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Filing Details

Accession Number:: 0001209191-15-044699
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-05-19 20:47:19
Reporting Period:: 2015-05-15

Filing Date:: 2015-05-19
Accepted Time:: 2015-05-19 20:47:19
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
1373429	J Mark Smith	C/O Western Refining, Inc. 123 W. Mills Avenue, Suite 200 El Paso TX 79901	President-Refining & Marketing	No	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	2015-05-15	9,639	$0.00	9,639	No	4	M	Direct
Common Stock	Disposition	2015-05-18	4,536	$45.95	5,103	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	2015-05-15	9,639	$0.00	9,639	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
62,716			No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	24,433	Indirect	By Mark J. Smith & Brenda J. Smith Living Trust dated 05/09/2015

Footnotes

9,639 shares were issued pursuant to a restricted share unit ("RSU") award granted to the reporting person February 17, 2012 (the "2012 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.
$45.9499 is the weighted average sale price. The shares were sold in various transactions through a broker at prices between $45.7400 per share and $46.2100 per share.
Each RSU 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 RSUs were issued as compensation for services as an officer.
The 2012 RSU Award vests ratably over three years on May 15 of each of the three years following the date of grant. Shares of WNR common stock or, at the election of the Compensation Committee of WNR's Board of Directors, the cash value thereof, will be delivered to the reporting person on or promptly following the vesting date applicable thereto, but not later than December 31 of the year in which such vesting date occurs.
This number of derivative securities includes (a) 2,369 RSUs that remain outstanding and for which settlement has been deferred purusant to the RSU award granted on February 28, 2011; (b) 11,027 RSUs that remain outstanding and for which settlement has been deferred pursuant to the 2012 RSU Award; (c) 16,945 RSUs that remain outstanding pursuant to the RSU award granted on March 26, 2013; (d) 10,419 RSUs that remain outstanding pursuant to the RSU award granted on March 26, 2014; (e) 16,467 RSUs that remain outstanding pursuant to the March 26, 2015, RSU award in partial settlement of the 2014 Annual Performance Bonus Program for Executive Officers; and (f) 5,489 RSUs that remain outstanding pursuant to the RSU award granted on March 26, 2015.