Marathon Petroleum Corporation (MPC) Earnings Call Transcript & Summary

Good morning, and welcome to Marathon Petroleum Corporation's 2021 Annual Meeting of Shareholders. My name is Molly Benson, I'm MPC's Vice President and Corporate Secretary. We're glad you could join us today. In light of continuing public health concerns, we are holding our meeting this year exclusively online. An agenda for today's meeting is available on the meeting portal by clicking on Materials. Each item of business will be taken up in the order it appears on the agenda. You will be able to participate in the meeting today by voting and by submitting written questions or comments through our meeting portal. Should you have questions or comments specifically on the ballot proposal, we encourage you to enter them now. There will be an opportunity to submit questions of a general business nature near the end of the meeting. Today, present or represented by proxy are the holders of approximately 521 million shares of Marathon Petroleum Corporation common stock entitled to 1 vote per share, constituting approximately 80% of the issued and outstanding shares on the record date for this meeting, which was March 2 of this year. This represents a sufficient number of shares to establish a quorum for this annual meeting. We invite you to read the safe harbor statements on Slide 2. They are a reminder that we will be making forward-looking statements during the webcast. Actual results may differ materially from our expectations today. Factors that could cause actual results to differ are included in our filings with the Securities and Exchange Commission. Now it is an honor and a real pleasure for me this morning to introduce to you Marathon Petroleum Corporation's, Chairman of the Board, John Surma.

Thank you, Molly. Good morning, and welcome, everyone, to the Marathon Petroleum Corporation 2021 Annual Meeting of Shareholders. First, I would like to introduce the other members of our Board of Directors. Jim Rohr, who will be retiring from the Board following this meeting. Jim has served as a member of our Board since 2013, including as Lead Director from 2018 to 2020. And we thank him for his many years of loyal and distinguished service. Thank you, Jim. Our other directors joining this morning in the order of their length of service on our Board are: Evan Bayh; Steve Davis; Chuck Bunch; Aziz Alkhayyal; Mike Stice, Ed Galante, Kim Rucker, Susan Tomasky, Jonathan Cohen, Mike Hennigan, who is also our President and Chief Executive Officer; and Frank Semple, our Nominee for Director to fill the vacancy created by Mr. Rohr's retirement. Each director's affiliations and board committees are listed in our proxy statements. In addition, representatives of PricewaterhouseCoopers, our independent public accountants, are also on this webcast. And Gary Wozniak of Long Island, New York, has been appointed inspector of elections in accordance with our bylaws. Mr. Wozniak has been duly sworn and is participating in the webcast today. Ladies and gentlemen, before we turn to the official business of today's meeting. I would like to share some perspectives on Marathon Petroleum's performance since our last shareholder meeting. We've all been through a challenging year, and the global pandemic presented significant headwinds to our business, substantially decreasing demand for our products and services. But we have managed through that challenge well and delivered strong operational and safety results by staying true to our core values. Safety and environmental stewardship, collaboration, inclusion, respect and integrity are at the center of everything we do. They are vital to our financial performance and long-term success. I want to take a moment this morning to specifically thank our employees, many of whom are on the webcast today. My fellow directors and I are very proud of your efforts to keep our critical operations and assets running safely throughout the pandemic and now as we move into economic recovery. The past year was also marked by significant leadership and strategic changes at our company. Following a comprehensive and robust succession planning process in March 2020, the Board selected Mike Hennigan as our new President and Chief Executive Officer. A month later, I was honored to be elected as the Independent Chairman of the Board. And in August of last year, we announced the sale of our Speedway business, which we look forward to closing in the near term. It has been a privilege to support Mike during this time of challenge and transformation. Mike has led the company's strategic initiatives to strengthen the competitive position of our assets, improve our commercial performance and lower our cost structure, building greater resiliency for our company's future success. We thank Mike and his team for their resolute focus on building long-term value. You will hear from Mike in his business review about our leadership in sustainable energy and our growing renewable energy portfolio. Last year, we were the first independent U.S. refiner to establish a company-wide greenhouse gas emissions intensity reduction target and to link achievement of that goal to our executive and employee compensation programs. At Marathon Petroleum, the Board and management team are also committed to being a company where all our people can maximize their potential and seek meaningful career opportunities. Our Compensation and Organization Development Committee oversees our human capital management strategies and policies, including our diversity and inclusion initiatives and has also linked achievement of our goals in this area to our executive and employee compensation programs. We believe our steadfast commitment to high ethical standards, strong corporate governance and our core values are key to our success, and that commitment will continue to guide our work at Marathon Petroleum. We will now move to the official business of the meeting. We have 7 proposals on the agenda today. I will introduce each one and address questions on the proposals after all have been presented. I now declare the polls open on April 28, 2021, at 10:07 a.m. As indicated in our proxy statement, you may vote today only if you are a shareholder of record or if you hold a legal proxy. If you have not yet voted or wish to change your vote, you may do so now by clicking on the voting button on the meeting portal and following the instructions. If you have already voted, you do not need to take any further action unless you wish to change your vote. Proposal #1 is the election of the following 4 nominees, each of whom appears in our proxy statement to serve as a Class I director for a 3-year term. The nominees for Class I director are Aziz Alkhayyal, Jonathan Cohen, Mike Hennigan and Frank Semple. Proposal #2 is the ratification of the selection of PricewaterhouseCoopers LLP as our independent auditor for 2021. Proposal #3 is the proposal for approval, on an advisory basis, of the company's named executive officer compensation as disclosed in the proxy statement. Proposal #4 is the proposal for approval of the Marathon Petroleum Corporation 2021 incentive compensation plan. Proposal #5 is the proposal for approval of an amendment to the company's restated certificate of incorporation to eliminate the supermajority provisions. Proposal #6 is the proposal for approval of an amendment to the company's restated certificate of incorporation to declassify the Board of Directors. And Proposal #7 is a shareholder proposal seeking to prohibit accelerated vesting of equity awards in connection with a change in control event. Now if a representative of proposal 7 is on the line, please state your name and present your proposal.

Thank you. Can you hear me okay?

Yes.

Okay. Okay. This is Michael Pryce-Jones, and I'm an employee of the Teamsters union and here representing the Graphic Communication Fund. Let's be clear, this proposal won't solve the entirety of the company's human capital management problems. Its practice of throwing money at the parting executives while laying off or locking out vital workers, but it won't begin rightsizing how the company rewards and retains critical talent. It does this by requesting that equity upon a qualifying termination following a merger bets on a pro rata rather than a fully accelerated basis. This applies to simple principle, the pay-for-performance principle that you get paid for what you contribute. And so doing it aligns Marathon with best practices that [ rain in ] golden parachutes, and which are increasingly adopted by Marathon's peers. Now in discussions with management over this proposal, we were told that the company felt you deserved credit at how far it has come in reforming pay. This is strange. This is a tepid admission that this same board has been overseeing wayward practices until now. This is troubling and underscores the importance of investors continuing to push Marathon to reform its pay practices. Moreover, any sense that this Board has found religion on pay and deserves credit or patience is dispelled by decision to award CEO Heminger a $6 million award literally as he was walking out the door. In fact, he had already left the building 6 weeks earlier. This decision, even more it will judge considering Marathon has since locked workers at the St. Paul Park refinery and sought to cut costs with outsourced labor even at the expense of safety. During the Q&A, shareholders will hear from some of the affected workers, both from the Teamsters and laborers discussing how the company is putting lives at risk, and I hope you take those questions. But in sum, adopting this proposal better aligns the company's senior management with its [ St. Paul ] employees while retaining a strong confidence of shareholders and we urge investment support for this commonsense proposal. Thank you.

Thank you very much for presenting your proposal. The Board's response to this proposal is found on Page 81 of the proxy statement. Again, we will have time near the end of the meeting for questions relating to our business generally. I'll pause now for a moment to see if there are any questions or comments on proposals 1 through 7.

Mr. Chairman, we have no questions on the proposals.

Thank you, Molly. There being no questions, I will now declare the polls closed on April 28, 2021, at 10:14 a.m. I will now ask Molly to present the preliminary report on voting.

Thank you, Mr. Chairman. I will report today the results our inspector of elections has provided upon a preliminary examination of the voting results for proposals 1 through 7. Final results will be reported to the Securities and Exchange Commission within 4 business days of today's meeting on a current report on Form 8-K. Regarding proposal #1, each of the 4 nominees for Class I Director has received the requisite number of votes for election and will serve until his successor has been duly elected and qualified. Regarding proposal #2, the ratification of the selection of PwC as our independent auditors, approximately 513 million votes have been cast for such ratification. This is more than the number required for ratification. Regarding proposal #3, the approval on an advisory basis of the company's named executive officer compensation as disclosed in the proxy statement, approximately 130 million votes have been cast for this proposal. This is less than the number required for approval of the proposal. Regarding proposal #4, for approval of the Marathon Petroleum Corporation 2021 incentive compensation plan, approximately 410 million votes have been cast for this proposal. This is more than the number required for approval of the proposal. Regarding proposal #5, to approve an amendment to MPC's restated certificate of incorporation to eliminate supermajority provisions, approximately 430 million votes have been cast for this proposal. This is less than the number required for approval of the proposal. Regarding proposal #6, to approve an amendment to MPC's restated certificate of incorporation to declassify the Board of Directors, approximately 430 million votes have been cast for that proposal as well. And this also is less than the number required for approval of the proposal. Regarding proposal #7, a shareholder proposal seeking to prohibit accelerated vesting of equity awards in connection with the change in control, approximately 162 million votes have been cast for this proposal. This is less than the number required for approval of the proposal. Mr. Chairman, that concludes my report.

Thank you, Molly. Based on Molly's preliminary report, I declare: that each of the nominees named in the proxy statement has been duly elected as a Class I director; that the selection of PwC as our independent auditor for 2021 has been ratified; that the proposal for approval on an advisory basis of the company's named executive officer compensation has not been approved; that the proposal for approval of the Marathon Petroleum Corporation 2021 incentive compensation plan has been approved; that the proposal for approval of an amendment to the restated certificate of incorporation to eliminate the supermajority provisions has not been approved; that the proposal for approval of an amendment to the restated certificate of incorporation to declassify the Board of Directors has not been approved; and that the proposal seeking to prohibit accelerated vesting of equity awards in connection with a change in control has not been approved. The inspector of elections will file his written report with our corporate secretary. Our corporate secretary will file the inspector's oath and his report with the records of this meeting and will file final voting results with the Securities and Exchange Commission. I will now turn the discussion over to Mike Hennigan, our President and Chief Executive Officer, who will provide a business review. Following Mike's review, we will hold a question-and-answer session on general business matters. Mike?

Thank you, John, and thank you to everyone who's taken time to join us today. Before I share some of our key performance highlights for 2020, it's impossible to talk about last year without acknowledging the impact of COVID-19 on our industry, our company, our people, their families and our communities. Last March, MPC activated its corporate emergency response team to ensure consistent and aggressive pandemic response across all facets of our company to protect the health and safety of our employees. This has included wearing masks, social distancing and taking other preventative measures such as reducing the density of employees at our work sites when infection rates in our local communities were high. Even today, more than a year later, we continue to have a multifunctional team that meets weekly to discuss how to keep our employees and contractors safe as new developments with the pandemic occur. As a company, we worked hard to support our teams through significant uncertainty in their personal lives while still providing the essential and affordable transportation fuels our communities and customers rely on. At the start of the pandemic, in March and April of 2020, we supported our communities with personal protective equipment donations, including 575,000 N95 respirator masks to health care facilities nationwide. The Marathon Petroleum Foundation contributed $1 million to the American Red Cross to help its COVID-19 response efforts. And our employees made significant financial contributions to local nonprofit organizations in their communities, which the company matched at 100% up to $10,000 per employee. I want to thank all of our employees for the commitment and dedication you've shown over the past year as well as the care and concern you've shown for each other. 2020 was the most challenging year Marathon Petroleum has faced since becoming an independent company as we posted a net loss of $9.8 billion. Demand for gasoline, diesel and jet fuel fell to historic lows. Although we've seen recovery in diesel, gasoline and jet fuel have still not recovered to pre-pandemic levels. The unprecedented challenges of the past year accelerated the need for us to act swiftly and decisively to change how we conduct our business. The 3 strategic initiatives highlighted on this slide focus on aspects of our business within our control and have served as our guide: strengthening the competitive position of our assets; improving our commercial performance; and lowering our cost structure. These 3 focus areas were designed to help us reset our foundation and build a more resilient company that's better prepared for the opportunities and challenges ahead. I'm proud of the significant accomplishments we've already made in support of these focus areas, including substantial reductions to our capital and operating expenses and that we have taken these steps without compromising on our commitment to safely operate our assets, to protect the health and safety of our employees and customers and to support the communities where we operate. For example, in refining, we have reduced our operating cost by more than $1 billion from 2019 spending levels. In the midstream business, we've reduced our cost by over $200 million. Even as we face some very difficult decisions, we did not lose sight of our values and treated people with dignity, integrity and respect. Our team continues to make tangible progress on all 3 initiatives in ways which we believe will position the company for long-term success. In addition to our 3 strategic focus areas, our teams delivered on many strategic and operational projects during 2020. First, we announced and continue to progress the sale of the Speedway business, which we expect to close in the near term. As everyone is aware, the timing of the close is dependent on the FTC process. We remain committed to using the sale proceeds to strengthen our balance sheet and return capital to MPC shareholders, and we look forward to sharing more detail soon. We also continue to advance our investments in renewable fuels. In 2020, we completed the conversion of our Dickinson refinery to a renewable diesel facility and this facility is now the second largest renewable diesel facility in the United States. In addition, we've made excellent progress on our plans to convert our Martinez refinery into a renewable fuels facility. We have continued to advance engineering and permitting activities, and we expect commissioning to occur in the second half of 2022 and then to reach full capacity of approximately 48,000 barrels per day by the end of 2023. In fact, the incremental growth capital we plan to invest in 2021 will be primarily focused on renewables and projects that we expect will help reduce future operating costs. But a lower carbon future cannot be achieved by renewable fuels alone. And as the decade progresses, you'll continue to hear more about a broad range of solutions being explored, including carbon capture technologies and other energy sources like wind and solar as well as the continued advancement of electric and hydrogen vehicles. The importance of natural gas in the energy evolution will continue to become more evident as well, including renewable natural gas, liquefied natural gas, and compressed natural gas. With regard to sustainable energy, we strive to lower energy carbon intensity, increase renewable fuel processing, improve energy efficiency, embrace innovation and deploy advanced technologies. To date, we have made 3 key commitments in this area. We are committed to reducing the carbon intensity of our products. And in March 2020, as our Chairman noted, we were the first independent refiner in the U.S. to establish a company-wide greenhouse gas emissions intensity reduction target and to link achievement of this goal to our executive and employee compensation programs. Specifically, with respect to greenhouse gases, we have committed to reduce our greenhouse gas emission intensity to 30% below 2014 levels by 2030, and we currently have achieved a 20% reduction. We have also committed to reduce our methane emissions by 50% below 2016 levels by 2025, and we currently have achieved a 30% reduction. Third, we've committed to a 20% reduction in our freshwater withdrawal intensity by 2030 from 2016 levels, and we have currently achieved a 9% reduction. Finally, it's important to note that in 2020, amidst all the uncertainty and challenges, the company achieved its best-ever in process safety and environmental performance. We also made important progress last year on our diversity, equity and inclusion efforts. We recognize that to compete and thrive into the future, MPC must be a company where everyone feels welcome for who they are, where diverse perspectives aren't just encouraged but expected and where every individual sees an opportunity to contribute, learn, and grow. Our diversity, equity and inclusion strategy focuses on understanding the benefits of diverse perspectives, increasing diversity across the organization and recognizing that cultural inclusion is an ongoing process. During 2020, we saw increased participation in our employee networks, which serve 6 employee populations: Asian, Black, Hispanic, Veterans, Women and LGBTQ+ employees. Our employee networks have approximately 60 chapters across the company and all networks encourage allied membership, providing opportunities for meaningful connections and support. Lastly, I want to highlight some of our specific achievements in the areas of environmental social and governance, known as ESG. It's important that we set objectives for the organization that drive our continuous improvement across the full spectrum of ESG-related topics. In general, our approach to sustainability reflects our commitment to create shared value with our stakeholders, the communities where we operate, our people, our business partners and many others. How we conduct our business enhances the performance we deliver, and our efforts are being recognized. For the second consecutive year, we appear on the Dow Jones Sustainability North American Index which includes the top 20% or 120 rated companies from an ESG perspective in the S&P Global Broad Market Index. In 2021, MPC achieved a Human Rights Campaign Foundation's Corporate Equality Index score of 100, the highest possible score. This is an important recognition of our diversity, equity and inclusion efforts, particularly in creating an inclusive work environment for employees who identify as LGBTQ. The EPA has named us an ENERGY STAR Partner of the Year for 4 consecutive years, which has also awarded us the EPA's Sustained Excellence award. And MPC was listed as 1 of only 2 oil and gas companies in Forbes 2021 JUST 100 list which recognizes the top 100 companies from the most important aspects of business contact -- conduct, I'm sorry. What I want to leave you with today is the confidence that no matter what lies ahead, we are setting the company on a path for long-term success. Marathon will evolve as the energy landscape evolves, just as the company has adapted and evolved for more than 130 years. I'm excited about our future, and I look forward to providing updates along the way. That concludes my business review. I will now turn the discussion back over to John for our Q&A session.

Thank you, Mike. We will now address general business questions from shareholders, shareholders who were able to submit questions ahead of the meeting on the voting platform, and you are able to submit questions now through the portal. To the extent we have several questions on a single topic, we will attempt to aggregate them in the interest of efficiency, and respond to the most representative question on that topic. Madam Secretary, do we have questions?

We do, Mr. Chairman. We do have several questions, and I will direct the first few to Mike. We have a few on our planned Speedway transaction, Mike. The first is what is the status of the sale of Speedway? And what are the plans for the use of proceeds from this transaction?

Thanks, Molly. As I just mentioned, we continue to target closing the Speedway sale transaction in the near term, and we've said continuously, we will use these sale proceeds to strengthen our balance sheet and return capital to shareholders. The form and the timing of that capital return will be shared as we approach the closing.

A follow-up on Speedway also. Can you speak to the rationale for the sale itself of Speedway, and the implications for the remaining MPC assets? Essentially, what is the value proposition for an MPC shareholder?

The sale of Speedway business for $21 billion enables us to strengthen our balance sheet and return capital to our shareholders while creating a long-term commercial relationship with 7-Eleven. With regard to MPC's remaining assets, we will continue to provide fuel as well as logistics and transportation services to the Speedway business, and we will have the potential of a larger relationship with 7-Eleven beyond the speedway profile.

We have a question on natural gas. Natural gas is a clean energy source and steps have been taken to reduce the environmental impact of crude oil. In light of this, why isn't MPC leadership doing more to defend the fossil fuel industry.

Traditional energy sources will be part of the global energy landscape for many decades. We are proud of our role in delivering affordable transportation fuels to consumers everywhere. But at the same time, we also recognize that we are in an energy evolution, and to win the future, we must support those efforts and demonstrate leadership in reducing the carbon intensity of our operations and products. We want to be a long-term player in that energy evolution.

Thanks, Mike. Mr. Chairman, I have a question for you. As MPC made donations to politicians who supported the January 6, 2021, attack on our capital, do we disclose information on contributions to political parties? And what about 501(c)(3) organizations?

Thanks, Molly. Following the events at the U.S. capital in early January, we paused political contributions to enable a period of evaluation. Future political contributions will be considered in light of current events as well as other factors. Our political contributions are reported on our website under the Sustainability tab and are archived there for an extended period. Now as for 501(c)(3) contributions, we report charitable giving data in our annual sustainability report, which is published during the summer months.

Thank you. We have a question on board diversity. There was recently an opportunity to bring another woman onto the MPC Board. What effort was made to recruit a woman and for that post, in particular.

The Board is committed to diversity. We presently have 2 women serving on our Board and with the election of all Class I director nominees on the ballot today, 42% of our Board members fall within a diversity category of gender, race, ethnicity or native American tribal membership. We will continue to place a priority on Board diversity.

Another question for you, Mr. Chairman. Can you explain why there is no adverse impact on executive compensation for 2020, even though 2020 results were down significantly due to the pandemic?

Well, there were impacts on executive compensation. In January 2021, the Compensation and Organization Development Committee used its discretion to reduce the synergy capture payout percentage by 68%, taking into consideration the demand destruction caused by the global pandemic, our overall 2020 business results and the consequential impact on our share price. This negative discretion reduced payouts to our 6 named executive officers by over $3 million for 2020 performance. Additionally, as has been communicated to our executives, other than a few circumstances of significant role changes, there were no base salary increases in 2021. And finally, we recently changed our executive structure and thereby reduced the number of executives and overall executive compensation expense by approximately $15 million per year.

Thank you. Mike, I have a question for you on diversity with respect to the management team. Question is, I have concerns about the lack of diversity in MPC's leadership. What is being done to address this?

Thanks, Molly. Our diversity strategy at MPC is built on building awareness, increasing representation and ensuring success. We're actively working to increase representation of women, minorities and military members in our workforce through various initiatives. And as noted earlier, we've added a new diversity, equity and inclusion metric to our annual cash bonus program to emphasize our objectives in this area.

Mr. Chairman, a question for you. CEO compensation at MPC is nearly 100x the median employee, nearly 400x when Speedway employees are included. Does the Compensation and Organization Development Committee consider the widening U.S. income wealth gap when approving executive compensation?

The compensation of our chief executive officer is determined in much the same way as we determine compensation for all of our employees by benchmarking to competitive pay for like roles.

Mike, a question for you. In the recent workforce reduction process, how were employees selected for separation from service with the company? And how was fairness and legal compliance insured in that process?

Thanks, Molly. Last fall, we made the difficult decision to reduce our workforce as part of the necessary initiative to lower our cost structure and better position the company for future success. In making specific job reduction decisions, qualifications specific to each business unit were assessed using tools to objectively consider common criteria. While the workforce reduction is never easy, in consideration of the circumstances, we made some additions to the separation package so that it included not only a severance payment and job search assistance, but also extended access to health care at low cost for those employees subject to the program.

Another question for you, Mike. This regards the St. Paul Park strike. The St. Paul Park refinery is one of MPC's most profitable plants and has a stellar safety and environmental record. The question is phrased as, why is MPC locking out its hardworking and loyal St. Paul Park employees? At what point is a lockout or strike detrimental to the company's stock price and/or reputation?

Thanks, Molly. And I'd like the opportunity to clear up some of this information on that one. First off, the St. Paul Park employees are not locked out and never have been. The company has met extensively with the union, starting in November of last year, in an effort to reach a mutually satisfactory contract. On January 21, they chose to go on strike and even though the company and the union were still actively negotiating. At the Union's request, on March 1, the company presented its last best and final offer to the union, but they have not allowed our employees to vote on it as of now. Our offer does not seek any layoffs, includes a wage increase each year for a 3-year period and provides for enhanced safety at the facility. We believe our offer is fair, and that it benefits our employees and their families and the local community. We encourage the union to take the company's offers to its membership for a vote because our employees deserve the opportunity to vote on the company's offer and to return to work.

Thank you, Mike. Mr. Chairman, I have a question for you. Have you considered a change in independent auditors since PricewaterhouseCoopers has been engaged since 2011 -- excuse me, 2011, and auditor rotation increases the shareholder confidence in management?

While we have not changed our independent auditor firm, the lead PwC partner and engagement teams do routinely rotate, and we undertake a robust performance evaluation of PwC on an annual basis. That involves input from our Audit Committee members, members of management and the internal audit team.

Thank you. And Mr. Chairman, we have a question on our short-term bonus program. Could you address the role of important qualitative and strategic metrics in the annual cash bonus program?

Certainly. I'd begin by referring the questioner to the supplemental proxy material, which was filed, I believe, on April 16. That would be among the most concise reference points for the information that your question seeks. But to be more specific, we thought it was important to realign our annual cash bonus program to focus more on measurable objectives. Hence, we've reduced the amount of discretionary payments and to increase the amounts it would be related to specific achievement against objectives that are now more heavily weighted towards operational matters, financial matters and ESG metrics, which specifically now include, as I mentioned and I believe Mike mentioned in his comments, goals related to diversity, equity and inclusion, greenhouse gas intensity, process safety events and designated environmental incidents. We believe that the changes made to our annual cash bonus program are very aligned with shareholder interests.

Thank you, Mr. Chairman. Mike, I have a question for you. With the state of Michigan attempting to shut down the Enbridge pipeline running through the state, what is the risk to the company if this pipeline does get shut down?

Yes. Thanks, Molly. So we're always continually monitoring the activity around pipelines and regulations and anything that could have an impact to our business. In that particular case that you mentioned, we do have alternative ways to supply our refineries so that we can still provide transportation fuels to our customers. So we'll continue to monitor the events and develop our plans and our contingencies depending on the outcome.

Thank you. Mr. Chairman, I have one more question on the call today. What principles will the Board use to balance interest of varied stakeholders as it develops and implements the company's long-term business strategy?

Developing the company's long-term business strategy lies at the essence of a Board governance process that begins with selecting the best possible management team. We believe we have done that just recently. We also ensure that we're aware of the matters evolving in the world around us and were you to read our periodic report on climate change perspectives or our periodic sustainability reports, I think we demonstrate that we have a good awareness of the world around us. And then it's a matter of balancing our strategic direction, our allocation of capital to try to achieve an excellent return for our investors who deserve that while also performing in a way that is supportive of the many other objectives that a company like ours and then the communities around us need to maintain. That completes our questions, ladies and gentlemen. And I believe then that completes our meeting. We sincerely thank you for your investments in Marathon Petroleum Corporation and also for your attendance at this meeting today. I hereby declare the 2021 Annual Meeting of Shareholders adjourned. Thank you.