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Marathon Petroleum8-K: Governance change

Marathon Petroleum shareholders fail to pass board declassification proposal, signaling governance pressure.

What happened

A shareholder proposal to declassify the board of directors failed to achieve the required 80% supermajority vote.

Source

SEC EDGARMay 1, 2026

Current report (Form 8-K)

Marathon Petroleum 8-K

Filing excerpt

The proposal to approve an amendment to the Company’s Restated Certificate of Incorporation to declassify the Board of Directors did not receive the required affirmative vote of at least 80% of the Company’s outstanding shares entitled to vote:

sec.gov/Archives/edgar/data/1510295/000151029526000033/mpc-20260429.htmRead the full source

Other signals in this filing (1)

Extracted by Autobound

From the Signal API record
Signal
8-K: Governance change

What this signalsFilings often name leadership changes, deals and spending plans.

Form
8-K
Fiscal year end
04/29
Filed
May 1, 2026

The full record

From the Signal API record

Numbers

Percent
80% (Required affirmative vote percentage of outstanding shares for the proposal to pass.)

Details

CIK
1510295
Accession number
0001510295-26-000033
Timeframe
Immediate
Filing year
2026
Why it matters
Governance tools needed
Signal category
Esg

Topics and mentions

Vendors

  • PricewaterhouseCoopers LLP

Extraction

Confidence
High
Relevance
70%
Sentiment
Neutral
Detected
May 5, 2026
signal_type
sec-8k
signal_subtype
governanceChange

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The API returns more than this page shows

This page shows a preview. The full sec-8k record in the Signal API and MCP can also have these 8 fields. Some fields are empty for some signals.

Company

  • linkedin_urlValue in the API
  • industriesValue in the API
  • employee_count_lowValue in the API
  • employee_count_highValue in the API
  • revenueValue in the API
  • descriptionValue in the API

Signal

  • signal_nameValue in the API
  • associationValue in the API
Show the full JSONThe record on this page and the API request

GET /v1/signals/5e63ff11-8fd2-4678-a65e-16d6928e66bd returns this record as JSON. POST /v1/companies/enrich returns every signal for marathonpetroleum.com.

{
  "signal_id": "5e63ff11-8fd2-4678-a65e-16d6928e66bd",
  "signal_type": "sec-8k",
  "signal_subtype": "governanceChange",
  "detected_at": "2026-05-05T08:48:16.159+00:00",
  "company": {
    "name": "Marathon Petroleum",
    "domain": "marathonpetroleum.com"
  },
  "data": {
    "detail": "A shareholder proposal to declassify the board of directors failed to achieve the required 80% supermajority vote. This indicates significant, unresolved shareholder pressure for governance reform, potentially creating an opportunity for GRC consulting, shareholder advisory services, or board management platforms.",
    "metrics": {
      "pct": 80,
      "timeframe": "immediate",
      "pct_context": "Required affirmative vote percentage of outstanding shares for the proposal to pass."
    },
    "summary": "Marathon Petroleum shareholders fail to pass board declassification proposal, signaling governance pressure.",
    "excerpts": "The proposal to approve an amendment to the Company’s Restated Certificate of Incorporation to declassify the Board of Directors did not receive the required affirmative vote of at least 80% of the Company’s outstanding shares entitled to vote:",
    "relevance": 0.7,
    "sentiment": "neutral",
    "confidence": "high",
    "source_url": "https://www.sec.gov/Archives/edgar/data/1510295/000151029526000033/mpc-20260429.htm",
    "filing_date": "2026-05-01",
    "filing_year": 2026,
    "fiscal_year_end": "04/29",
    "sales_relevance": "Governance tools needed",
    "signal_category": "esg",
    "vendors_mentioned": [
      "PricewaterhouseCoopers LLP"
    ]
  }
}

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