $ 0.9
+Added: Outstanding at March 31, 2026 2,278 $ 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.
1 unchanged sentence
One DEU share was granted and vested on the DSUs during the quarter.
−Removed: At September 30, 2025 there were 426 Director DSUs outstanding with an average grant date fair value of $ 259.67 per unit under the 2013 Directors Plan.
−Removed: Share-based compensation for the nine months ended September 30, 2025 and 2024, was $ 14.5 million and $ 16.7 million, respectively.
−Removed: Total income tax benefits realized from tax deductions related to stock option exercises under share-based payment arrangements was $ 1.1 million and $ 0.9 million for the nine months ended September 30, 2025 and 2024, respectively.
+Added: At March 31, 2026 there were 427 Director DSUs outstanding with an average grant date fair value of $ 260.11 per unit under the 2013 Directors Plan.
+Added: Share-based compensation for the three months ended March 31, 2026 and 2025, was $ 3.4 million and $ 5.9 million, respectively.
+Added: Total income tax benefits realized from tax deductions related to stock option exercises under share-based payment arrangements was $ 1.1 million and zero for the three months ended March 31, 2026 and 2025, respectively.
Note 10 — Financial Instruments and Risk Management
4 unchanged sentences
For accounting purposes, the Company has not designated commodity derivative contracts as hedges, and therefore, it recognizes all gains and losses on these derivative contracts in its Consolidated Statements of Income.
−Removed: 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.
−Removed: As of September 30, 2025, all current commodity derivative activity is immaterial.
−Removed: There were $ 0.4 million cash deposits at September 30, 2025 and $ 0.2 million at December 31, 2024 related to commodity derivative contracts reported in Prepaid expenses and other current assets in the Consolidated Balance Sheets.
−Removed: 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, 2025 or December 31, 2024.
+Added: Certain interest rate derivative contracts
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: 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.
+Added: As of March 31, 2026, all current commodity derivative activity is immaterial.
+Added: There were $ 1.0 million cash deposits at March 31, 2026 and nominal cash deposits at December 31, 2025 related to commodity derivative contracts reported in Prepaid expenses and other current assets in the Consolidated Balance Sheets.
+Added: 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, 2026 or December 31, 2025.
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.
−Removed: 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.
−Removed: As of September 30, 2025, approximately $ 358.7 million remained under the 2023 authorization.
−Removed: For the nine months ended September 30, 2025, the Company repurchased 1,361,255 shares of common stock for an average price of $ 429.39 per share including brokerage
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: fees and excise tax.
−Removed: For the nine months ended September 30, 2024, 698,855 shares were repurchased for an average price of $ 458.46 per share.
−Removed: The following tables provide a reconciliation of basic and diluted earnings per share computations for the three and nine months ended September 30, 2025 and 2024:
+Added: On May 2, 2023, the Board of Directors approved a share repurchase authorization of up to $ 1.5 billion, excluding excise taxes, that expires December 31, 2028.
+Added: As of March 31, 2026, approximately $ 221.4 million remained under the 2023 authorization.
+Added: On October 29, 2025, the Company announced that the Board of Directors approved a new share repurchase authorization of up to $ 2.0 billion, excluding excise taxes, to be executed by December 31, 2030.
+Added: This authorization will commence at the conclusion of the existing 2023 authorization.
+Added: For the three months ended March 31, 2026, the Company repurchased 168,963 shares of common stock for an average price of $ 419.87 per share including brokerage fees and excise tax.
+Added: For the three months ended March 31, 2025, 321,119 shares were repurchased for an average price of $ 470.80 per share.
+Added: The following tables provide a reconciliation of basic and diluted earnings per share computations for the three months ended March 31, 2026 and 2025:
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
(Millions of dollars, except share and per share amounts) 2026 2025
4 unchanged sentences
Earnings per common share $ 7.36 $ 2.67
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
(Millions of dollars, except share and per share amounts) 2026 2025
8 unchanged sentences
Earnings per common share assuming dilution $ 7.28 $ 2.63
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
We have excluded from the earnings-per-share calculation certain stock options and shares that are considered to be anti-dilutive under the treasury stock method and are reported in the table below.
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
Potentially dilutive shares excluded from the calculation as their inclusion would be anti-dilutive 2026 2025
Stock Options 51,876 47,623
−Removed: RSUs 20,593 10 7,558 3
PSUs 7,905 9,824
1 unchanged sentence
Note 12 — Other Financial Information
−Removed: CASH FLOW DISCLOSURES — Cash income tax payments, net of refunds, were $ 69.9 million and $ 77.9 million for the nine-month periods ended September 30, 2025 and 2024, respectively.
−Removed: Interest paid, net of amounts capitalized, was $ 84.5 million and $ 77.6 million for the nine-month periods ended September 30, 2025 and 2024, respectively.
+Added: CASH FLOW DISCLOSURES — Interest paid, net of amounts capitalized, was $ 35.7 million and $ 30.0 million for the three-month periods ended March 31, 2026 and 2025, respectively.
CHANGES IN WORKING CAPITAL:
−Removed: Nine Months Ended
−Removed: September 30,
+Added: Three Months Ended
(Millions of dollars) 2026 2025
11 unchanged sentences
Level 3 inputs are unobservable inputs which reflect assumptions about pricing by market participants.
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company's available-for-sale marketable securities consist of high quality, investment grade securities from diverse issuers.
We value these securities at the closing price in the principal active markets as of the last business day of the reporting period.
−Removed: 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, 2025.
+Added: 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, 2026.
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.
−Removed: See also Note 10 "Financial Instruments and Risk Management" in these consolidated financial statements for the period ended September 30, 2025, for more information.
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: See also Note 10 "Financial Instruments and Risk Management" in these consolidated financial statements for the period ended March 31, 2026, for more information.
Financial assets and liabilities measured at fair value on a recurring basis
−Removed: The following tables present the Company's financial assets and liabilities measured at fair value on a recurring basis, as of September 30, 2025 and December 31, 2024:
−Removed: September 30, 2025
+Added: The following tables present the Company's financial assets and liabilities measured at fair value on a recurring basis, as of March 31, 2026 and December 31, 2025:
+Added: March 31, 2026
(Millions of dollars) Level 1 Level 2 Level 3 Fair Value
19 unchanged sentences
The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties.
−Removed: The table below excludes Cash and cash equivalents, Accounts receivable-trade, and Trade accounts payable and accrued liabilities, all of which had fair values approximating carrying amounts.
+Added: The table below excludes Cash and cash equivalents, Accounts receivable-trade, and Trade accounts payable and accrued liabilities, all of which had fair values approximating carrying
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The fair value of Current and Long-term debt was estimated based on rates offered to the Company at that time for debt of the same maturities.
1 unchanged sentence
The fair value of these, which represents fees associated with obtaining the instruments, was nominal.
−Removed: The following table presents the carrying amounts and estimated fair values of financial instruments held by the Company at September 30, 2025 and December 31, 2024.
−Removed: At September 30, 2025 At December 31, 2024
+Added: The following table presents the carrying amounts and estimated fair values of financial instruments held by the Company at March 31, 2026 and December 31, 2025.
+Added: At March 31, 2026 At December 31, 2025
(Millions of dollars) Carrying
3 unchanged sentences
Current and long-term debt, excluding finance leases $ ( 2,040.6 ) $ ( 2,050.1 ) $ ( 2,064.1 ) $ ( 2,081.2 )
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 14 — Contingencies
23 unchanged sentences
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.
−Removed: As such, the Company has not recorded a benefit for likely recoveries at September 30, 2025, however certain jurisdictions provide reimbursement for these expenses which have been considered in recording the net exposure.
+Added: As such, the Company has not recorded a benefit for likely recoveries at March 31, 2026, however certain jurisdictions provide reimbursement for these expenses which have been
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: considered in recording the net exposure.
Environmental Protection Agency (EPA) currently considers the Company a Potentially Responsible Party (PRP) at one Superfund site.
1 unchanged sentence
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.
−Removed: Accordingly, the Company has not recorded a liability for remedial costs at the Superfund site at September 30, 2025.
+Added: Accordingly, the Company has not recorded a liability for remedial costs at the Superfund site at March 31, 2026.
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.
1 unchanged sentence
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.
−Removed: 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
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: imposition of new or revised requirements applicable to known contamination, and such additional expenditures could be material.
+Added: 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, 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.
−Removed: The City of Charleston, South Carolina, and the State of Delaware filed lawsuits against energy companies, including the Company, alleging damages as a result of climate change, seeking unspecified monetary damages and abatement under various tort theories.
−Removed: On August 6, 2025, the court in South Carolina dismissed the City of Charleston’s lawsuit on the merits.
−Removed: No appeal was filed;
−Removed: that lawsuit has concluded.
+Added: The State of Delaware filed a lawsuit against energy companies, including the Company, alleging damages as a result of climate change, seeking unspecified monetary damages and abatement under various tort theories.
On January 9, 2024, the court in Delaware dismissed, in substantial part, the State of Delaware’s lawsuit on the merits.
4 unchanged sentences
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.
−Removed: As of September 30, 2025, there were a number of outstanding claims that are of a routine nature.
+Added: As of March 31, 2026, 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.
6 unchanged sentences
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.
−Removed: At September 30, 2025, the Company had contingent liabilities of $ 7.9 million on outstanding letters of credit.
+Added: At March 31, 2026, the Company had contingent liabilities of $ 7.9 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.
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 15 — Lease Accounting
7 unchanged sentences
Due to the uncertainties of future markets, economic factors, technology changes, demographic shifts and behavior, environmental regulatory requirements and other information that impacts decisions as to store location, management has determined that it was not reasonably certain to exercise contract options and they are not included in the lease term.
−Removed: Additionally, short-term leases
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: and leases with variable lease costs are immaterial.
+Added: Additionally, short-term leases and leases with variable lease costs are immaterial.
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.
5 unchanged sentences
This lease income is immaterial.
−Removed: Lessee — We lease land for 461 stores, one terminal, and various equipments.
+Added: Lessee — We lease land for 482 stores, one terminal, and various equipment.
Our lease agreements do not contain any material residual value guarantees and approximately 103 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:
−Removed: (Millions of dollars) Classification September 30,
+Added: (Millions of dollars) Classification March 31,
2026 December 31,
(Right-of-use) Operating lease right-of-use assets, net $ 523.7 $ 526.3
−Removed: Finance Property, plant, and equipment, at cost, less accumulated depreciation of $ 65.2 at September 30, 2025 and $ 56.3 at December 31, 2024
+Added: Finance Property, plant, and equipment, at cost, less accumulated depreciation of $ 72.8 at March 31, 2026 and $ 69.0 at December 31, 2025
Total leased assets $ 620.7 $ 626.5
4 unchanged sentences
Total lease liabilities $ 675.0 $ 678.9
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
(Millions of dollars) Classification 2026 2025
4 unchanged sentences
Net lease costs $ 23.4 $ 21.3
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cash Flow Information:
−Removed: Nine Months Ended
−Removed: September 30,
+Added: Three Months Ended
(Millions of dollars) 2026 2025
3 unchanged sentences
Financing cash flows required by finance leases $ 3.3 $ 3.0
−Removed: Maturity of Lease Liabilities at September 30, 2025:
+Added: Maturity of Lease Liabilities at March 31, 2026:
(Millions of dollars) Operating leases Finance leases
8 unchanged sentences
Lease Term and Discount Rate:
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Weighted average remaining lease term (years)
6 unchanged sentences
We identify reportable segments based on how we manage the company's operations.
−Removed: 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.
−Removed: 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 these groups.
+Added: Our operations include the sale of retail motor fuel products and convenience merchandise along with the wholesale and bulk sale capabilities of our fuel supply group.
+Added: As the primary purpose of the fuel supply 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 these groups.
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.
−Removed: Results not included in the reportable segment are included in Corporate and Other Assets.
+Added: Results not included in the reportable
+Added: Murphy USA Inc.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: 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.
3 unchanged sentences
No eliminations are required for the presentation below as virtually all corporate and other costs are allocated to the Marketing segment.
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Marketing Segment Information Three Months Ended
−Removed: September 30,
(Millions of dollars) 2026 2025
15 unchanged sentences
Depreciation and amortization 6.2 6.7
−Removed: Restructuring expense 12.6 —
−Removed: (Gain) loss on sale of assets — 0.1
Investment (income) loss ( 0.3 ) 0.1
7 unchanged sentences
accretion of asset retirement obligations, impairment of properties, (gain) loss on sale of assets and other nonoperating (income) expense
−Removed: Other specified segment disclosures
−Removed: (Millions of dollars) Marketing
−Removed: Totals Reconciling Items 4
−Removed: Three Months Ended September 30, 2025
−Removed: Accretion of asset retirement obligations $ 0.9 $ — $ 0.9
−Removed: Deferred and noncurrent income taxes (benefits) $ 32.8 $ ( 5.7 ) $ 27.1
−Removed: Additions to property, plant and equipment $ 126.2 $ 6.3 $ 132.5
−Removed: (Millions of dollars) Marketing
−Removed: Totals Reconciling Items 4
−Removed: Three Months Ended September 30, 2024
−Removed: Accretion of asset retirement obligations $ 0.8 $ — $ 0.8
−Removed: Deferred and noncurrent income taxes (benefits) $ 4.1 $ ( 1.6 ) $ 2.5
−Removed: Additions to property, plant and equipment $ 130.7 $ 16.2 $ 146.9
−Removed: 4 Corporate and other assets not included in the reportable segment results.
Murphy USA Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Marketing Segment Information Nine Months Ended
−Removed: September 30,
−Removed: (Millions of dollars) 2025 2024
−Removed: Revenues from external customers $ 14,640.3 $ 15,533.7
−Removed: Reconciliation of revenue
−Removed: Other revenues 1
−Removed: Total consolidated revenue $ 14,640.4 $ 15,533.9
−Removed: Cost of goods sold 12,918.4 13,826.1
−Removed: Store and other operating expenses 827.0 798.0
−Removed: Selling, general and administrative 166.3 181.2
−Removed: Depreciation and amortization 184.6 169.1
−Removed: Other segment items 3
−Removed: Interest expense 5.9 6.2
−Removed: Segment income before income taxes $ 535.3 $ 549.3
−Removed: Reconciliation of income before income taxes
−Removed: Income before income taxes $ 427.8 $ 473.8
−Removed: Other (revenues) 1
−Removed: ( 0.1 ) ( 0.2 )
−Removed: Other operating expenses 0.2 0.1
−Removed: Depreciation and amortization 19.5 11.7
−Removed: Restructuring expense 12.6 —
−Removed: (Gain) loss on sale of assets — —
−Removed: Investment (income) loss ( 0.1 ) ( 3.1 )
−Removed: Interest expense 76.4 68.0
−Removed: Other nonoperating (income) expense ( 1.0 ) ( 1.0 )
−Removed: Segment income before income taxes $ 535.3 $ 549.3
−Removed: 1 Revenues from corporate and other assets not included in the reportable segment results.
−Removed: 2 The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
−Removed: Intersegment expenses are included within the amounts shown.
−Removed: 3 Other segment items includes:
−Removed: accretion of asset retirement obligations, impairment of properties, (gain) loss on sale of assets and other nonoperating (income) expense
Other specified segment disclosures
1 unchanged sentence
Totals Reconciling Items 4
−Removed: Nine Months Ended September 30, 2025
+Added: Three Months Ended March 31, 2026
Accretion of asset retirement obligations $ 0.9 $ — $ 0.9
3 unchanged sentences
Totals Reconciling Items 4
−Removed: Nine Months Ended September 30, 2024
+Added: Three Months Ended March 31, 2025
Accretion of asset retirement obligations $ 0.9 $ — $ 0.9
2 unchanged sentences
4 Corporate and other assets not included in the reportable segment results.
−Removed: Murphy USA Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Reconciliation of Assets
−Removed: September 30, December 31,
+Added: March 31, December 31,
(Millions of dollars) 2026 2025
7 unchanged sentences
These restructuring charges were recorded as Corporate costs and therefore excluded from the financial results of the reportable segment.
−Removed: A summary of the restructuring charges is as follows:
−Removed: Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
−Removed: (Millions of dollars) 2025 2024 2025 2024
−Removed: Severance pay, related benefits and other costs $ 12.6 $ — $ 12.6 $ —
−Removed: Total restructuring expense $ 12.6 $ — $ 12.6 $ —
−Removed: A reconciliation of the changes in the restructuring liability for the nine months ended September 30, 2025, is as follows:
+Added: A reconciliation of the changes in the restructuring liability for the three months ended March 31, 2026, is as follows:
(Millions of dollars)
3 unchanged sentences
Changes in estimates and other adjustments —
−Removed: Balance as of September 30, 2025
+Added: Balance as of March 31, 2026
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.