Sec Form 3 Filing - White Rob L. @ MARATHON OIL CORP - 2022-03-01

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person White Rob L. 2. Issuer Name and Ticker or Trading Symbol MARATHON OIL CORP [ MRO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) VP, Controller & CAO (Last) (First) (Middle) C/O MARATHON OIL CORPORATION, 990 TOWN & COUNTRY BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 03/01/2022 (Street) HOUSTON, TX77024 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 49,873( 1 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (Right to Buy) $ 27.82 ( 2 ) 08/31/2022 Common Stock 864 D Employee Stock Option (Right to Buy) $ 32.84 ( 3 ) 04/08/2023 Common Stock 1,002 D Employee Stock Option (Right to Buy) $ 34.72 ( 4 ) 10/07/2023 Common Stock 955 D Employee Stock Option (Right to Buy) $ 34.9 ( 5 ) 04/07/2024 Common Stock 3,698 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other White Rob L. C/O MARATHON OIL CORPORATION 990 TOWN & COUNTRY BOULEVARD HOUSTON, TX77024 VP, Controller & CAO Signatures John D. Montanti, Attorney-in-Fact for Rob L. White 03/01/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 21,334 restricted stock units granted on March 1, 2021 under Marathon Oil Corporation's 2019 Incentive Compensation Plan, which vest in three annual installments as follows: 7,111 units on March 1, 2022, 7,111 units on March 1, 2023 and 7,112 units on March 1, 2024; 22,134 shares of restricted stock granted on March 1, 2020 under Marathon Oil Corporation's 2019 Incentive Compensation Plan, which vest as follows: 11,067 shares on March 1, 2022 and 11,067 shares on March 1, 2023; and 6,405 shares of restricted stock granted on March 1, 2019 under Marathon Oil Corporation's 2016 Incentive Compensation Plan, which vests on March 1, 2022. ( 2 )This stock option to acquire 864 shares of the common stock of Marathon Oil Corporation was granted on August 31, 2012 and vested in three equal installments of 288 options on each of August 31, 2013, August 31, 2014 and August 31, 2015. ( 3 )This stock option to acquire 1,002 shares of the common stock of Marathon Oil Corporation was granted on April 8, 2013 and vested in three equal installments of 334 options on each of April 8, 2014, April 8, 2015 and April 8, 2016. ( 4 )This stock option to acquire 955 shares of the common stock of Marathon Oil Corporation was granted on October 7, 2013 and vested in three annual installments as follows: 318 options vested on October 7, 2014, 318 options vested on October 7, 2015 and 319 options vested on October 7, 2016. ( 5 )This stock option to acquire 3,698 shares of the common stock of Marathon Oil Corporation was granted on April 7, 2014 and vested in three annual installments as follows: 1,232 options vested on April 7, 2015, 1,233 options vested on April 7, 2016 and 1,233 options vested on April 7, 2017.

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