Marathon Petroleum (MPC) risk factors: FY2025 10-K

1. Our financial results are affected by volatile refining margins, which are dependent on factors beyond our control.
2. Industry, market, technological and regulatory developments regarding emissions, fuel efficiency and alternative fuel vehicles may decrease demand for liquid transportation fuels.reworded
3. Our operations are subject to business interruptions and present inherent hazards and risks, which could adversely impact our results of operations and financial condition.
4. We are increasingly dependent on the performance of our information technology systems and those of our third-party business partners and service providers.
5. Increasing regulatory focus on and expanding laws related to data privacy issues could expose us to increased liability, subject us to lawsuits, investigations, reputational harm and increase costs and restrictions on our operations that could significantly and adversely affect our business.
6. As we integrate artificial intelligence technologies into our processes, these technologies may present business, compliance and reputational risks.AI
7. The availability and cost of renewable identification numbers and credits related to low carbon fuel programs and incentives could have an adverse effect on our financial condition and results of operations.
8. Competitors that produce their own supply of feedstocks, own their own retail sites, or have greater financial resources may have a competitive advantage.
9. We may be negatively impacted by inflation.
10. We are subject to interruptions of supply and increased costs as a result of our reliance on third-party transportation of crude oil and refined products.
11. A significant decrease in oil and natural gas production in MPLX’s areas of operation may adversely affect MPLX’s business, financial condition, results of operations and cash available for distribution to its unitholders, including MPC.
12. Severe weather events, other climate conditions and earth movement and other geological hazards may adversely affect our assets and ongoing operations.
13. We are subject to risks arising from our operations outside the United States and generally to worldwide political and economic developments.
14. Our investments in joint ventures could be adversely affected by our reliance on our joint venture partners and their financial condition, and our joint venture partners may have interests or goals that are inconsistent with ours.
15. Terrorist attacks or other targeted operational disruptions may affect our facilities or those of our customers and suppliers.

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1. We have significant debt obligations; therefore, our business, financial condition, results of operations and cash flows could be harmed by a deterioration of our credit profile or downgrade of our credit ratings, a decrease in debt capacity or unsecured commercial credit available to us, or by factors adversely affecting credit markets generally.
2. Significant variations in the market prices of crude oil and refined products can affect our financial performance.
3. Our working capital, cash flows and liquidity can be significantly affected by decreases in commodity prices.
4. Increases in interest rates could adversely impact our ability to issue equity, refinance existing debt or incur additional debt for acquisitions or other purposes and our ability to pay dividends at our intended levels.rewordedInterest rates
5. We may incur losses and additional costs as a result of our forward-contract activities and derivative transactions.
6. We do not insure against all potential losses, and, therefore, our business, financial condition, results of operations and cash flows could be adversely affected by unexpected liabilities and increased costs.
7. We have recorded goodwill and other intangible assets that could become further impaired and result in material non-cash charges to our results of operations.
8. Large capital projects can be subject to delays, take years to complete, and market conditions could deteriorate significantly between the project approval date and the project startup date, negatively impacting project returns.

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1. We expect to continue to incur substantial capital expenditures and operating costs to meet the requirements of evolving environmental and other laws or regulations. Changes to the federal government’s policies and operations could lead to increased regulatory uncertainty and volatility and increased state regulation, which may impact our business, financial condition and results of operations.reworded
2. The tax treatment of publicly traded partnerships or an investment in MPLX units could be subject to potential legislative, judicial or administrative changes and differing interpretations, possibly on a retroactive basis.
3. Climate change and GHG emission regulation could affect our operations, energy consumption patterns and regulatory obligations, any of which could adversely impact our business, results of operations and financial condition.reworded
4. Energy companies are subject to increasing environmental and climate-related litigation.
5. We are subject to risks associated with societal and political pressures and other forms of opposition to the development, transportation and use of carbon-based fuels. Such risks could adversely impact our business and our ability to continue to operate or realize certain growth strategies.
6. Increasing attention to environmental, social and governance matters may impact our business and financial results.
7. Our goals, targets and disclosures related to ESG matters expose us to numerous risks, including risks to our reputation and stock price.
8. Regulatory and other requirements concerning the transportation of crude oil and other commodities by rail may cause increases in transportation costs or limit the amount of crude oil that we can transport by rail.
9. If California or other jurisdictions (i) establish a maximum refining margin and impose a financial penalty for profits above such maximum refining margin, (ii) impose restrictions on turnaround and maintenance activities or (iii) require that petroleum refiners maintain a minimum inventory of transportation fuels, our financial results and profitability could be adversely affected.
10. Increased regulation of hydraulic fracturing and other oil and gas production activities could result in reductions or delays in U.S. production of crude oil and natural gas, which could adversely affect our results of operations and financial condition.
11. Historic or current operations could subject us to significant legal liability or restrict our ability to operate.
12. A portion of our workforce is unionized, and we may face labor disruptions that could materially and adversely affect our business, financial condition, results of operations and cash flows.
13. One of our subsidiaries acts as the general partner of a master limited partnership, which may expose us to certain legal liabilities.
14. If foreign investment in us or MPLX exceeds certain levels, we could be prohibited from operating vessels engaged in U.S. coastwise trade, which could adversely affect our business, financial condition, results of operations and cash flows.
15. Our operations could be disrupted if we are unable to maintain or obtain real property rights required for our business.
16. Certain of our facilities are located on Native American tribal lands and are subject to various federal and tribal approvals and regulations, which can increase our costs and delay or prevent our efforts to conduct operations.
17. The Court of Chancery of the State of Delaware will be, to the extent permitted by law, the sole and exclusive forum for most disputes between us and our shareholders.
18. Provisions in our corporate governance documents could operate to delay or prevent a change in control of our company, dilute the voting power or reduce the value of our capital stock or affect its liquidity.

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1. Significant stockholders may attempt to effect changes at our company or acquire control over our company, which could impact the pursuit of business strategies and adversely affect our results of operations and financial condition.
2. Significant acquisitions, including the Northwind Midstream Acquisition and the BANGL Acquisition, will involve the integration of new assets or businesses and may present substantial risks that could adversely affect our business, financial conditions, results of operations and cash flows.reworded
3. Compliance with and changes in tax laws could materially and adversely impact our financial condition, results of operations and cash flows.

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