SEC Charges Andeavor for Inadequate Controls Around Authorization of Stock Buyback Plan

The Securities and Exchange Commission today announced settled charges against Andeavor LLC for controls violations relating to a stock buyback plan it implemented while it was in discussions to be acquired by Marathon Petroleum Corp. in 2018. Andeavor agreed to pay a $20 million penalty to settle the charges. According to the SEC’s order, Andeavor and Marathon held months of confidential discussions in 2017 about Marathon potentially acquiring Andeavor, which at the time was an energy company headquartered in San Antonio. The order finds that, in October 2017, Andeavor’s then-Chairman and CEO and Marathon’s Chairman and CEO agreed to suspend the discussions, and then agreed in late January 2018 to resume talks.