Marathon Petroleum Corporation (MPC)

Criticisms on file

• Use of PFAS-containing aqueous film-forming foam (AFFF) for fire suppression at facilities, with EPA and state regulators increasingly regulating and designating PFOA/PFOS as CERCLA hazardous substances.

  Source: MPC_10k.txt
• Ongoing remediation liabilities at current and former refinery, midstream, and UST-related sites under CERCLA/RCRA for hazardous and non-hazardous waste releases.

  Source: MPC_10k.txt
• Lawsuit by non-governmental organizations seeking a TSCA rule to mitigate or ban hydrofluoric acid use at refineries (including MPC facilities with HF alkylation units); Western States Petroleum Association has moved to intervene.

  Source: MPC_10k.txt
• Compliance costs and litigation risk tied to South Coast AQMD Rule 1109.1 NOx/CO limits at the Los Angeles refinery, with remaining 20% reduction required by 2032.

  Source: MPC_10k.txt

Disclosed initiatives

• Renewable Diesel Segment

  Dedicated operating segment processing renewable feedstocks into renewable diesel, marketed via Midstream and third parties.

  Diversifies fuel output toward lower-carbon-intensity products, though remains a small share of total refined product volume (~3.7 MMbpd total sales).
• LF Bioenergy RNG Joint Venture

  49.9% equity interest in LF Bioenergy, developing dairy farm-based low-carbon-intensity renewable natural gas projects; six facilities operating, one more under construction.

  Physical infrastructure investment in lower-carbon fuel supply, not an offset purchase.
• Focus on Methane Program

  MPLX voluntary methane-reduction program in gathering, boosting, and processing operations, consistent with EPA's 2024 final methane rule.

  Directly targets operational methane leakage rather than relying on offsets.
• Los Angeles Refinery NOx/CO Reduction (Rule 1109.1)

  Phased BARCT emission-control retrofit; Phases 1 and 2 completed, achieving over 80% of required NOx reductions ahead of the 2032 deadline.

  Direct operational emissions-control hardware installation.

Criticisms on file

No material criticisms on file for this pillar.

Disclosed initiatives

• Employee Resource Networks

  Seven voluntary employee networks (ADAPT, ARISE, FAMILIA, HONOR, HOPE, PRIDE, PROMISE) supported by executive sponsors.

  Structured mechanism for employee community-building and development.
• Operational Excellence Management System

  Safety management system incorporating RC14001 scope and ISO 9001 alignment; annual cash bonus tied to safety, environmental stewardship, and human capital metrics.

  Links compensation incentives to safety performance.
• Marathon Petroleum Scholars Program

  College and trade-school scholarships awarded to children of employees.

  Employee benefit supporting workforce retention.
• OSHA VPP Star Site Designations

  Garyville, Catlettsburg, Robinson, Detroit, and Canton refineries have earned OSHA Voluntary Protection Program Star status.

  Indicates above-average workplace safety performance recognition.

Criticisms on file

• Repeated failure (2021–2025) to eliminate 80% supermajority charter provisions despite majority shareholder support each year, indicating sustained governance friction between management/board-proposed thresholds and shareholder preference.

  Source: MPC_proxy.txt
• CEO Maryann Mannen serves as Chairman of the American Petroleum Institute (API) and on the AFPM executive committee, both trade associations that engage in lobbying on fuel, refining, and climate-related regulatory matters.

  Source: MPC_10k.txt
• Company excluded a 2026 shareholder proposal calling for a simple-majority voting standard via SEC Rule 14a-8(i)(10) no-action process, rather than submitting it to a shareholder vote.

  Source: MPC_proxy.txt

Disclosed initiatives

• Board Declassification Amendment

  Proposed phase-out of classified board structure, fully declassified by the 2029 annual meeting.

  Increases annual director accountability.
• Supermajority Elimination Amendment

  Proposed reduction of 80% supermajority voting threshold to a majority standard for director removal and certain charter amendments.

  Would reduce shareholder-rights friction if approved; has failed to reach 80% threshold in five prior annual meetings (2021–2025) despite majority support.
• Sustainability and Public Policy Committee Oversight

  Board committee oversees political contributions/lobbying budgets, sustainability targets, and public policy positions.

  Provides formal governance oversight structure for political engagement.