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Filing Details

Accession Number:: 0001209191-14-035344
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-05-19 20:06:01
Reporting Period:: 2014-05-15

Filing Date:: 2014-05-19
Accepted Time:: 2014-05-19 20:06:01
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1339048	Western Refining Inc.	WNR	Petroleum Refining (2911)	203472415

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1349214	A Jeff Stevens	C/O Western Refining, Inc. 123 W. Mills Avenue, Suite 200 El Paso TX 79901	President & Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2014-05-15	710	$0.00	3,671,120	No	4	M	Direct
Common Stock	Disposition	2014-05-16	334	$39.64	3,670,786	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Restricted Share Units	Disposition	2014-05-15	710	$0.00	710	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
154,471			No	4	M	Direct

Footnotes

Theses shares were issued pursuant to a restricted share unit ("RSU") award granted to the reporting person on February 28, 2011, (the "2011 RSU Award"), settled at the election of the Compensation Committee of WNR's Board of Directors in WNR common stock.
This sale was made pursuant to an election dated May 14, 2014, for the payment of income taxes required to be paid to the Internal Revenue Service as a result of the vesting of equity awards.
The reporting person hereby undertakes to provide upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
$39.6430 is the weighted average sale price. The shares were sold in various transactions through a broker at prices between $39.5700 per share and $39.7500 per share.
Each restricted share unit represents a contingent right to receive one share of WNR common stock or, at the election of the Compensation Committee of WNR's Board of Directors, the cash value thereof.
The 2011 RSU Award vests ratably over three years on May 15 of each of the three years following the date of grant. Upon vesting, the shares or the cash value thereof, will be delivered to the reporting person on or promptly following the vesting date, but not later than December 31 of the year in which such vesting date occurs. Settlement of 52,492 RSUs, 2,492 of which vested on May 15, 2012, 25,000 of which vested on May 15, 2013, and 25,000 of which vested on May 15, 2014, was deferred until the next vesting date that WNR reasonably expects that such settlement would be fully tax deductible under Section 162(m) of the Internal Revenue Code.
This number of derivative securities includes: (a) 26,492 RSUs that remain outstanding pursuant to the 2011 RSU Award; (b) 39,000 RSUs that remain outstanding pursuant to the RSU award granted to the reporting person on February 17, 2012; (c) 41,332 RSUs that remain outstanding pursuant to an RSU award granted to the reporting person on March 26, 2013; and (d) 47,647 RSUs that remain outstanding pursuant to an RSU award granted to the reporting person on March 26, 2014.