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Former Andeavor board members call for ouster of Marathon CEO

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Former Andeavor board members call for ouster of Marathon CEO

Two former Andeavor board members are pushing for the removal of Marathon Petroleum Corp. CEO Gary Heminger to help resolve a perceived "stagnation and destruction of value" at the integrated refiner.

Paul Foster and Jeff Stevens, who hold about 1.7% of Marathon Petroleum, said the company ignored calls for dialogue to boost stockholder value despite their "decades of experience" in the industry.

"We believe Marathon has the best assets in the industry and, if managed correctly, they should yield the best returns to stockholders," the shareholders said in a Sept. 26 letter addressed to Heminger and Marathon's board. "Our recent experience trying to interact with Marathon's lead independent director and your insistence on being present at any such meeting demonstrates a stunning disregard for sound corporate governance."

They also said Marathon's stock is still trading at a discount to a sum-of-the-parts valuation and compared to its peers, and the company's leadership was not able to deliver promises of growth and profitability resulting from an integrated business model.

Foster and Stevens support Elliott Management Corp.'s proposal to divide the company's operations into three independent companies. The suggested move is expected to create $39 billion in value.

In a separate statement, lead director James Rohr said the entire Marathon board backs Heminger as CEO and chairman, given "his track record of delivering value to shareholders and all of the company's constituencies."

Marathon acquired Andeavor for $23.3 billion in 2018, creating America's largest integrated refiner.