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Filing Details

Accession Number:: 0001209191-12-034162
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-06-15 19:08:31
Reporting Period:: 2012-06-13

Filing Date:: 2012-06-15
Accepted Time:: 2012-06-15 19:08:31
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	2012-06-13	6,479	$0.00	4,882,147	No	4	M	Direct
Common Stock	Disposition	2012-06-15	2,643	$20.48	4,879,504	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	2012-06-13	6,479	$0.00	6,479	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
68,521			No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	14,134	Indirect	By WRC Refining Company

Footnotes

These shares were issued pursuant to a restricted share unit 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.
Proceeds from this sale were used primarily for the payment of income taxes incurred by the reporting person in connection with the settlement of the 2011 RSU Award in WNR common stock.
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.
$20.4789 is the weighted average sale price. The shares were sold in various transactions through a broker at prices between $20.43 per share and $20.53 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 is subject to vesting in three equal installments on May 15 of 2012, 2013, and 2014. Upon vesting, the shares, or the 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 5,521 restricted share units that vested on May 15, 2012, 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 29,521 restricted share units that remain outstanding pursuant to the 2011 RSU Award, as well as an additional 39,000 restricted share units received by the reporting person on February 17, 2012 (the "2012 RSU Award"). The 39,000 restricted share units received pursuant to the 2012 RSU Award vest in three equal installments on May 15 of 2013, 2014, and 2015.