ANDX / Tesoro Logistics LP - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

Tesoro Logistics LP
US ˙ NYSE
SIMBOL INI TIDAK AKTIF LAGI

Statistik Asas
CIK 1507615
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Tesoro Logistics LP
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
October 15, 2019 15-12B

TLLP / TESORO LOGISTICS LP 15-12B - - 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-35143 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in it

September 12, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 6, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commission

August 5, 2019 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 001-35143 ANDEAVOR LOG

August 2, 2019 EX-99.1

Joint Filing Agreement

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accurac

August 2, 2019 SC 13D/A

ANDV / Andeavor Corp. / Marathon Petroleum Corp - SC 13D/A (AMENDMENT NO. 3) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Amendment No. 3) Under the Securities Exchange Act of 1934 Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Molly R. Benson Vice President, Chief Securities, Governance & Compliance Officer and Corporate Secretary Marathon Petroleum Corporation 539 Sout

August 1, 2019 EX-99.1

MPLX Completes Acquisition of Andeavor Logistics

MPLX Completes Acquisition of Andeavor Logistics FINDLAY, Ohio, July 30, 2019 - MPLX LP (NYSE: MPLX) today announced that the company has completed its acquisition of Andeavor Logistics LP (ANDX) in a unit-for-unit transaction (with a blended exchange ratio of 1.

August 1, 2019 EX-3.1

Second Amendment to Third Amended and Restated Agreement of Limited Partnership of Andeavor Logistics LP, dated as of July 29, 2019.

Exhibit 3.1 SECOND AMENDMENT TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP This Second Amendment (this “Amendment”) to the THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP, a Delaware limited partnership (the “Partnership”), given effect beginning January 1, 2019 (the “Partnership Agreement”), is entered into as of July

August 1, 2019 EX-3.4

Fourth Amended and Restated Agreement of Limited Partnership of Andeavor Logistics LP, dated as of July 30, 2019.

Exhibit 3.4 FOURTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP This Fourth Amended and Restated Agreement of Limited Partnership (as it may be amended, supplemented or restated from time to time, this “Agreement”) of Andeavor Logistics LP (the “Partnership”), dated as of July 30, 2019, is entered into by and between Andeavor Logistics GP LLC, a Delaware limited l

August 1, 2019 EX-3.2

Amended and Restated Certificate of Limited Partnership of Andeavor Logistics LP, dated as of July 30, 2019.

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP This Amended and Restated Certificate of Limited Partnership of Andeavor Logistics LP, a Delaware limited partnership (the “Partnership”), dated July 30, 2019, has been duly executed and is filed pursuant to Section 17-210 of the Delaware Revised Uniform Limited Partnership Act (the “Act”), and amends and

August 1, 2019 EX-3.3

Joinder Agreement, dated as of July 30, 2019.

Exhibit 3.3 JOINDER AGREEMENT THIS JOINDER AGREEMENT to the Third Amended and Restated Agreement of Limited Partnership of Andeavor Logistics LP, a Delaware limited partnership (the “Partnership”), dated as of December 1, 2017, as amended by the First Amendment to Third Amended and Restated Agreement of Limited Partnership of the Partnership, dated October 1, 2018 (the “Surviving ANDX Partnership

August 1, 2019 EX-10.1

Waiver and Second Amendment to Fourth Amended and Restated Omnibus Agreement, dated as of July 29, 2019, by and among MPC, Andeavor Logistics LP, Tesoro Logistics GP, LLC, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Company LLC and Marathon Petroleum Company LP.

Exhibit 10.1 WAIVER AND SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED OMNIBUS AGREEMENT This Waiver and Second Amendment to the Fourth Amended and Restated Omnibus Agreement (this “Second Amendment”) is entered into as of July 29, 2019, by and among Andeavor LLC, a Delaware limited liability company (“Andeavor”), on behalf of itself and the other Andeavor Entities (as defined herein), Tesoro Ref

August 1, 2019 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 29, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commission File

August 1, 2019 EX-99.1

Three Months Ended June 30, Six Months Ended June 30, ($ in millions) 2019 2018 (a) 2019 2018 (a) Net Earnings $ 160 $ 132 $ 317 $ 263 Segment Operating Income Terminalling and Transportation $ 146 $ 107 $ 298 $ 211 Gathering and Processing 59 69 122

Exhibit 99.1 Andeavor Logistics LP Reports Second-Quarter 2019 Results • Reported second-quarter net earnings of $160 million and EBITDA of $327 million; each were reduced by a $14 million non-cash, out of period revenue recognition adjustment • Reported net cash from operating activities of $264 million and DCF attributable to common unitholders of $249 million • MPLX closed its acquisition of An

August 1, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 1, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commission Fil

July 30, 2019 S-8 POS

TLLP / TESORO LOGISTICS LP S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on July 30, 2019 Registration No.

July 30, 2019 S-8 POS

TLLP / TESORO LOGISTICS LP S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on July 30, 2019 Registration No.

July 30, 2019 S-8 POS

TLLP / TESORO LOGISTICS LP S-8 POS - - S-8 POS

As filed with the Securities and Exchange Commission on July 30, 2019 Registration No.

July 30, 2019 POSASR

TLLP / TESORO LOGISTICS LP POSASR - - POSASR

As filed with the Securities and Exchange Commission on July 30, 2019 Registration No.

July 30, 2019 POSASR

TLLP / TESORO LOGISTICS LP POSASR - - POSASR

As filed with the Securities and Exchange Commission on July 30, 2019 Registration No.

July 30, 2019 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on August 12, 2019, pursuant to the provisions of Rule 12d2-2 (a).

July 22, 2019 425

MPLX / MPLX LP 425 - Merger Prospectus - 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following press release was issued by MPLX LP on July 22, 2019. MPLX LP Increases Quarterly Distribution FINDLAY, Ohio, July 22, 2019 - The board of directors of the general partner of MPLX LP (NYSE: MPLX) has de

July 15, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 11, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commission File

June 28, 2019 EX-99.1

MPLX LP Announces Unitholder Consent Deadline and Anticipated Closing Date of the Andeavor Logistics Acquisition

MPLX LP Announces Unitholder Consent Deadline and Anticipated Closing Date of the Andeavor Logistics Acquisition FINDLAY, Ohio, June 28, 2019 - MPLX LP (NYSE: MPLX) and Andeavor Logistics LP (NYSE: ANDX) today announced that the Board of Directors of the general partner of ANDX has set June 28, 2019 as the record date for determining holders of ANDX common units entitled to execute and deliver written consents with respect to the proposed acquisition.

June 28, 2019 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 28, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commission File

June 28, 2019 425

TLLP / TESORO LOGISTICS LP 425 - Merger Prospectus - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 28, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commission File

June 28, 2019 EX-99.1

MPLX LP Announces Unitholder Consent Deadline and Anticipated Closing Date of the Andeavor Logistics Acquisition

MPLX LP Announces Unitholder Consent Deadline and Anticipated Closing Date of the Andeavor Logistics Acquisition FINDLAY, Ohio, June 28, 2019 - MPLX LP (NYSE: MPLX) and Andeavor Logistics LP (NYSE: ANDX) today announced that the Board of Directors of the general partner of ANDX has set June 28, 2019 as the record date for determining holders of ANDX common units entitled to execute and deliver written consents with respect to the proposed acquisition.

June 28, 2019 425

MPLX / MPLX LP 425 - Merger Prospectus - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 28, 2019 MPLX LP (Exact name of registrant as specified in its charter) Delaware 001-35714 27-0005456 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

June 28, 2019 EX-99.1

MPLX LP Announces Unitholder Consent Deadline and Anticipated Closing Date of the Andeavor Logistics Acquisition

MPLX LP Announces Unitholder Consent Deadline and Anticipated Closing Date of the Andeavor Logistics Acquisition FINDLAY, Ohio, June 28, 2019 - MPLX LP (NYSE: MPLX) and Andeavor Logistics LP (NYSE: ANDX) today announced that the Board of Directors of the general partner of ANDX has set June 28, 2019 as the record date for determining holders of ANDX common units entitled to execute and deliver written consents with respect to the proposed acquisition.

June 28, 2019 DEFM14A

TLLP / TESORO LOGISTICS LP DEFM14A - - DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 26, 2019 425

MPLX / MPLX LP 425 - Merger Prospectus - 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following investor presentation was posted to MPLX LP’s website, http://ir.mplx.com, on June 26, 2019.

June 26, 2019 425

MPC / Marathon Petroleum Corp. 425 - Merger Prospectus - 425

425 1 mpc425insideedition.htm 425 Filed by Marathon Petroleum Corporation Commission File No.: 001-35054 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following article relating to the pending merger between MPLX LP and Andeavor Logistics LP was published in Inside MPC, Marathon Petroleum Corporation’s mo

June 3, 2019 425

TLLP / TESORO LOGISTICS LP 425 - Merger Prospectus - 425

Filed by Andeavor Logistics LP Commission File No.: 001-35143 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following investor presentation was posted to Andeavor Logistics LP’s website, http://ir.andeavorlogistics.com, on June 3, 2019.

June 3, 2019 425

MPLX / MPLX LP 425 - Merger Prospectus - 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following investor presentation was posted to MPLX LP’s website, http://ir.mplx.com, on June 3, 2019.

June 3, 2019 425

MPC / Marathon Petroleum Corp. 425 - Merger Prospectus - 425

Filed by Marathon Petroleum Corporation Commission File No.: 001-35054 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following investor presentation was posted to Marathon Petroleum Corporation’s website, https://www.marathonpetroleum.com/Investors/, on June 3, 2019.

May 21, 2019 425

MPLX / MPLX LP 425 - Merger Prospectus - 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following presentation was first made available by MPLX LP on its website, http://ir.mplx.com, and at the RBN Energy Export Conference on May 21, 2019.

May 15, 2019 425

MPLX / MPLX LP 425 Merger Prospectus 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-035143 The following investor presentation was posted to MPLX LP’s website, http://ir.mplx.com, on May 15, 2019.

May 14, 2019 8-K/A

May 14, 2019

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 26, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorp

May 9, 2019 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

8-K 1 andx8-kmay2019.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 3, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of inco

May 9, 2019 EX-16.1

Letter of Ernst & Young LLP to the Securities and Exchange Commission dated May 9, 2019, regarding change in independent registered public accounting firm.

Exhibit 16.1 May 9, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated May 9, 2019, of Andeavor Logistics LP and are in agreement with the statements contained in the second paragraph on page 2 therein. We have no basis to agree or disagree with other statements of the registrant contained therein. /s/ Erns

May 9, 2019 425

TLLP / TESORO LOGISTICS LP 425 Merger Prospectus 425

425 1 andx4255919investordeckdoc.htm 425 Filed by Andeavor Logistics LP Commission File No. 001-035143 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No. 001-035143 The following investor presentation was posted to Andeavor Logistics LP’s website, http://ir.andeavorlogistics.com, on May 9, 2019.

May 9, 2019 425

MPLX / MPLX LP 425 Merger Prospectus 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-035143 The following investor presentation was posted to MPLX LP’s website, http://ir.mplx.com, on May 9, 2019.

May 9, 2019 425

MPC / Marathon Petroleum Corp. 425 Merger Prospectus 425

425 1 mpc4255919investordeckdoc.htm 425 Filed by Marathon Petroleum Corporation Commission File No. 001-35054 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No. 001-035143 The following investor presentation was posted to Marathon Petroleum Corporation’s website, https://www.marathonpetroleum.com/Investors/, on May 9, 2019.

May 9, 2019 SC 13D/A

ANDV / Andeavor Corp. / Marathon Petroleum Corp - SCHEDULE 13D/A (AMENDMENT NO. 2) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Amendment No. 2) Under the Securities Exchange Act of 1934 Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Molly R. Benson Vice President, Chief Securities, Governance and Compliance Officer and Corporate Secretary Marathon Petroleum Corporation 539 So

May 9, 2019 10-Q

Quarterly Report - 10-Q

10-Q 1 andx1q201910-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission Fi

May 9, 2019 EX-10.1

2011 Long-Term Incentive Plan Phantom Unit Award Agreement Officer - Grant (3-year Pro-rata vesting)

Exhibit 10.1 ANDEAVOR LOGISTICS LP 2011 LONG-TERM INCENTIVE PLAN PHANTOM UNIT AWARD AGREEMENT OFFICER – GRANT (3-year pro-rata vesting) As evidenced by this Award Agreement and under the Andeavor Logistics LP 2011 Long-Term Incentive Plan (the “Plan”), Tesoro Logistics GP, LLC, a Delaware limited liability company (the “Company”), the general partner of Andeavor Logistics LP, a Delaware limited pa

May 8, 2019 425

MPLX / MPLX LP 425 Merger Prospectus 425

425 1 d745350d425.htm 425 Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of

May 8, 2019 425

MPC / Marathon Petroleum Corp. 425 Merger Prospectus FORM 425

Form 425 Filed by Marathon Petroleum Corporation Commission File No.: 001-35054 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (D

May 8, 2019 425

TLLP / TESORO LOGISTICS LP 425 Merger Prospectus 425

Filed by Andeavor Logistics LP Commission File No.: 001-35143 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 An audio replay of the conference call reflected in the following transcript was made available by Andeavor Logistics LP on its website on May 8, 2019. Forward-Looking Statements This filing contains fo

May 8, 2019 425

MPLX / MPLX LP 425 Merger Prospectus 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 An audio replay of the conference call reflected in the following transcript was made available by MPLX LP on its website on May 8, 2019. Forward-Looking Statements This filing contains forward-looking statements wit

May 8, 2019 425

MPC / Marathon Petroleum Corp. 425 Merger Prospectus 425

Filed by Marathon Petroleum Corporation Commission File No.: 001-35054 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following are excerpts of remarks relating to the proposed transaction between MPLX LP and Andeavor Logistics LP presented during a conference call held by Marathon Petroleum Corporation, a

May 8, 2019 425

TLLP / TESORO LOGISTICS LP 425 Merger Prospectus 425

Filed by Andeavor Logistics LP Commission File No.: 001-35143 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following email was sent to Marathon Petroleum Corporation employees on May 8, 2019. Subject: MPLX and ANDX Combination to Create a Leading, Large-scale, Diversified Midstream Company A MESSAGE FROM

May 8, 2019 425

MPLX / MPLX LP 425 Merger Prospectus 425

Filed by MPLX LP Commission File No.: 001-35714 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following email was sent to Marathon Petroleum Corporation employees on May 8, 2019. Subject: MPLX and ANDX Combination to Create a Leading, Large-scale, Diversified Midstream Company A MESSAGE FROM THE CHAIRMAN

May 8, 2019 425

MPC / Marathon Petroleum Corp. 425 Merger Prospectus 425

Filed by Marathon Petroleum Corporation Commission File No.: 001-35054 Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Andeavor Logistics LP Commission File No.: 001-35143 The following email was sent to Marathon Petroleum Corporation employees on May 8, 2019. Subject: MPLX and ANDX Combination to Create a Leading, Large-scale, Diversified Midstream Company A MES

May 8, 2019 EX-99.1

Three Months Ended March 31, ($ in millions) 2019 2018 (a) Net Earnings $ 157 $ 131 Segment Operating Income Terminalling and Transportation $ 152 $ 104 Gathering and Processing 63 77 Wholesale 5 4 EBITDA (b) $ 319 $ 275 Segment EBITDA (b) Terminalli

Exhibit 99.1 Andeavor Logistics LP Reports First-Quarter 2019 Results • Reported first-quarter net earnings of $157 million and EBITDA of $319 million, which provided 1.06x distribution coverage and resulted in 3.9x leverage • Terminalling and Transportation segment operating income of $152 million and EBITDA of $191 million driven by drop downs and strong pipeline transportation volumes • Gatheri

May 8, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx1q20198-kearningsrelea.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 8, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdic

May 8, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commiss

May 8, 2019 EX-2.1

Agreement and Plan of Merger, dated as of May 7, 2019, by and among Andeavor Logistics LP, Tesoro Logistics GP, LLC, MPLX LP, MPLX GP LLC and MPLX MAX LLC.

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among ANDEAVOR LOGISTICS LP, TESORO LOGISTICS GP, LLC, MPLX LP, MPLX GP LLC and MPLX MAX LLC Dated as of May 7, 2019 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND TERMS 2 1.1. Certain Definitions 2 1.2. Other Terms 12 1.3. Calculation of Time Periods 12 1.4. Additional Rules of Interpretation; Construction Provisions 12 AR

May 8, 2019 EX-99.2

Forward‐Looking Statements This presentation contains forward-looking statements within the meaning of federal securities laws regarding MPLX LP (MPLX) and Andeavor Logistics LP (ANDX). These forward-looking statements relate to, among other things,

EX-99.2 MPLX Announces Agreement to Acquire ANDX and First-Quarter 2019 Highlights May 8, 2019 Exhibit 99.2 Forward‐Looking Statements This presentation contains forward-looking statements within the meaning of federal securities laws regarding MPLX LP (MPLX) and Andeavor Logistics LP (ANDX). These forward-looking statements relate to, among other things, the proposed acquisition of ANDX by MPLX a

May 8, 2019 EX-10.1

Support Agreement, dated as of May 7, 2019, by and among MPLX LP, Andeavor Logistics LP, Tesoro Logistics GP, LLC, Western Refining Southwest, Inc. and Marathon Petroleum Corporation

EX-10.1 Exhibit 10.1 EXECUTION DRAFT SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of May 7, 2019, is entered into by and among Andeavor Logistics LP, a Delaware limited partnership (“ANDX”), MPLX LP, a Delaware limited partnership (“MPLX”), Tesoro Logistics GP, LLC, a Delaware limited liability company and the general partner of ANDX (“ANDX GP”), Western Refining Southwest

May 8, 2019 EX-99.1

MPLX LP Announces Agreement to Acquire Andeavor Logistics LP

EX-99.1 Exhibit 99.1 MPLX LP Announces Agreement to Acquire Andeavor Logistics LP • MPLX to acquire ANDX in a unit-for-unit transaction at a 1.07x blended exchange ratio representing a 1% premium to market1 • Combination immediately accretive to distributable cash flow for public MPLX and ANDX unitholders2 • Creates a leading, large-scale, diversified midstream company anchored by fee-based cash f

May 8, 2019 EX-2.1

Agreement and Plan of Merger, dated as of May 7, 2019, by and among Andeavor Logistics LP, Tesoro Logistics GP, LLC, MPLX LP, MPLX GP LLC and MPLX MAX LLC.

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among ANDEAVOR LOGISTICS LP, TESORO LOGISTICS GP, LLC, MPLX LP, MPLX GP LLC and MPLX MAX LLC Dated as of May 7, 2019 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND TERMS 2 1.1. Certain Definitions 2 1.2. Other Terms 12 1.3. Calculation of Time Periods 12 1.4. Additional Rules of Interpretation; Construction Provisions 12 AR

May 8, 2019 EX-99.2

Forward‐Looking Statements This presentation contains forward-looking statements within the meaning of federal securities laws regarding MPLX LP (MPLX) and Andeavor Logistics LP (ANDX). These forward-looking statements relate to, among other things,

EX-99.2 MPLX Announces Agreement to Acquire ANDX and First-Quarter 2019 Highlights May 8, 2019 Exhibit 99.2 Forward‐Looking Statements This presentation contains forward-looking statements within the meaning of federal securities laws regarding MPLX LP (MPLX) and Andeavor Logistics LP (ANDX). These forward-looking statements relate to, among other things, the proposed acquisition of ANDX by MPLX a

May 8, 2019 EX-99.1

MPLX LP Announces Agreement to Acquire Andeavor Logistics LP

EX-99.1 Exhibit 99.1 MPLX LP Announces Agreement to Acquire Andeavor Logistics LP • MPLX to acquire ANDX in a unit-for-unit transaction at a 1.07x blended exchange ratio representing a 1% premium to market1 • Combination immediately accretive to distributable cash flow for public MPLX and ANDX unitholders2 • Creates a leading, large-scale, diversified midstream company anchored by fee-based cash f

May 8, 2019 EX-10.1

Support Agreement, dated as of May 7, 2019, by and among MPLX LP, Andeavor Logistics LP, Tesoro Logistics GP, LLC, Western Refining Southwest, Inc. and Marathon Petroleum Corporation.

EX-10.1 Exhibit 10.1 EXECUTION DRAFT SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of May 7, 2019, is entered into by and among Andeavor Logistics LP, a Delaware limited partnership (“ANDX”), MPLX LP, a Delaware limited partnership (“MPLX”), Tesoro Logistics GP, LLC, a Delaware limited liability company and the general partner of ANDX (“ANDX GP”), Western Refining Southwest

May 8, 2019 425

TLLP / TESORO LOGISTICS LP 425 Merger Prospectus FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commiss

April 10, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 andx8-kapr8.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 8, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incor

February 28, 2019 EX-10.149

D. Sorensen Award Amendment, effective as of October 3, 2018

Exhibit 10.149 AMENDMENT AGREEMENT TO LONG TERM INCENTIVE AWARD This Amendment Agreement (this “Agreement”) hereby amends the Long-Term Incentive Award previously entered into by Don Sorensen (“Employee”) and Andeavor (f/k/a Tesoro Corporation) (“Andeavor”) and is made by and between Employee and Andeavor. Employee and Andeavor are parties to this Agreement and are collectively referred to herein

February 28, 2019 EX-10.148

S. Sterin Award Amendment, effective as of October 3, 2018

Exhibit 10.148 AMENDMENT AGREEMENT TO LONG TERM INCENTIVE AWARD This Amendment Agreement (this “Agreement”) hereby amends the Long-Term Incentive Award previously entered into by Steven Sterin (“Employee”) and Andeavor (f/k/a Tesoro Corporation) (“Andeavor”) and is made by and between Employee and Andeavor. Employee and Andeavor are parties to this Agreement and are collectively referred to herein

February 28, 2019 EX-10.150

Tesoro Logistics GP, LLC Non-Management Director Compensation Policy and Director Equity Award Terms

Exhibit 10.150 TESORO LOGISTICS GP, LLC NON-MANAGEMENT DIRECTOR COMPENSATION POLICY AND DIRECTOR EQUITY AWARD TERMS Effective January 1, 2019 Directors of Tesoro Logistics GP, LLC (the “Company”) who are not employed by the Company or one of its subsidiaries or affiliates (“Non-Management Directors”) shall receive compensation for their services on the Board of Directors of the Company (the “Board

February 28, 2019 10-K

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1‑35143 ANDEAVOR LOGISTIC

February 28, 2019 EX-21.1

Subsidiaries of the Company

Exhibit 21.1 ANDEAVOR LOGISTICS LP LIST OF SUBSIDIARIES as of December 31, 2018 Name of Subsidiary Jurisdiction of Organization/Incorporation Andeavor Field Services LLC Delaware Andeavor Gathering I LLC Delaware Andeavor Logistics CD LLC Delaware * Andeavor Logistics Rio Pipeline LLC Delaware Andeavor Midstream Partners GP LLC Delaware Andeavor Midstream Partners LP Delaware Andeavor Midstream Pa

February 28, 2019 EX-10.147

First Amendment to Fourth Amended and Restated Omnibus Agreement, dated as of January 30, 2019, among Andeavor LLC, Marathon Petroleum Company LP, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Company LLC, Andeavor Logistics LP and Tesoro Logistics GP, LLC

EX-10.147 2 andx201810-kex10147.htm EXHIBIT 10.147 Exhibit 10.147 FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED OMNIBUS AGREEMENT This First Amendment to the Fourth Amended and Restated Omnibus Agreement (this “Amendment”) is entered into as of 00:01 a.m. Eastern Standard Time on January 1, 2019, by and among Andeavor LLC, a Delaware limited company (“Andeavor”), on behalf of itself and the other

February 28, 2019 EX-24.1

Power of Attorney of Directors and Officers of Tesoro Logistics GP, LLC

EX-24.1 8 andx201810-kex241.htm EXHIBIT 24.1 Exhibit 24.1 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that each of the undersigned officers and directors of Tesoro Logistics GP, LLC, a Delaware limited liability company and general partner of Andeavor Logistics LP, a Delaware limited partnership (the “Registrant”), does hereby constitute and appoint Gary R. Heminger, D. Andrew Woodward and Blane

February 12, 2019 SC 13G/A

ANDV / Andeavor Corp. / TORTOISE CAPITAL ADVISORS, L.L.C. Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. TEN )* Andeavor Logistics, L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 03350F106 (CUSIP Number) D

February 7, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx4q20188-kearningsrelea.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other ju

February 7, 2019 EX-99.1

Three Months Ended December 31, Twelve Months Ended December 31, ($ in millions) 2018 2017 (a) 2018 (a) 2017 (a) Net Earnings $ 171 $ 53 $ 600 $ 306 Segment Operating Income Terminalling and Transportation $ 146 $ 107 $ 498 $ 397 Gathering and Proces

EX-99.1 2 andx4q2018ex991earningsrel.htm EXHIBIT 99.1 Exhibit 99.1 Andeavor Logistics LP Reports Fourth-Quarter and Full-Year 2018 Results • Reported full-year net earnings of $600 million and EBITDA of $1.2 billion, an increase of $294 million and $252 million, respectively – Terminalling and Transportation: segment operating income increased by $101 million primarily due to the 2018 Drop Down an

February 5, 2019 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 andx8-k2519.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 30, 2019 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of in

February 5, 2019 EX-10.1

Secondment Agreement, dated as of January 30, 2019, by and among Marathon Refining Logistics Services, LLC, Andeavor Logistics LP, Tesoro Logistics GP, LLC and certain other parties thereto

Exhibit 10.1 MRLS-ANDX SECONDMENT AGREEMENT THIS MRLS-ANDX SECONDMENT AGREEMENT is entered into on January 30, 2019 to be effective as of the Effective Date (as defined below), by and between: A. Marathon Refining Logistics Services LLC, a Delaware limited liability company (“MRLS”); and B. Andeavor Logistics LP, a Delaware limited partnership, Tesoro Logistics GP, LLC, a Delaware limited liabilit

February 5, 2019 EX-10.2

Secondment Agreement, dated as of January 30, 2019, by and among Marathon Petroleum Logistics Services, LLC, Andeavor Logistics LP, Tesoro Logistics GP, LLC and certain other parties thereto

Exhibit 10.2 MPLS-ANDX SECONDMENT AGREEMENT THIS MPLS-ANDX SECONDMENT AGREEMENT is entered into on January 30, 2019 to be effective as of the Effective Date (as defined below) by and between: A. Marathon Petroleum Logistics Services LLC, a Delaware limited liability company (“Provider”); and B. Andeavor Logistics LP, a Delaware limited partnership, Tesoro Logistics GP, LLC, a Delaware limited liab

December 27, 2018 EX-10.1

Amendment No. 2 to Third Amended and Restated Credit Agreement, dated as of December 20, 2018, among Andeavor Logistics LP, as borrower, certain of its subsidiaries party thereto, as guarantors, the lenders party thereto, and Bank of America, N.A., as administrative agent

EX-10.1 2 d637409dex101.htm EX-10.1 Exhibit 10.1 Execution Version AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 2 to Third Amended and Restated Credit Agreement, dated as of December 20, 2018 (this “Agreement”) is among Andeavor Logistics LP, a Delaware limited partnership (the “Borrower”), certain Subsidiaries of the Borrower party hereto (the “Guarantors”), t

December 27, 2018 EX-10.3

Loan Agreement, dated as of December 21, 2018, by and between Andeavor Logistics LP and Marathon Petroleum Corporation

EX-10.3 4 d637409dex103.htm EX-10.3 Exhibit 10.3 Execution Copy LOAN AGREEMENT between ANDEAVOR LOGISTICS LP As the Borrower and MARATHON PETROLEUM CORPORATION As the Lender Dated as of December 21, 2018 LOAN AGREEMENT THIS LOAN AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Loan Agreement”) is entered into as of December 21, 2018 (the “Effective Date”

December 27, 2018 EX-10.2

Amendment No. 2 to the Credit Agreement, dated as of December 20, 2018, among Andeavor Logistics LP, as borrower, certain of its subsidiaries party thereto, as guarantors, the lenders party thereto, and Bank of America, N.A., as administrative agent

EX-10.2 Exhibit 10.2 Execution Version AMENDMENT NO. 2 TO CREDIT AGREEMENT This Amendment No. 2 to Credit Agreement, dated as of December 20, 2018 (this “Agreement”) is among Andeavor Logistics LP, a Delaware limited partnership (the “Borrower”), certain Subsidiaries of the Borrower party hereto (the “Guarantors”), the undersigned Lenders (as defined below), and Bank of America, N.A., as Administr

December 27, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 20, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Co

December 4, 2018 EX-99.1

2018 Investor Day Presentation

mpcinvestorday2018finalf

December 4, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 andx8-kinvestorday12418.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 4, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisd

November 7, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx3q20188-kearningsrelea.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or oth

November 7, 2018 EX-99.1

Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2018 (a) 2017 (a) 2018 (a) 2017 (a) Net Earnings $ 166 $ 90 $ 429 $ 253 Segment Operating Income Terminalling and Transportation $ 140 $ 103 $ 351 $ 290 Gathering and Pr

Exhibit 99.1 Andeavor Logistics LP Reports Third Quarter 2018 Results • Reported third quarter net earnings of $166 million and EBITDA of $309 million, which provided 1.05x distribution coverage and 3.7x leverage • Terminalling and Transportation segment operating income of $140 million and EBITDA of $180 million benefited by drop downs and strong refined product demand • Gathering and Processing

November 7, 2018 EX-10.11

First Amendment to Terminal Services Agreement, effective August 6, 2018, between Tesoro Great Plains Gathering & Marketing LLC and Tesoro Refining & Marketing Company LLC

Exhibit 10.11 FIRST AMENDMENT TO TERMINAL SERVICES AGREEMENT This First Amendment to Terminal Services Agreement (this “Amendment”) is dated as of September 28, 2018, but effective August 6, 2018 (the “Amendment Effective Date”), by and between Tesoro Great Plains Gathering & Marketing LLC (“TGP”) and Tesoro Refining & Marketing Company LLC (“Customer”). RECITALS WHEREAS, on January 1, 2017, the P

November 7, 2018 EX-10.2

Third Amended and Restated Schedules to Fourth Amended and Restated Omnibus Agreement, effective August 6, 2018, by and among Andeavor, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Company LLC, Andeavor Logistics LP and Tesoro Logistics GP, LLC

Exhibit 10.2 THIRD AMENDED AND RESTATED SCHEDULES TO FOURTH AMENDED AND RESTATED OMNIBUS AGREEMENT A Fourth Amended and Restated Omnibus Agreement was executed as of October 30, 2017 (the “Fourth Amended and Restated Omnibus Agreement”), among Andeavor, on behalf of itself and the other Andeavor Entities, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Company LLC, A

November 7, 2018 EX-10.10

Terminal Services Agreement, dated as of January 1, 2017, between Tesoro Great Plains Gathering & Marketing LLC and Tesoro Refining & Marketing Company LLC

Exhibit 10.10 Execution Version TERMINAL SERVICES AGREEMENT This Terminal Services Agreement (the “Agreement”) is dated as of January I, 2017 (the "Effective Date") by and between Tesoro Great Plains Gathering & Marketing LLC, a Delaware limited liability company ("TGP'), and Tesoro Refining & Marketing Company LLC, a Delaware limited liability company ("Customer"). RECITA LS: WHEREAS, TGP has ded

November 7, 2018 EX-10.9

First Amendment to Asphalt Terminalling, Transportation and Storage Services Agreement, effective August 6, 2018, between Western Refining Company, L.P. and Asphalt Terminals LLC

Exhibit 10.9 FIRST AMENDMENT TO ASPHALT TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT This FIRST AMENDMENT TO ASPHALT TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT (this “Amendment”) is dated as of September 28, 2018, but effective August 6, 2018, by and between Western Refining Company, L.P. (“Customer”), and Asphalt Terminals LLC (“Provider”). Customer and Provider ma

November 7, 2018 EX-2.5

First Amendment to Contribution, Conveyance and Assumption Agreement, effective August 6, 2018, by and among Andeavor Logistics LP, Tesoro Logistics Operations LLC, Tesoro Logistics Pipelines LLC, Western Refining Terminals, LLC, Western Refining Pipeline, LLC, Tesoro High Plains Pipeline Company LLC, Western Refining Logistics LP, Tesoro SoCal Pipeline Company LLC, WNRL Energy, LLC, Andeavor, Tesoro Refining & Marketing Company LLC, Western Refining Southwest, Inc., Tesoro Great Plains Gathering & Marketing LLC and Tesoro Great Plains Midstream LLC

Exhibit 2.5 FIRST AMENDMENT TO CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT This First Amendment to Contribution, Conveyance and Assumption Agreement (this “Amendment”), dated September 28, 2018, but effective as of August 6, 2018 (the “Amendment Effective Date”), is by and among Andeavor Logistics LP (the “Partnership”), Tesoro Logistics Operations LLC (the “Operating Company”), Tesoro Logis

November 7, 2018 10-Q

TLLP / TESORO LOGISTICS LP 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1‑35143 ANDEAVOR

November 7, 2018 EX-10.4

First Amendment to Master Terminalling Services Agreement, effective August 6, 2018, by and among Tesoro Refining & Marketing Company LLC, Western Refining Southwest, Inc., Western Refining Company, LP, St. Paul Park Refining Co. LLC, Tesoro Logistics Operations LLC, Tesoro Great Plains Gathering & Marketing LLC and Western Refining Terminals, LLC

EX-10.4 4 andx3q201810-qex104.htm EXHIBIT 10.4 Exhibit 10.4 FIRST AMENDMENT TO MASTER TERMINALLING SERVICES AGREEMENT This First Amendment to Master Terminalling Services Agreement (this “Amendment”) is dated as of September 28, 2018, but effective August 6, 2018, by and between, with respect to each respective Terminal set forth on Schedule I and the Terminal Service Order applicable thereto, the

November 5, 2018 SC 13D/A

ANDV / Andeavor Corp. / Marathon Petroleum Corp - SC 13D/A (AMENDMENT NO. 1) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under the Securities Exchange Act of 1934 Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Molly R. Benson Vice President, Chief Securities, Governance and Compliance Officer and Corporate Secretary Marathon Petroleum Corporation 539 So

October 29, 2018 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 17, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commissi

October 29, 2018 EX-3.1

Amended and Restated Certificate of Limited Partnership of Andeavor Logistics LP, dated October 17, 2018

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP This Amended and Restated Certificate of Limited Partnership of Andeavor Logistics LP, a Delaware limited partnership (the “Partnership”), dated October 17, 2018, has been duly executed and is filed pursuant to Section 17-210 of the Delaware Revised Uniform Limited Partnership Act (the “Act”), and a

October 11, 2018 SC 13D

ANDV / Andeavor Corp. / Marathon Petroleum Corp - SC 13D Activist Investment

SC 13D 1 mpc13dandx.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Molly R. Benson Vice President, Chief Securities, Governance and Compliance Officer and Corporate Secretary Marathon Petroleum Corpora

October 11, 2018 EX-99.9

Joint Filing Agreement

EX-99.9 2 ex999.htm EXHIBIT 99.9 Exhibit 99.9 JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsibl

October 3, 2018 SC 13D/A

ANDV / Andeavor Corp. / TESORO CORP /NEW/ - AMENDMENT NO. 15 TO SC 13D Activist Investment

SC 13D/A 1 d631716dsc13da.htm AMENDMENT NO. 15 TO SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Molly R. Benson Vice President, Chief Securities, Governance & Compliance Officer and Co

October 2, 2018 EX-3.2

First Amendment to Third Amended and Restated Agreement of Limited Partnership of Andeavor Logistics LP, dated October 1, 2018

EX-3.2 Exhibit 3.2 FIRST AMENDMENT TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP This First Amendment (this “Amendment”) to the THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP, a Delaware limited partnership (the “Partnership”), dated effective as of December 1, 2017 (the “Partnership Agreement”), is entered into as of

October 2, 2018 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K 1 d623690d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 24, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction

October 2, 2018 EX-3.1

Certificate of Amendment to Certificate of Limited Partnership of Andeavor Logistics LP, dated October 1, 2018.

EX-3.1 2 d623690dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP The undersigned, desiring to amend the Certificate of Limited Partnership of Andeavor Logistics LP, a Delaware limited partnership (the “Partnership”), dated December 3, 2010, as amended by the Certificate of Amendment thereto, dated July 28, 2017 (as so amended to d

October 2, 2018 EX-3.4

Amendment to Third Amended and Restated Limited Liability Company Agreement of Tesoro Logistics GP, LLC, dated October 1, 2018.

EX-3.4 Exhibit 3.4 AMENDMENT TO THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEEMNT OF TESORO LOGISTICS GP, LLC This AMENDMENT TO THE THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TESORO LOGISTICS GP, LLC (this “Amendment), is made and entered into by and among Tesoro Logistics GP, LLC, a Delaware limited liability company (the “General Partner”), Western Refining So

October 2, 2018 EX-3.3

Certificate of Amendment to the Certificate of Formation of Tesoro Logistics GP, LLC, dated October 1, 2018.

EX-3.3 4 d623690dex33.htm EX-3.3 Exhibit 3.3 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF FORMATION OF TESORO LOGISTICS GP, LLC The undersigned, desiring to amend the Certificate of Formation of Tesoro Logistics GP, LLC, a Delaware limited liability company (the “Company”), dated December 3, 2010 (the “Certificate of Formation”) pursuant to Section 18-202 of the Delaware Limited Liability Compan

August 10, 2018 SC 13D/A

ANDV / Andeavor Corp. / TESORO CORP /NEW/ - SC 13D AMENDMENT NO. 14 Activist Investment

SC 13D Amendment No. 14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Kim K. W. Rucker Executive Vice President, General Counsel and Secretary 19100 Ridgewood Parkway San Antonio, Texas 78259

August 7, 2018 EX-3.1

Third Amended and Restated Limited Liability Company Agreement of Tesoro Logistics GP, LLC, dated as of August 6, 2018, by and among Tesoro Logistics GP, LLC, Western Refining Southwest, Inc., Tesoro Refining & Marketing Company LLC and Tesoro Alaska Company LLC.

EX-3.1 3 d594209dex31.htm EX-3.1 Exhibit 3.1 Execution Version THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TESORO LOGISTICS GP, LLC A Delaware Limited Liability Company Dated as of August 6, 2018 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.1 Definitions 2 Section 1.2 Construction 6 ARTICLE II ORGANIZATION Section 2.1 Formation 6 Section 2.2 Name 7 Section 2.3 Regis

August 7, 2018 EX-10.1

Second Amended and Restated Schedules to Fourth Amended and Restated Omnibus Agreement, dated as of August 6, 2018, by and among Andeavor, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Company LLC, Andeavor Logistics LP and Tesoro Logistics GP, LLC.

EX-10.1 4 d594209dex101.htm EX-10.1 Exhibit 10.1 Execution Version SECOND AMENDED AND RESTATED SCHEDULES TO FOURTH AMENDED AND RESTATED OMNIBUS AGREEMENT A Fourth Amended and Restated Omnibus Agreement was executed as of October 30, 2017 (the “Fourth Amended and Restated Omnibus Agreement”), among Andeavor, on behalf of itself and the other Andeavor Entities, Tesoro Refining & Marketing Company LL

August 7, 2018 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commissio

August 7, 2018 EX-10.2

Master Terminalling Services Agreement, dated as of August 6, 2018, by and among Tesoro Refining & Marketing Company LLC, Western Refining Southwest, Inc., Western Refining Company, LP, St. Paul Park Refining Co. LLC, Tesoro Logistics Operations LLC, Tesoro Great Plains Gathering & Marketing LLC and Western Refining Terminals, LLC.

EX-10.2 5 d594209dex102.htm EX-10.2 Exhibit 10.2 Execution Version MASTER TERMINALLING SERVICES AGREEMENT This Master Terminalling Services Agreement (this “Master Agreement”) is dated as of August 6, 2018, by and between, with respect to each respective Terminal set forth on Schedule I and the Terminal Service Order applicable thereto, the party identified as “Customer” with respect to such respe

August 7, 2018 EX-2.1

Contribution, Conveyance and Assumption Agreement, dated as of August 6, 2018, by and among Andeavor Logistics LP, Tesoro Logistics Operations LLC, Tesoro Logistics Pipelines LLC, Western Refining Terminals, LLC, Western Refining Pipeline, LLC, Tesoro High Plains Pipeline Company LLC, Western Refining Logistics LP, Tesoro SoCal Pipeline Company LLC, WNRL Energy, LLC, Andeavor, Tesoro Refining & Marketing Company LLC, Western Refining Southwest, Inc., Tesoro Great Plains Gathering & Marketing LLC and Tesoro Great Plains Midstream LLC

EX-2.1 2 d594209dex21.htm EX-2.1 Exhibit 2.1 Execution Version CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT This Contribution, Conveyance and Assumption Agreement (this “Agreement”), effective as of August 6, 2018 (the “Effective Date”), is by and among Andeavor Logistics LP (the “Partnership”), Tesoro Logistics Operations LLC (the “Operating Company”), Tesoro Logistics Pipelines LLC (“TLP”),

August 7, 2018 EX-10.3

Construction Service Agreement, dated as of August 6, 2018, by and between Tesoro SoCal Pipeline Company LLC and Tesoro Refining & Marketing Company LLC.

EX-10.3 Exhibit 10.3 Execution Version CONSTRUCTION SERVICE AGREEMENT Los Angeles Refinery Interconnecting Pipelines THIS CONSTRUCTION SERVICE AGREEMENT (“Agreement”) is made and entered into effective as of August 6, 2018 (“Effective Date”), by and between Tesoro SoCal Pipeline Company LLC, a Delaware limited liability company, whose address is 19100 Ridgewood Parkway, San Antonio, TX 78259 (“Com

August 7, 2018 EX-10.5

Master Unloading and Storage Agreement, dated as of August 6, 2018, by and between Western Refining Pipeline, LLC and Western Refining Company, L.P.

EX-10.5 8 d594209dex105.htm EX-10.5 Exhibit 10.5 Execution Version MASTER UNLOADING AND STORAGE AGREEMENT This MASTER UNLOADING AND STORAGE AGREEMENT (this “Master Agreement”) is made, entered into and effective as of August 6, 2018 (the “Effective Date”), by and between Western Refining Pipeline, LLC (“Provider”), and Western Refining Company, L.P. (“Customer”). Provider and Customer shall be ref

August 7, 2018 EX-10.6

Asphalt Terminalling, Transportation and Storage Services Agreement, dated as of August 6, 2018, between Western Refining Company, L.P. and Asphalt Terminals LLC.

EX-10.6 9 d594209dex106.htm EX-10.6 Exhibit 10.6 Execution Version ASPHALT TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT This ASPHALT TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT (this “Agreement”) is dated as of August 6, 2018, by and between Western Refining Company, L.P. (“Customer”), and Asphalt Terminals LLC (“Provider”). Customer and Provider may each be referred

August 7, 2018 EX-10.4

Transportation Services Agreement, dated as of August 6, 2018, by and between Tesoro SoCal Pipeline Company LLC and Tesoro Refining & Marketing Company LLC.

EX-10.4 7 d594209dex104.htm EX-10.4 Exhibit 10.4 Execution Version TRANSPORTATION SERVICES AGREEMENT (LAR Interconnecting Pipelines) This TRANSPORTATION SERVICES AGREEMENT (this “Agreement”) is dated as of August 6, 2018, by and between Tesoro SoCal Pipeline Company LLC, a Delaware limited liability company (“Provider”) and Tesoro Refining & Marketing Company LLC, a Delaware limited liability comp

August 7, 2018 EX-10.16

Amendment No. 2 to Pipeline and Gathering Services Agreement, dated October 16, 2013, by and among Western Refining Company, L.P., Western Refining Southwest, Inc. and Western Refining Pipeline, LLC

Exhibit 10.16 AMENDMENT NO. 2 TO PIPELINE AND GATHERING SERVICES AGREEMENT This AMENDMENT NO. 2 to the PIPELINE AND GATHERING SERVICES AGREEMENT (this “Amendment” and the agreement as so amended, the “Agreement”), dated as of October 16, 2013, by and among Western Refining Company, L.P., a Delaware limited partnership, and Western Refining Southwest, Inc., an Arizona corporation (collectively, “WN

August 7, 2018 EX-10.12

Amendment No. 1 to Terminalling, Transportation and Storage Services Agreement, dated October 16, 2013, by and among Western Refining Company, L.P., Western Refining Southwest, Inc. and Western Refining Terminals, LLC

EX-10.12 13 andx2q201810-qex1012xamend.htm AMENDMENT NO. 1 TO TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT Exhibit 10.12 AMENDMENT NO. 1 TO TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT This AMENDMENT NO. 1 to the TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT (this “Amendment” and the agreement dated as of October 16, 2013, as so amended, the “Agreement”)

August 7, 2018 EX-10.5

Amendment No. 1 to Crude Oil Trucking Transportation Services Agreement, dated October 15, 2014, by and among Western Refining Wholesale, LLC, Western Refining Company, L.P. and Western Refining Southwest, Inc.

Exhibit 10.5 AMENDMENT NO. 1 TO CRUDE OIL TRUCKING TRANSPORTATION SERVICES AGREEMENT This AMENDMENT NO. 1 TO CRUDE OIL TRUCKING TRANSPORTATION SERVICES AGREEMENT (this “Amendment” and the agreement dated October 15, 2014, as so amended, the “Agreement”) by and among Western Refining Wholesale, LLC, a Delaware limited liability company (“Carrier”), on the one hand, and (ii) Western Refining Company

August 7, 2018 EX-10.6

Amendment No. 2 to Crude Oil Trucking Transportation Services Agreement, dated October 15, 2014, by and among Western Refining Wholesale, LLC, Western Refining Company, L.P. and Western Refining Southwest, Inc

Exhibit 10.6 AMENDMENT NO. 2 TO CRUDE OIL TRUCKING TRANSPORTATION SERVICES AGREEMENT This AMENDMENT NO. 2 TO CRUDE OIL TRUCKING TRANSPORTATION SERVICES AGREEMENT, dated as of the 29th day of June, 2018 (this “Amendment”), is by and among (a) Western Refining Company, L.P., a Delaware limited partnership (“WRCLP”), and Western Refining Southwest, Inc., an Arizona corporation (“WRSW”, and together w

August 7, 2018 EX-10.19

Amendment No. 1 to Asphalt Trucking Transportation Services Agreement, dated June 29, 2018 and effective as of January 1, 2016, by and among Western Refining Wholesale, LLC, Western Refining Company, L.P., and, for certain limited purposes stated therein, Western Refining Southwest, Inc.

Exhibit 10.19 AMENDMENT NO. 1 TO ASPHALT TRUCKING TRANSPORTATION SERVICES AGREEMENT This AMENDMENT NO. 1 TO ASPHALT TRUCKING TRANSPORTATION SERVICES AGREEMENT, dated as of the 29th day of June, 2018 (this “Amendment”), is by and among (a) Western Refining Company, L.P., a Delaware limited partnership (“WRCLP”), and Western Refining Southwest, Inc., an Arizona corporation (“WRSW”, and together with

August 7, 2018 EX-10.13

Amendment No. 2 to Terminalling, Transportation and Storage Services Agreement, dated October 16, 2013, by and among Western Refining Company, L.P., Western Refining Southwest, Inc. and Western Refining Terminals, LLC

Exhibit 10.13 AMENDMENT NO. 2 TO TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT This AMENDMENT NO. 2 to the TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT (this “Amendment” and the agreement dated as of October 16, 2013, as so amended, the “Agreement”), by and among Western Refining Company, L.P., a Delaware limited partnership, and Western Refining Southwest, Inc., an Ar

August 7, 2018 EX-10.9

Amendment No. 3 to Product Supply Agreement, dated October 15, 2014, by and among Western Refining Southwest, Inc., Western Refining Company, L.P. and Western Refining Wholesale, LLC

EX-10.9 10 andx2q201810-qex109xamendm.htm AMENDMENT NO. 3 TO PRODUCT SUPPLY AGREEMENT Exhibit 10.9 THIRD AMENDMENT TO PRODUCT SUPPLY AGREEMENT This THIRD AMENDMENT TO PRODUCT SUPPLY AGREEMENT (this “Amendment”) is dated to be effective as of the 1st day of July, 2016, by and among (a) Western Refining Southwest, Inc., an Arizona corporation (“WRSW”), and Western Refining Company, L.P., a Delaware

August 7, 2018 EX-10.8

Amendment No. 2 to Product Supply Agreement, dated October 15, 2014, by and among Western Refining Southwest, Inc., Western Refining Company, L.P. and Western Refining Wholesale, LLC

Exhibit 10.8 SECOND AMENDMENT TO PRODUCT SUPPLY AGREEMENT This SECOND AMENDMENT TO PRODUCT SUPPLY AGREEMENT (this “Amendment”) is dated to be effective as of the 1st day of January, 2016, by and among (a) Western Refining Southwest, Inc., an Arizona corporation (“WRSW”), and Western Refining Company, L.P., a Delaware limited partnership (“WRCLP”), and (b) Western Refining Wholesale, LLC, a Delawar

August 7, 2018 EX-10.4

Amendment No. 1 to Alaska Terminalling Services Agreement, dated as of September 16, 2016 by and among Tesoro Alaska Company LLC, Tesoro Logistics Operations LLC, Tesoro Alaska Terminals LLC, Tesoro Logistics GP, LLC and Tesoro Logistics LP

Exhibit 10.4 AMENDMENT NO. 1 TO ALASKA TERMINALLING SERVICES AGREEMENT This Amendment No. 1 to Alaska Terminalling Services Agreement (this “Amendment”), dated as of April 23, 2018, but effective as of September 16, 2016, is made and entered into by and among Tesoro Alaska Company LLC, a Delaware limited liability company (“Customer”), Tesoro Logistics Operations LLC, a Delaware limited liability

August 7, 2018 EX-10.20

Amendment No. 1 to Fuel Distribution and Supply Agreement, dated October 15, 2014, by and between Western Refining Wholesale, LLC and Western Refining Southwest, Inc.

Exhibit 10.20 AMENDMENT NO. 1 TO FUEL DISTRIBUTION AND SUPPLY AGREEMENT This AMENDMENT NO. 1 TO FUEL DISTRIBUTION AND SUPPLY AGREEMENT, dated as of the 29th day of June, 2018 (this “Amendment”), is by and between (a) Western Refining Wholesale, LLC, a Delaware limited liability company (“Seller”), and (b) Western Refining Southwest, Inc., an Arizona corporation (“WRSW”, and collectively with all o

August 7, 2018 10-Q

TLLP / TESORO LOGISTICS LP 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 1‑35143 ANDEAVOR LOGIS

August 7, 2018 EX-10.11

Amendment No. 5 to Product Supply Agreement, dated October 15, 2014, by and among Western Refining Southwest, Inc., Western Refining Company, L.P. and Western Refining Wholesale, LLC

Exhibit 10.11 AMENDMENT NO. 5 TO PRODUCT SUPPLY AGREEMENT This AMENDMENT NO. 5 TO PRODUCT SUPPLY AGREEMENT, dated as of the 29th day of June, 2018 (this “Amendment”), is by and among (a) Western Refining Wholesale, LLC, a Delaware limited liability company (“Buyer”), and (b) Western Refining Southwest, Inc., an Arizona corporation (“WRSW”), and Western Refining Company, L.P., a Delaware limited pa

August 7, 2018 EX-10.17

Amendment No. 3 to Pipeline and Gathering Services Agreement, dated October 16, 2013, by and among Western Refining Company, L.P., Western Refining Southwest, Inc. and Western Refining Pipeline, LLC

Exhibit 10.17 AMENDMENT NO. 3 TO PIPELINE AND GATHERING SERVICES AGREEMENT This AMENDMENT NO. 3 to the PIPELINE AND GATHERING SERVICES AGREEMENT (this “Amendment” and the agreement as so amended, the “Agreement”), dated as of October 16, 2013, by and among Western Refining Company, L.P., a Delaware limited partnership, and Western Refining Southwest, Inc., an Arizona corporation (collectively, “WN

August 7, 2018 EX-10.7

Amendment No. 1 to Product Supply Agreement, dated October 15, 2014, by and among Western Refining Southwest, Inc., Western Refining Company, L.P. and Western Refining Wholesale, LLC

EX-10.7 8 andx2q201810-qex107xamendm.htm AMENDMENT NO. 1 TO PRODUCT SUPPLY AGREEMENT Exhibit 10.7 Execution Version FIRST AMENDMENT TO PRODUCT SUPPLY AGREEMENT This FIRST AMENDMENT TO PRODUCT SUPPLY AGREEMENT (this “Amendment”) is dated as of the 22nd day of December, 2014, to be effective as of October 15, 2014, by and among (a) Western Refining Southwest, Inc., an Arizona corporation (“WRSW”), a

August 7, 2018 EX-10.1

Amendment No. 1 to Kenai Storage Services Agreement, dated as of July 1, 2016, among Tesoro Alaska Company LLC, Tesoro Logistics Operations LLC, Tesoro Logistics GP, LLC and Tesoro Logistics LP

Exhibit 10.1 AMENDMENT NO. 1 TO KENAI STORAGE SERVICES AGREEMENT This Amendment No. 1 to Kenai Storage Services Agreement (this “Amendment”), dated as of April 23, 2018, but effective as of July 1, 2016, is made and entered into by and between Tesoro Alaska Company LLC, a Delaware limited liability company (“TAC”), and Tesoro Logistics Operations LLC, a Delaware limited liability company (“TLO”).

August 7, 2018 EX-10.2

Amendment No. 1 to Avon Marine Terminal Use and Throughput Agreement, dated as of January 1, 2017, by and among Tesoro Refining & Marketing Company LLC and Tesoro Logistics Operations LLC

Exhibit 10.2 AMENDMENT NO. 1 TO AVON MARINE TERMINAL USE AND THROUGHPUT AGREEMENT This Amendment No. 1 to Avon Marine Terminal Use and Throughput Agreement (this “Amendment”), dated as of April 23, 2018, but effective as of January 1, 2017, is made and entered into by and between Tesoro Refining & Marketing Company LLC, a Delaware limited liability company (“TRMC”), and Tesoro Logistics Operations

August 7, 2018 EX-10.15

Amendment No. 1 to Terminalling, Transportation and Storage Services Agreement, dated September 15, 2016, by and between St. Paul Park Refining Co. LLC and Western Refining Terminals, LLC

Exhibit 10.15 AMENDMENT NO. 1 TO TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT This AMENDMENT NO. 1 TO TERMINALLING, TRANSPORTATION and STORAGE SERVICES AGREEMENT, dated as of the 29th day of June, 2018 (this “Amendment”), is by and between (a) Western Refining Terminals, LLC, a Delaware limited liability company (“WRT”), and (b) St. Paul Park Refining Co. LLC, a Delaware limited par

August 7, 2018 EX-10.14

Amendment No. 3 to Terminalling, Transportation and Storage Services Agreement, dated October 16, 2013, by and among Western Refining Company, L.P., Western Refining Southwest, Inc. and Western Refining Terminals, LLC

Exhibit 10.14 AMENDMENT NO. 3 TO TERMINALLING, TRANSPORTATION AND STORAGE SERVICES AGREEMENT This AMENDMENT NO. 3 TO TERMINALLING, TRANSPORTATION and STORAGE SERVICES AGREEMENT, dated as of the 29th day of June, 2018 (this “Amendment”), is by and among (a) Western Refining Terminals, LLC, a Delaware limited liability company (“WRT”), and (b) Western Refining Southwest, Inc., an Arizona corporation

August 7, 2018 EX-10.10

Amendment No. 4 to Product Supply Agreement, dated October 15, 2014, by and among Western Refining Southwest, Inc., Western Refining Company, L.P. and Western Refining Wholesale, LLC

Exhibit 10.10 FOURTH AMENDMENT TO PRODUCT SUPPLY AGREEMENT This FOURTH AMENDMENT TO PRODUCT SUPPLY AGREEMENT (this “Amendment”) is dated to be effective as of the 10th day of January, 2017, by and among (a) Western Refining Southwest, Inc., an Arizona corporation (“WRSW”), and Western Refining Company, L.P., a Delaware limited partnership (“WRCLP”), and (b) Western Refining Wholesale, LLC, a Delaw

August 7, 2018 EX-10.18

Amendment No. 4 to Pipeline and Gathering Services Agreement, dated October 16, 2013, by and among Western Refining Company, L.P., Western Refining Southwest, Inc. and Western Refining Pipeline, LLC

Exhibit 10.18 AMENDMENT NO. 4 TO PIPELINE AND GATHERING SERVICES AGREEMENT This AMENDMENT NO. 4 TO PIPELINE AND GATHERING SERVICES AGREEMENT, dated as of the 29th day of June, 2018 (this “Amendment”), is by and between (a) Western Refining Pipeline, LLC, a Delaware limited liability company (“WRPG”), and (b) Western Refining Southwest, Inc., an Arizona corporation (“WRSW”), and Western Refining Co

August 7, 2018 EX-10.3

Amendment No. 1 to Martinez Storage Services Agreement, dated as of November 21, 2016, by and among Tesoro Refining & Marketing Company LLC, Tesoro Logistics Operations LLC, Tesoro Logistics GP, LLC and Tesoro Logistics LP

Exhibit 10.3 AMENDMENT NO. 1 TO MARTINEZ STORAGE SERVICES AGREEMENT This Amendment No. 1 to Martinez Storage Services Agreement (this “Amendment”), dated as of April 23, 2018, but effective as of November 21, 2016, is made and entered into by and between Tesoro Refining & Marketing Company LLC, a Delaware limited liability company (“TRMC”), and Tesoro Logistics Operations LLC, a Delaware limited l

August 6, 2018 EX-99.1

Three Months Ended June 30, Six Months Ended June 30, ($ in millions) 2018 2017 (a) 2018 2017 (a) Net Earnings $ 148 $ 111 $ 287 $ 203 Segment Operating Income Terminalling and Transportation $ 128 $ 124 $ 248 $ 222 Gathering and Processing 70 53 144

Exhibit 99.1 Andeavor Logistics LP Reports Record Second Quarter 2018 Results • Reported record second quarter net earnings of $148 million and EBITDA of $289 million • Increased quarterly distribution to $1.03 per limited partner unit; 29th consecutive increase • Announced today the successful completion of a $1,550 million drop down, adding expected 2019 annual net earnings of $105 to $115 milli

August 6, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx2q20188-kearningsrelea.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other juri

May 8, 2018 EX-10.1

First Amendment to Storage Services Agreement - Anacortes II, dated January 1, 2018

Exhibit 10.1 FIRST AMENDMENT TO STORAGE SERVICES AGREEMENT – ANACORTES II This First Amendment to Storage Services Agreement – Anacortes II (this “Amendment”) is dated January 1, 2018, but effective as of November 8, 2017, by and between Tesoro Logistics Operations LLC, a Delaware limited liability company (“TLO”), and for purposes of Section 24(a) only, Tesoro Logistics GP, LLC, a Delaware limite

May 8, 2018 10-Q

TLLP / TESORO LOGISTICS LP 10-Q (Quarterly Report)

10-Q 1 andx1q201810-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission Fi

May 8, 2018 EX-2.3

First Amendment to Contribution, Conveyance and Assumption Agreement, dated January 1, 2018, among Andeavor Logistics LP, Tesoro Logistics GP, LLC, Tesoro Logistics Operations LLC, Andeavor, and Tesoro Refining & Marketing Company LLC

Exhibit 2.3 FIRST AMENDMENT TO CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT This First Amendment to Contribution, Conveyance and Assumption Agreement (this “Amendment”), dated January 1, 2018, but effective as of November 8, 2017 (the “Amendment Effective Date”), is by and among Andeavor Logistics LP, a Delaware limited partnership (the “Partnership”), Tesoro Logistics GP, LLC, a Delaware lim

May 7, 2018 EX-99.1

Three Months Ended March 31, ($ in millions) 2018 2017 Net Earnings $ 139 $ 92 Segment Operating Income Terminalling and Transportation $ 120 $ 98 Gathering and Processing 74 62 Wholesale 4 — EBITDA (a) $ 273 $ 212 Segment EBITDA (a) Terminalling and

Exhibit 99.1 Andeavor Logistics LP Reports First Quarter 2018 Results • Reported first quarter net earnings of $139 million and EBITDA of $273 million • Increased quarterly distribution to $1.015 per limited partner unit; 28th consecutive increase • Announced expected $1.6 to $1.7 billion drop down and asset transfer with expected close in August 2018 • Announced three new Permian crude oil gather

May 7, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx1q20188-kearningsrelea.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdi

February 23, 2018 EX-10.1

Form of Andeavor Logistics LP 2011 Long-Term Incentive Plan Performance Phantom Unit Agreement

Exhibit Exhibit 10.1 ANDEAVOR LOGISTICS LP 2011 LONG-TERM INCENTIVE PLAN (as amended and restated to date) PERFORMANCE PHANTOM UNIT AGREEMENT Pursuant to this Performance Phantom Unit Agreement, dated as of February 16, 2018 (the ? Agreement ?), Tesoro Logistics GP, LLC (the ? Company ?), as the general partner of Andeavor Logistics LP (the ? Partnership ?), hereby grants to [] (the ? Participant

February 23, 2018 EX-10.2

Andeavor Logistics LP 2018 Grant of Performance-Vesting Phantom Units and Tandem DERs Term Sheet

EX-10.2 3 ex102-2018grantofperforman.htm 2018 GRANT OF PERFORMANCE-VESTING PHANTOM UNITS AND TANDEM DERS TERM SHEET Exhibit 10.2 Term Sheet 2018 Grant of Performance-Vesting Phantom Units and Tandem DERs (Capitalized Terms are Defined in the LTIP, as Amended to Date) Eligibility = Senior Executives of Andeavor who are also Tesoro Logistics GP (“TLGP”) officers; Extended leadership of ANDX as well

February 23, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 andx8-kx2018incentivecomp.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or oth

February 21, 2018 EX-10.101

Amended and Restated Andeavor Executive Severance and Change in Control Plan effective May 1, 2013

EX-10.101 5 andx201710-kex10101.htm AMENDED AND RESTATED ANDEAVOR EXECUTIVE SEVERANCE AND CHANGE IN CONTROL PLAN Exhibit 10.101 ANDEAVOR EXECUTIVE SEVERANCE AND CHANGE IN CONTROL PLAN (as AMENDED AND RESTATED EFFECTIVE AUGUST 1, 2017) ANDEAVOR EXECUTIVE SEVERANCE AND CHANGE IN CONTROL PLAN PREAMBLE The principal objective of this Executive Severance and Change in Control Plan (the "Plan") is to re

February 21, 2018 EX-21.1

Subsidiaries of the Company

EX-21.1 6 andx201710-kex211.htm SUBSIDIARIES OF THE COMPANY Exhibit 21.1 SUBSIDIARIES OF ANDEAVOR LOGISTICS LP Subsidiary Jurisdiction of Organization Andeavor Field Services LLC Delaware Andeavor Gathering I LLC Delaware Andeavor Logistics LP Delaware Andeavor Midstream Partners GP LLC Delaware Andeavor Midstream Partners LP Delaware Andeavor Midstream Partners Operating LLC Delaware Green River

February 21, 2018 EX-10.90

Form of Tesoro Logistics LP 2011 Long-Term Incentive Plan Phantom Unit Award (Non-employee director awards)

EX-10.90 3 andx201710-kex1090.htm FORM OF TESORO LOGISTICS LP 2011 LTIP PHANTOM UNIT AWARD (NON-EMPLOYEE DIRECTOR) Exhibit 10.90 [Non-employee director award] ANDEAVOR LOGISTICS LP 2011 LONG-TERM INCENTIVE PLAN as amended and restated on August 1, 2017 PHANTOM UNIT AGREEMENT Pursuant to this Phantom Unit Agreement, dated as of [], [] (the “Agreement”), Tesoro Logistics GP, LLC (the “Company”), as

February 21, 2018 10-K

ANDX / Tesoro Logistics LP 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1‑35143 ANDEAVOR LOGISTIC

February 21, 2018 EX-10.88

Andeavor Logistics LP 2011 Long-Term Incentive Plan, as amended and restated

EX-10.88 2 andx201710-kex1088.htm ANDEAVOR LOGISTICS LP 2011 LONG-TERM INCENTIVE PLAN, AS AMENDED AND RESTATED Exhibit 10.88 ANDEAVOR LOGISTICS LP 2011 LONG-TERM INCENTIVE PLAN as amended and restated on August 1, 2017 SECTION 1. Purpose of the Plan. This Andeavor Logistics LP 2011 Long-Term Incentive Plan (the “Plan”) has been adopted by Tesoro Logistics GP, LLC, a Delaware limited liability comp

February 21, 2018 EX-10.100

Andeavor Logistics LP Non-Employee Director Compensation Program (2018)

Exhibit 10.100 ANDEAVOR LOGISTICS LP NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM On January 18, 2018, the Board of Directors of our general partner adopted changes to the director compensation program under which our general partner’s non-employee directors are compensated for their service as directors. The changes to the compensation program were made effective as of January 1, 2018. Each non-emp

February 15, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx4q20178-kearningsrelea.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other j

February 15, 2018 EX-99.1

Three Months Ended December 31, Year Ended December 31, ($ in millions) 2017 (a) 2016 (a) 2017 (a) 2016 (a) Net Earnings $ 59 $ 73 $ 373 $ 315 Segment Operating Income Terminalling and Transportation $ 121 $ 85 $ 464 $ 296 Gathering and Processing 86

Exhibit Exhibit 99.1 Andeavor Logistics LP Reports Fourth Quarter and Full Year 2017 Results Financial Highlights ? Reported full year net earnings of $373 million and EBITDA of $977 million , includes $23 million of transaction and integration costs ? Reported fourth quarter net earnings of $59 million and EBITDA of $277 million , includes transaction costs of $9 million ? Reported fourth quarter

February 13, 2018 SC 13G/A

ANDV / Andeavor Corp. / TORTOISE CAPITAL ADVISORS, L.L.C. - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 9)* Andeavor Logistics LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 03350F106 (CUSIP Number) Decembe

January 30, 2018 EX-99.1

Preliminary and Unaudited Fourth Quarter 2017 Throughput (Mbpd) California 542 Pacific Northwest 189 Mid-Continent 392 Consolidated 1,123 Refining Margin Impacts ($ millions) Income/(Expense) Product Inventory Build Ahead of 2018 Turnarounds (50) Cru

Exhibit Exhibit 99.1 Andeavor Provides Preliminary Fourth Quarter 2017 Results and Impacts Related to Federal Tax-Reform Legislation SAN ANTONIO, TEXAS ? January 30, 2018 ? Andeavor (NYSE: ANDV) today provided preliminary information regarding its financial results and highlights for the fourth quarter 2017 as well as the impact of the recently enacted Federal Tax Cuts and Jobs Act. The Company ex

January 30, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) : January 30, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (C

January 8, 2018 EX-99.1

UBS Midstream and MLP Conference January 9, 2018 Creating Superior Value Go for Extraordinary EXHIBIT 99.1 Andeavor Logistics Forward Looking Statements 1 This presentation (and oral statements made regarding the subjects of this presentation) includ

ubsmlponeononeconference UBS Midstream and MLP Conference January 9, 2018 Creating Superior Value Go for Extraordinary EXHIBIT 99.

January 8, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 andx8-kxubsmlpconference.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2018 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other juris

January 5, 2018 EX-10.2

Amendment No. 1 to Credit Agreement, dated as of January 5, 2018, among Andeavor Logistics LP, certain subsidiaries of Andeavor Logistics LP party thereto, the lenders party thereto, and Bank of America, N.A.

EX-10.2 Exhibit 10.2 AMENDMENT NO. 1 TO CREDIT AGREEMENT This Amendment No. 1 to Credit Agreement, dated as of January 5, 2018 (this ?Agreement?) is among Andeavor Logistics LP, a Delaware limited partnership (the ?Borrower?), certain Subsidiaries of the Borrower party hereto (the ?Guarantors?), the undersigned Lenders (as defined below), and Bank of America, N.A., as Administrative Agent (in such

January 5, 2018 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2018 Andeavor Logistics LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Com

January 5, 2018 EX-10.1

Amendment No. 1 to Third Amended and Restated Credit Agreement, dated as of January 5, 2018, among Andeavor Logistics LP, certain subsidiaries of Andeavor Logistics LP party thereto, the lenders party thereto, and Bank of America, N.A.

EX-10.1 2 d506998dex101.htm EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 1 to Third Amended and Restated Credit Agreement, dated as of January 5, 2018 (this “Agreement”) is among Andeavor Logistics LP, a Delaware limited partnership (the “Borrower”), certain Subsidiaries of the Borrower party hereto (the “Guarantors”), the undersigned Lende

January 3, 2018 EX-24

EX-24

a20180101cornelius

January 3, 2018 EX-24

EX-24

a20180101rdreessen

December 28, 2017 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K/A 1 andx8-kadirectorchanges.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other

December 1, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2017 Andeavor Logistics LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Co

December 1, 2017 EX-3.1

Third Amended and Restated Agreement of Limited Partnership of Andeavor Logistics LP, dated December 1, 2017

EX-3.1 2 d497195dex31.htm EX-3.1 Exhibit 3.1 EXECUTION VERSION THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP Dated December 1, 2017 Article I DEFINITIONS 6 Section 1.1 Definitions 6 Section 1.2 Construction 26 Article II ORGANIZATION 27 Section 2.1 Formation 27 Section 2.2 Name 27 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Office

November 29, 2017 424B5

CALCULATION OF REGISTRATION FEE Title of securities to be registered Amount to Be Registered Offering Price Per Unit Aggregate Offering Price Amount of Registration Fee(1) 6.875% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferr

424B5 1 d498618d424b5.htm FINAL PROSPECTUS SUPPLEMENT Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-221549 CALCULATION OF REGISTRATION FEE Title of securities to be registered Amount to Be Registered Offering Price Per Unit Aggregate Offering Price Amount of Registration Fee(1) 6.875% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units 600,000

November 29, 2017 EX-1.1

Underwriting Agreement, dated as of November 28. 2017, among Andeavor Logistics LP, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Goldman Sachs & Co. LLC, as representatives of the several underwriters listed in Schedule I thereto.

EX-1.1 Exhibit 1.1 EXECUTION VERSION ANDEAVOR LOGISTICS LP 600,000 6.875% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units UNDERWRITING AGREEMENT November 28, 2017 November 28, 2017 Merrill Lynch, Pierce, Fenner & Smith Incorporated Goldman Sachs & Co. LLC As Representatives for the several Underwriters c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryan

November 29, 2017 EX-99.1

Andeavor Logistics LP Announces Pricing of Series A Preferred Units Offering

EX-99.1 Exhibit 99.1 Andeavor Logistics LP Announces Pricing of Series A Preferred Units Offering SAN ANTONIO, TEXAS ? November 28, 2017 - Andeavor Logistics LP (NYSE: ANDX) announced today the pricing of a public offering of $600,000,000 of its 6.875% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (the ?Series A Preferred Units?) at a price to the public of $1,000

November 29, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2017 Andeavor Logistics LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (C

November 28, 2017 FWP

Andeavor Logistics LP 600,000 6.875% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (Liquidation Preference $1,000 per unit)

FWP 1 d491916dfwp.htm FWP Filed Pursuant to Rule 433 Registration No. 333-221549 November 28, 2017 Andeavor Logistics LP 600,000 6.875% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (Liquidation Preference $1,000 per unit) This pricing term sheet (“Term Sheet”) is qualified in its entirety by reference to the preliminary prospectus supplement dated November 28, 20

November 28, 2017 EX-99.1

Andeavor Logistics LP Announces Closing of $1.75 Billion of Inaugural Investment Grade Senior Notes

EX-99.1 Exhibit 99.1 Andeavor Logistics LP Announces Closing of $1.75 Billion of Inaugural Investment Grade Senior Notes SAN ANTONIO, TEXAS ? November 28, 2017 - Andeavor Logistics LP (NYSE: ANDX) announced today that it completed a public offering of $500,000,000 3.500% Senior Notes due 2022 (the ?2022 Notes?), $750,000,000 4.250% Senior Notes due 2027 (the ?2027 Notes?), and $500,000,000 5.200%

November 28, 2017 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2017 Andeavor Logistics LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Commission

November 28, 2017 EX-4.1

Indenture, dated as of November 28, 2017, among Tesoro Logistics LP, Tesoro Logistics Finance Corp., the guarantors named therein and U.S. Bank National Association, as trustee, relating to the 3.500% Senior Notes due 2022, 4.250% Senior Notes due 2027 and 5.200% Senior Notes due 2047

EX-4.1 Exhibit 4.1 ANDEAVOR LOGISTICS LP AND TESORO LOGISTICS FINANCE CORP. 3.500% SENIOR NOTES DUE 2022 4.250% SENIOR NOTES DUE 2027 5.200% SENIOR NOTES DUE 2047 INDENTURE Dated as of November 28, 2017 U.S. Bank National Association Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE SECTION 1.01 Definitions 1 SECTION 1.02 Other Definitions 14 SECTION 1.03 Incorpor

November 28, 2017 EX-5.3

Consent of Rodey, Dickason, Sloan, Akin & Robb, P.A. (included in the opinion filed as Exhibit 5.3).

EX-5.3 Exhibit 5.3 RODEY, DICKASON, SLOAN, AKIN & ROBB, P. A. BRUCE HALL JOHN P. SALAZAR JOHN P. BURTON CATHERINE T. GOLDBERG EDWARD RICCO W. MARK MOWERY CHARLES K. PURCELL ANDREW G. SCHULTZ SCOTT D. GORDON NELSON FRANSE THERESA W. PARRISH PAUL R. KOLLER CHARLES J. VIGIL THOMAS L. STAHL DAVID W. BUNTING LESLIE McCARTHY APODACA JEFFREY M. CROASDELL SUNNY J. NIXON JEFFREY L. LOWRY R. TRACY SPROULS D

November 28, 2017 424B3

SUBJECT TO COMPLETION, DATED November 28, 2017

424B3 1 d498618d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) File No. 333-221549 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus is not an offer to sell these securities, and we are not soliciting an offer to buy these securities in any jurisdiction where the o

November 20, 2017 EX-1.1

Underwriting Agreement, dated as of November 16, 2017, among Andeavor Logistics LP, Tesoro Logistics Finance Corp., the guarantors named therein and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Goldman Sachs & Co. LLC, as representatives of the several underwriters listed in Schedule I thereto.

EX-1.1 Exhibit 1.1 EXECUTION VERSION ANDEAVOR LOGISTICS LP TESORO LOGISTICS FINANCE CORP. 3.500% Senior Notes due 2022 4.250% Senior Notes due 2027 5.200% Senior Notes due 2047 UNDERWRITING AGREEMENT November 16, 2017 November 16, 2017 Merrill Lynch, Pierce, Fenner & Smith Incorporated Goldman Sachs & Co. LLC As Representatives for the several Underwriters c/o Merrill Lynch, Pierce, Fenner & Smith

November 20, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d496202d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2017 Andeavor Logistics LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of i

November 17, 2017 424B2

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to Be Registered Proposed Maximum Aggregate Offering Price Amount of Registration Fee 3.500% Senior Notes due 2022 $500,000,000 $62,250(1) 4.250% Senior Notes due 2027 $750,000,000 $93

424B2 1 d483472d424b2.htm 424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-221549 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to Be Registered Proposed Maximum Aggregate Offering Price Amount of Registration Fee 3.500% Senior Notes due 2022 $500,000,000 $62,250(1) 4.250% Senior Notes due 2027 $750,000,000 $93,375(1) 5.200% Senior Notes due 2047 $5

November 17, 2017 FWP

$1,750,000,000 Andeavor Logistics LP Tesoro Logistics Finance Corp. $500,000,000 3.500% Senior Notes due 2022 $750,000,000 4.250% Senior Notes due 2027 $500,000,000 5.200% Senior Notes due 2047

FWP Filed pursuant to Rule 433 Issuer Free Writing Prospectus, dated November 16, 2017 Supplementing the Preliminary Prospectus dated November 16, 2017 Registration No.

November 16, 2017 424B3

SUBJECT TO COMPLETION, DATED November 16, 2017

424B3 1 d483472d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) File No. 333-221549 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus is not an offer to sell these securities, and we are not soliciting an offer to buy these securities in any jurisdiction where the o

November 14, 2017 EX-99.3

WESTERN REFINING LOGISTICS, LP CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except unit data) September 30, 2017 December 31, 2016 (unaudited) ASSETS Current assets: Cash and cash equivalents $ 21,885 $ 14,652 Accounts receivable: Affiliate 6

Exhibit EXHIBIT 99.3 WESTERN REFINING LOGISTICS, LP CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except unit data) September 30, 2017 December 31, 2016 (unaudited) ASSETS Current assets: Cash and cash equivalents $ 21,885 $ 14,652 Accounts receivable: Affiliate 62,216 48,798 Third-party, net of a reserve for doubtful accounts of $156 and $132, respectively 68,729 65,240 Inventories 51 68 D

November 14, 2017 8-K

Financial Statements and Exhibits, Other Events

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) : November 14, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (

November 14, 2017 S-3ASR

ANDX / Tesoro Logistics LP FORM S-3ASR

Form S-3ASR Table of Contents As filed with the Securities and Exchange Commission on November 14, 2017 Registration No.

November 14, 2017 EX-12.1

Computation of Ratio of Earnings to Fixed Charges.

EX-12.1 Exhibit 12.1 Computation of Earnings to Fixed Charges Nine Months Ended September 30, Year Ended December 31, 2017 2016 2015 2014 2013 2012 (In millions) Earnings before income taxes, less equity in earnings $ 292 $ 302 $ 243 $ 55 $ 18 $ 48 Fixed charges 184 198 163 118 42 10 Distributions received from unconsolidated affiliates 20 29 10 1 ? ? Capitalized interest (4 ) (5 ) (9 ) (6 ) (2 )

November 14, 2017 EX-5.3

Consent of Rodey, Dickason, Sloan, Akin & Robb, P.A. (included in Exhibit 5.3).

EX-5.3 Exhibit 5.3 BRUCE HALL JOHN P. SALAZAR JOHN P. BURTON CATHERINE T. GOLDBERG EDWARD RICCO W. MARK MOWERY CHARLES K. PURCELL ANDREW G. SCHULTZ SCOTT D. GORDON NELSON FRANSE THERESA W. PARRISH PAUL R. KOLLER CHARLES J. VIGIL THOMAS L. STAHL DAVID W. BUNTING LESLIE McCARTHY APODACA JEFFREY M. CROASDELL SUNNY J. NIXON JEFFREY L. LOWRY R. TRACY SPROULS DONALD B. MONNHEIMER ALAN HALL SETH L. SPARK

November 14, 2017 EX-25.1

Form T-1 Statement of Eligibility under the Trust Indenture Act of 1939, as amended.

EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ? Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer

November 14, 2017 EX-99.1

ANDEAVOR LOGISTICS UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

EX-99.1 3 exhibit991wnrlacquisitionp.htm UNAUDITED PRO FORMA FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2017 Exhibit 99.1 ANDEAVOR LOGISTICS UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS References to "Andeavor Logistics," “we,” “us” and “our” mean Andeavor Logistics LP and its consolidated subsidiaries, unless the context otherwise requires. Pro Forma Financial Statements Effective Oc

November 14, 2017 8-K/A

Financial Statements and Exhibits

8-K/A 1 andx11-9x178xkxproformafin.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or ot

November 14, 2017 EX-99.1

FINANCIAL STATEMENTS

Document Exhibit 99.1 FINANCIAL STATEMENTS PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS ANDEAVOR LOGISTICS LP CONDENSED STATEMENTS OF CONSOLIDATED OPERATIONS (Unaudited) Nine Months Ended September 30, 2017 (a) 2016 (a) (In millions, except per unit amounts) Revenues Affiliate $ 934 $ 521 Third-party 1,177 380 Total Revenues 2,111 901 Costs and Expenses Cost of materials and other (

November 14, 2017 EX-4.1

Form of Senior Debt Indenture, between Andeavor Logistics, as issuer, the guarantors named therein, and U.S. Bank National Association, as trustee (including forms of debt securities).

EX-4.1 Exhibit 4.1 ANDEAVOR LOGISTICS LP AND TESORO LOGISTICS FINANCE CORP. FORM OF INDENTURE Dated as of November [ ], 2017 U.S. Bank National Association Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE SECTION 1.01 Definitions 1 SECTION 1.02 Other Definitions 14 SECTION 1.03 Incorporation by Reference of Trust Indenture Act 14 SECTION 1.04 Rules of Constructio

November 13, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 a11-13x2017andxform8xkinve.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other ju

November 13, 2017 EX-10.2

Agreement and Consent, dated as of November 9, 2017, among Andeavor Logistics LP, certain subsidiaries of Andeavor Logistics LP party thereto, the lenders party thereto, and Bank of America, N.A., as Administrative Agent

Exhibit Exhibit 10.2 AGREEMENT AND CONSENT This Agreement and Consent, dated as of November 9, 2017 (this ? Agreement ?) is among Andeavor Logistics LP, a Delaware limited partnership (f/k/a Tesoro Logistics LP, the ? Borrower ?), certain Subsidiaries of the Borrower party hereto (the ? Guarantors ?), the undersigned Lenders (as defined below), and Bank of America, N.A., as Administrative Agent (i

November 13, 2017 EX-10.1

Agreement and Consent, dated as of November 9, 2017, among Andeavor Logistics LP, certain subsidiaries of Andeavor Logistics LP party thereto, the lenders party thereto, and Bank of America, N.A., as Administrative Agent

Exhibit Exhibit 10.1 AGREEMENT AND CONSENT This Agreement and Consent, dated as of November 9, 2017 (this ? Agreement ?) is among Andeavor Logistics LP, a Delaware limited partnership (f/k/a Tesoro Logistics LP, the ? Borrower ?), certain Subsidiaries of the Borrower party hereto (the ? Guarantors ?), the undersigned Lenders (as defined below), and Bank of America, N.A., as Administrative Agent (i

November 13, 2017 SC 13D/A

ANDV / Andeavor Corp. / TESORO CORP /NEW/ - SCHEDULE 13D AMENDMENT NO. 13 Activist Investment

Schedule 13D Amendment No. 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Hannah Thompson Frank McGuireWoods LLP Tower Two-Sixty 260 Forbes Avenue, Suite 1800 Pittsburgh, Pennsylvania 15222

November 9, 2017 10-Q

ANDX / Tesoro Logistics LP 10-Q (Quarterly Report)

10-Q 1 andx3q201710-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commissio

November 9, 2017 SC 13G/A

ANDV / Andeavor Corp. / TORTOISE CAPITAL ADVISORS, L.L.C. - ANDX 13G 10.31.17 Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (AMENDMENT NO. 8)* Andeavor Logistics LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 03350F106 (CUSIP Number) October

November 8, 2017 EX-10.2

Anacortes II Storage Services Agreement, dated as of November 8, 2017, among Andeavor Logistics LP, Tesoro Logistics GP, LLC, Tesoro Refining & Marketing Company LLC and Tesoro Logistics Operations LLC

EX-10.2 Exhibit 10.2 STORAGE SERVICES AGREEMENT ? ANACORTES II This Storage Services Agreement ? Anacortes II (this ?Agreement?) is effective as of the Commencement Date (as defined below), by and between Tesoro Logistics Operations LLC, a Delaware limited liability company (?TLO?), and for purposes of Section 24(a) only, Tesoro Logistics GP, LLC, a Delaware limited liability company (the ?General

November 8, 2017 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 d476918d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction

November 8, 2017 EX-3.1

Amendment No. 6 to the Second Amended and Restated Limited Liability Company Agreement of Tesoro Logistics GP, LLC, dated as of November 8, 2017, by and among Andeavor Logistics GP, LLC, Andeavor, Tesoro Refining & Marketing Company LLC and Tesoro Alaska Company LLC

EX-3.1 Exhibit 3.1 AMENDMENT NO. 6 TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TESORO LOGISTICS GP, LLC THIS AMENDMENT NO. 6 TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF TESORO LOGISTICS GP, LLC (this ?Amendment No. 6?), is made and entered into by and among Tesoro Logistics GP, LLC, a Delaware limited liability company (the ?General Partn

November 8, 2017 EX-2.1

Contribution, Conveyance and Assumption Agreement, dated as of November 8, 2017, by and among Andeavor Logistics LP, Tesoro Logistics GP, LLC, Tesoro Logistics Operations LLC, Andeavor and Tesoro Refining & Marketing Company LLC

EX-2.1 Exhibit 2.1 CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT This Contribution, Conveyance and Assumption Agreement (this ?Agreement?), effective as of November 8, 2017 (the ?Effective Date?), is by and among Andeavor Logistics LP, a Delaware limited partnership (the ?Partnership?), Tesoro Logistics GP, LLC, a Delaware limited liability company and the general partner of the Partnership (t

November 8, 2017 EX-10.1

First Amended and Restated Schedules to the Fourth Amended and Restated Omnibus Agreement, dated as of November 8, 2017, by and among Andeavor, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Company LLC, Andeavor Logistics LP and Tesoro Logistics GP, LLC

EX-10.1 Exhibit 10.1 FIRST AMENDED AND RESTATED SCHEDULES TO FOURTH AMENDED AND RESTATED OMNIBUS AGREEMENT A Fourth Amended and Restated Omnibus Agreement was executed as of October 30, 2017 (the ?Fourth Amended and Restated Omnibus Agreement?), among Andeavor, on behalf of itself and the other Andeavor Entities, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Compan

November 8, 2017 EX-10.3

Transportation Services Agreement (Anacortes Short Haul Pipelines), dated as of November 8, 2017, among Andeavor Logistics LP, Tesoro Logistics GP, LLC, Tesoro Refining & Marketing Company LLC and Tesoro Logistics Operations LLC

EX-10.3 Exhibit 10.3 TRANSPORTATION SERVICES AGREEMENT (Anacortes Short Haul Pipelines) This Transportation Services Agreement (this ?Agreement?) is effective as of the Commencement Date (as defined below), by and between Tesoro Logistics Operations LLC, a Delaware limited liability company (?TLO?), for purposes of Section 21(a) only, Tesoro Logistics GP, LLC, a Delaware limited liability company

November 8, 2017 EX-99.1

Three Months Ended September 30, Nine Months Ended September 30, ($ in millions) 2017 2016 (a) 2017 2016 (a) Operating Income Terminalling and Transportation $ 110 $ 80 $ 329 $ 211 Gathering and Processing 47 54 160 173 Total Segment Operating Income

Exhibit Exhibit 99.1 Andeavor Logistics LP Reports Third Quarter 2017 Results ? Net earnings increased 20% year-over-year to $97 million and EBITDA increased 22% to $216 million ; results included a $19 million environmental accrual and transaction costs of $4 million ? Net cash from operating activities increased 13% to $195 million and distributable cash flow increased 11% to $148 million over 2

November 8, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx3q20178-kearningsrelea.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other ju

November 3, 2017 8-K/A

Financial Statements and Exhibits

8-K/A 1 a11-3x2017andx8xka.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other juri

November 3, 2017 SC 13D/A

ANDV / Andeavor Corp. / Harvest Fund Advisors LLC - SC 13D/A Activist Investment

SC 13D/A 1 d487293dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. 1) ANDEAVOR LOGISTICS LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 03350F106 (CUSIP Number) Anthony Merhige Harvest Fund Advisors LLC 100 West Lancaster Avenue,

November 1, 2017 SC 13D/A

ANDV / Andeavor Corp. / TESORO CORP /NEW/ - SC 13D (AMENDMENT NO.12) Activist Investment

SC 13D (Amendment No.12) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 03350F106 (CUSIP Number) Francis J. Aquila Sullivan & Cromwell LLP 125 Broad Street New York, New York 10004-2498 (212) 558-4000 (Name, Address a

November 1, 2017 EX-99.8

Joint Filing Agreement

EX-99.8 Exhibit 8 Joint Filing Agreement The undersigned parties hereby agree to the joint filing of the statement on Schedule 13D filed herewith, and any amendments hereto, relating to the Common Units of Andeavor Logistics LP, with the Securities and Exchange Commission pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This agreement may be terminated with respect

October 31, 2017 S-8

Tesoro Logistics S-8

S-8 1 s-8xandxxoctober2017.htm S-8 As filed with the Securities and Exchange Commission on October 30, 2017. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Andeavor Logistics LP (Exact Name of Registrant as Specified in its Charter) Delaware 27-4151603 (State or Other Jurisdiction of Inc

October 30, 2017 EX-10.3

First Amended and Restated Secondment and Logistics Services Agreement, dated October 30, 2017, Andeavor Logistics, TLLP GP, Tesoro Logistics Operations LLC (“TLO”), Andeavor, WNRL, WNRLGP and their direct and indirect subsidiaries

EX-10.3 Exhibit 10.3 Execution Version FIRST AMENDED AND RESTATED SECONDMENT AND LOGISTICS SERVICES AGREEMENT THIS FIRST AMENDED AND RESTATED SECONDMENT AND LOGISTICS SERVICES AGREEMENT (this ?Agreement?), dated as of October 30, 2017, is made and entered into by and among the following entities, each of whom shall be referred to herein as a ?Party? and collectively as the ?Parties.? Andeavor Grou

October 30, 2017 EX-99.1

Andeavor Logistics Completes Acquisition of Western Refining Logistics and IDR

EX-99.1 Exhibit 99.1 Andeavor Logistics Completes Acquisition of Western Refining Logistics and IDR Buy-In SAN ANTONIO, TEXAS ? October 30, 2017 ? Andeavor Logistics LP (NYSE: ANDX) and Andeavor (NYSE: ANDV) today announced that Andeavor Logistics has completed its acquisition of Western Refining Logistics, LP (NYSE: WNRL) in a unit-for-unit transaction and assumption of $280 million of net debt f

October 30, 2017 EX-10.2

Fourth Amended and Restated Omnibus Agreement, dated as of October 30, 2017, among Andeavor, Tesoro Refining & Marketing Company LLC, Tesoro Companies, Inc., Tesoro Alaska Company LLC, Tesoro Logistics LP and Tesoro Logistics GP, LLC

EX-10.2 Exhibit 10.2 Final Execution Version FOURTH AMENDED AND RESTATED OMNIBUS AGREEMENT This FOURTH AMENDED AND RESTATED OMNIBUS AGREEMENT (the ?Agreement?) is entered into on, and effective as of October 30, 2017, among Andeavor, a Delaware corporation (?Andeavor?), on behalf of itself and the other Andeavor Entities (as defined herein), Tesoro Refining & Marketing Company LLC, a Delaware limi

October 30, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

8-K 1 d473373d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2017 (October 30, 2017) Andeavor Logistics LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other

October 30, 2017 EX-3.1

Second Amended and Restated Limited Partnership Agreement of Andeavor Logistics LP, dated October 30, 2017.

EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP Dated October 30, 2017 Article I DEFINITIONS 7 Section 1.1 Definitions 7 Section 1.2 Construction 24 Article II ORGANIZATION 24 Section 2.1 Formation 24 Section 2.2 Name 24 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 24 Section 2.4 Purpose and Business 25 Se

October 26, 2017 SC 13D

ANDV / Andeavor Corp. / Harvest Fund Advisors LLC - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* (Amendment No. ) ANDEAVOR LOGISTICS LP (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 03350F106 (CUSIP Number) Anthony Merhige Harvest Fund Advisors LLC 100 West Lancaster Avenue, Suite 200 Wayne, Pennsylvania 19

October 26, 2017 EX-99.A

JOINT FILING AGREEMENT

EX-99.A EXHIBIT A JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”) the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Section 13 of the Exchange Act or any rule or regulation thereunder (including any amendment, r

October 18, 2017 425

Tesoro Logistics 425 (Prospectus)

425 1 a425andx3q2017distribution.htm 425 Filed by Andeavor Logistics, LP (Commission File No. 001-35143) Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Western Refining Logistics, LP (Commission File No. 001-36114) Andeavor Logistics Announces 26th Consecutive Quarterly Distribution Increase SAN ANTONIO, TX - October 18, 2017 - Andeavor Logistics LP (NYSE: ANDX)

September 28, 2017 8-K

Tesoro Logistics 8-K (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) : September 28, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation)

September 28, 2017 EX-99.1

Andeavor Logistics Announces Closing Date for Western Refining Logistics Acquisition, IDR Buy-In and Unitholder Consent Deadline

Exhibit Exhibit 99.1 Andeavor Logistics Announces Closing Date for Western Refining Logistics Acquisition, IDR Buy-In and Unitholder Consent Deadline SAN ANTONIO, TEXAS - September 28, 2017 - Andeavor Logistics LP (NYSE: ANDX) and Western Refining Logistics, LP (NYSE: WNRL) today announced that the board of directors of WNRL?s general partner has set September 28, 2017 as the record date for deter

September 28, 2017 EX-99.1

Andeavor Logistics Announces Closing Date for Western Refining Logistics Acquisition, IDR Buy-In and Unitholder Consent Deadline

EX-99.1 2 andxex991.htm PRESS RELEASE Exhibit 99.1 Andeavor Logistics Announces Closing Date for Western Refining Logistics Acquisition, IDR Buy-In and Unitholder Consent Deadline SAN ANTONIO, TEXAS - September 28, 2017 - Andeavor Logistics LP (NYSE: ANDX) and Western Refining Logistics, LP (NYSE: WNRL) today announced that the board of directors of WNRL’s general partner has set September 28, 201

September 28, 2017 425

Tesoro Logistics 8-K (Prospectus)

425 1 andxwnrlmergerclosing.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other juris

September 28, 2017 424B3

This document is dated September 27, 2017, and is first being mailed to unitholders on or about September 28, 2017.

Final Prospectus Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No.

September 27, 2017 S-4/A

Tesoro Logistics AMENDMENT 2 TO FORM S-4

S-4/A 1 d426398ds4a.htm AMENDMENT 2 TO FORM S-4 Table of Contents As filed with the Securities and Exchange Commission on September 26, 2017 Registration No. 333-220088 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ANDEAVOR LOGISTICS LP (Exact Name of Registrant as Specified in Its Charter

September 26, 2017 CORRESP

ANDX / Tesoro Logistics LP ESP

CORRESP 1 filename1.htm 811 Main Street, Suite 3700 Houston, TX 77002 Tel: +1.713.546.5400 Fax: +1.713.546.5401 www.lw.com FIRM / AFFILIATE OFFICES Barcelona Moscow Beijing Munich Boston New York Brussels Orange County Century City Paris September 26, 2017 Chicago Riyadh Dubai Rome Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore

September 26, 2017 CORRESP

ANDX / Tesoro Logistics LP ESP

Correspondence ALLP [ALLP Letterhead] VIA EDGAR September 26, 2017 United States Securities and Exchange Commission 100 F Street, N.

September 20, 2017 S-4/A

Tesoro Logistics AMENDMENT 1 TO FORM S-4

AMENDMENT 1 TO FORM S-4 Table of Contents As filed with the Securities and Exchange Commission on September 19, 2017 Registration No.

September 19, 2017 CORRESP

ANDX / Tesoro Logistics LP ESP

SEC Response Letter 811 Main Street, Suite 3700 Houston, TX 77002 Tel: +1.713.546.5400 Fax: +1.713.546.5401 www.lw.com FIRM / AFFILIATE OFFICES Barcelona Moscow Beijing Munich Boston New York Brussels Orange County Century City Paris September 19, 2017 Chicago Riyadh Dubai Rome D?sseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los

August 22, 2017 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a8-22x17andxform8xkatmopin.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jur

August 22, 2017 424B5

ANDEAVOR LOGISTICS LP Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to $750,000,000

424B5 1 d438911d424b5.htm PROSPECTUS SUPPLEMENT Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-206168 PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED AUGUST 21, 2015) ANDEAVOR LOGISTICS LP Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to $750,000,000 On August 21, 2015, we entered into an equity distribution agreement with Citigrou

August 21, 2017 S-4

Tesoro Logistics FORM S-4

Form S-4 Table of Contents As filed with the Securities and Exchange Commission on August 21, 2017 Registration No.

August 21, 2017 EX-99.1

EXPLANATORY NOTE

Exhibit BUSINESS EXHIBIT 99.1 EXPLANATORY NOTE We changed our operating segment presentation in the first quarter of 2017 to reflect our expanded gathering and processing assets and operations and how our chief operating decision maker (?CODM?) manages our business. With the completion of the acquisition of the crude oil, natural gas and produced water gathering systems and two natural gas process

August 21, 2017 8-K

Tesoro Logistics 8-K (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) : August 21, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other jurisdiction of incorporation) (Co

August 16, 2017 425

Tesoro Logistics 425 (Prospectus)

8-15-17 ANDX 425 MLP Merger Presentation Combined Document Filed by Andeavor Logistics LP (Commission File No.

August 15, 2017 425

Tesoro Logistics ANDX425ANDEAVORWEEKLY (Prospectus)

425 1 a8-15x17andx425andeavorwee.htm ANDX425ANDEAVORWEEKLY Filed by Andeavor Logistics LP (Commission File No. 001-35143) Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Western Refining Logistics, LP (Commission File No.: 001-36114) The following is an article relating to the merger between Western Refining Logistics LP and Andeavor Logistics, LP published by An

August 14, 2017 425

Tesoro Logistics MERGER ANNOUNCEMENT CALL (Prospectus)

Document Filed by Andeavor Logistics LP (Commission File No. 001-35143) Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Western Refining Logistics, LP (Commission File No.: 001-36114) The following are remarks relating to the merger between Western Refining Logistics LP and Andeavor Logistics, LP presented during a conference call held by Andeavor (?Andeavor?) on

August 14, 2017 EX-2.1

Agreement and Plan of Merger, dated as of August 13, 2017, by and among Andeavor Logistics, LP, Tesoro Logistics GP, LLC, Western Refining Logistics, LP, Western Refining Logistics GP, LLC, WNRL Merger Sub LLC and WNRL GP Merger Sub LLC

Exhibit Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among ANDEAVOR LOGISTICS LP, TESORO LOGISTICS GP, LLC, WESTERN REFINING LOGISTICS, LP, WESTERN REFINING LOGISTICS GP, LLC WNRL MERGER SUB LLC and WNRL GP MERGER SUB LLC Dated as of August 13, 2017 US-DOCS\87676517.23 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND TERMS 1.1. Certain Definitions 3 1.2. Other Terms 14 1.3. Ca

August 14, 2017 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 form8-kandxmergerandx.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2017 (August 13, 2017) ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State

August 14, 2017 EX-2.1

Agreement and Plan of Merger, dated as of August 13, 2017, by and among Andeavor Logistics, LP, Tesoro Logistics GP, LLC, Western Refining Logistics, LP, Western Refining Logistics GP, LLC, WNRL Merger Sub LLC and WNRL GP Merger Sub LLC.

EX-2.1 2 ex21-agreementandplanofmer.htm AGREEMENT AND PLAN OF MERGER Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among ANDEAVOR LOGISTICS LP, TESORO LOGISTICS GP, LLC, WESTERN REFINING LOGISTICS, LP, WESTERN REFINING LOGISTICS GP, LLC WNRL MERGER SUB LLC and WNRL GP MERGER SUB LLC Dated as of August 13, 2017 US-DOCS\87676517.23 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND

August 14, 2017 425

Tesoro Logistics 8-K (Prospectus)

425 1 form8-kandxmergerandx.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2017 (August 13, 2017) ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State

August 14, 2017 SC 13D/A

ANDX / Tesoro Logistics LP / TESORO CORP /NEW/ - SC 13D AMENDMENT NO. 11 Activist Investment

SC 13D Amendment No. 11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 88160T107 (CUSIP Number) Francis J. Aquila Sullivan & Cromwell LLP 125 Broad Street New York, New York 10004-2498 (212) 558-4000 (Name, Address an

August 10, 2017 425

Tesoro Logistics 425 (Prospectus)

Document Filed by Andeavor Logistics LP (Commission File No. 001-35143) Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Western Refining Logistics, LP (Commission File No.: 001-36114) The following are excerpts of remarks relating to the proposed merger between Western Refining Logistics, LP and Andeavor Logistics LP presented during a conference call held by And

August 10, 2017 425

Tesoro Logistics 425 (Prospectus)

Document Filed by Andeavor Logistics LP (Commission File No. 001-35143) Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Western Refining Logistics, LP (Commission File No.: 001-36114) The following are excerpts of remarks relating to the proposed merger between Western Refining Logistics, LP and Andeavor Logistics LP presented during a conference call held by And

August 9, 2017 10-Q

Tesoro Logistics 10-Q (Quarterly Report)

10-Q 1 andx2q201710-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10‑Q (Mark One) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission Fil

August 9, 2017 SC 13D/A

ANDX / Tesoro Logistics LP / TESORO CORP /NEW/ - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* Andeavor Logistics LP (Name of Issuer) Common Units (Title of Class of Securities) 88160T107 (CUSIP Number) Francis J. Aquila Sullivan & Cromwell LLP 125 Broad Street New York, New York 10004-2498 (212) 558-4000 (Name, Address and Telephone Num

August 8, 2017 425

Tesoro Logistics EARNINGS RELEASE EXCERPT (Prospectus)

Document Filed by Andeavor Logistics, LP (Commission File No. 001-35143) Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Western Refining Logistics, LP (Commission File No. 001-36114) The following are excerpts from a press release first disseminated by Andeavor Logistics, LP on August 8, 2017. POTENTIAL MERGER AND IDR BUY-IN. During the quarter, Andeavor indicat

August 8, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 andx2q20178-kearningsrelea.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2017 ANDEAVOR LOGISTICS LP (Exact name of registrant as specified in its charter) Delaware 001-35143 27-4151603 (State or other juri

August 8, 2017 EX-99.1

Three Months Ended June 30, Six Months Ended June 30, ($ in millions) 2017 2016 (a) 2017 2016 (a) Operating Income Gathering and Processing $ 51 $ 55 $ 113 $ 119 Terminalling and Transportation 121 68 219 131 Total Segment Operating Income $ 172 $ 12

Exhibit Exhibit 99.1 Andeavor Logistics LP Reports Second Quarter 2017 Results ? Net earnings increased 45% year-over-year to $110 million and EBITDA increased 37% to $229 million ? Net cash from operating activities increased 36% to $117 million and distributable cash flow increased 40% to $177 million over 2016 ? Terminalling and Transportation segment operating income increased 78% from last ye

August 1, 2017 EX-3.1

Certificate of Limited Partnership of Andeavor Logistics LP, as amended

Exhibit CERTIFICATE OF LIMITED PARTNERSHIP OF ANDEAVOR LOGISTICS LP (as amended through August 1, 2017) This Certificate of Limited Partnership, dated December 3, 2010, has been duly executed and is filed pursuant to Section 17-201 of the Delaware Revised Uniform Limited Partnership Act (the ? Act ?) to form a limited partnership (the ? Partnership ?) under the Act.

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