Management's Discussion and Analysis of Financial Condition and Results of
Operations ("Management's Discussion and Analysis" or "MD&A") is the Company's
analysis of its financial performance and of significant trends that may affect
future performance. It should be read in conjunction with the consolidated
financial statements and notes included in this Quarterly Report on Form 10-Q.
The MD&A contains forward-looking statements and the Company does not undertake
to update, revise or correct any of the forward-looking information unless
required to do so under the federal securities laws. Readers are cautioned that
such forward-looking statements should be read in conjunction with the Company's
disclosures under "Forward-Looking Statements" and "Risk Factors" included
elsewhere in this Quarterly Report on Form 10-Q.

For purposes of this Management's Discussion and Analysis, references to "Murphy USA", the "Company", "we", "us" and "our" refer to Murphy USA Inc. and its subsidiaries on a consolidated basis.

Management's Discussion and Analysis is organized as follows:



•Executive Overview-This section provides an overview of our business and the
results of operations and financial condition for the periods presented. It
includes information on the basis of presentation with respect to the amounts
presented in the Management's Discussion and Analysis and a discussion of the
trends affecting our business.

•Results of Operations-This section provides an analysis of our results of
operations, including the results of our operating segment for the three and
nine months ended September 30, 2022 and 2021.

•Capital Resources and Liquidity-This section provides a discussion of our
financial condition and cash flows as of and for the three and nine months ended
September 30, 2022 and 2021. It also includes a discussion of our capital
structure and available sources of liquidity.

•Critical Accounting Policies-This section describes the accounting policies and estimates that we consider most important for our business and that require significant judgment.

Executive Overview



The following MD&A is intended to help the reader understand our results of
operations and financial condition. This section is provided to supplement, and
should be read in conjunction with, our consolidated financial statements and
the accompanying notes to these financial statements contained elsewhere in this
Quarterly Report on Form 10-Q, this MD&A section and the consolidated financial
statements in our Annual Report on Form 10-K. Our Form 10-K contains a
discussion of matters not included within this document, such as disclosures
regarding critical accounting policies and estimates, and contractual
obligations.

On January 29, 2021, MUSA acquired 100% of Quick Chek Corporation ("QuickChek"),
a privately held convenience store chain with a strong regional brand consisting
of 156 stores, at the time of acquisition, located in New Jersey and New York,
in an all-cash transaction. The acquisition expanded the MUSA network into the
Northeast by adding high-performance stores that had an existing best-in-class
food and beverage model and is consistent with the Company's stated strategic
priorities of developing enhanced food and beverage capabilities. For additional
information concerning the acquisition, see Note 5 "Business Acquisition" in the
audited combined financial statements for the year ended December 31, 2021
included with our Annual Report on Form 10-K, and Note 4, "Business Acquisition"
in the accompanying unaudited consolidated financial statements.

Our Business



The Company owns and operates a chain of retail stores under the brand name of
Murphy USA® which are almost all located in close proximity to Walmart stores,
principally in the Southeast, Midwest and Southwest areas of the United States.
We also market gasoline and other products at standalone stores under the Murphy
Express brand and have a mix of convenience stores and retail gasoline stores
located in New Jersey and New York that operate under the brand name of
QuickChek. At September 30, 2022, we had a total of 1,700 Company stores in 27
states, of which 1,151 were Murphy USA, 392 were Murphy Express and 157 were
QuickChek. We also market to unbranded wholesale customers through a mixture of
Company owned and third-party terminals.
Basis of Presentation

Murphy USA was incorporated in March 2013, and until the separation from Murphy
Oil Corporation was completed on August 30, 2013, it had not commenced
operations and had no material assets, liabilities or commitments.  The
financial information presented in this Management's Discussion and Analysis is
derived from the consolidated financial statements of Murphy USA Inc. and its
subsidiaries for all periods presented. QuickChek uses a weekly retail calendar
where each quarter has 13 weeks. For Q3 2022, the QuickChek results cover the
period from July 2, 2022 to September 30, 2022 and the year-to-date period is
from January 1, 2022 to September 30, 2022. For Q3 2021 the QuickChek results
cover the period from July 3, 2021 to October 1, 2021 and the 2021 year-to-date
period covers January 29, 2021 (the date of acquisition) to October 1, 2021. The
difference in the timing of the period ends is immaterial to the overall
consolidated results.

Trends Affecting Our Business



Our operations are significantly impacted by the gross margins we receive on our
fuel and merchandise sales. While we generally expect our total fuel and
merchandise sales volumes to grow over time and the gross margins to remain
strong in a normalized environment, these sales and gross margins can change
rapidly due to many factors.  These factors include, but are not limited to, the
price of refined products, geopolitical events that upset global supply and
demand and price of crude oil, interruptions in our fuel and merchandise supply
chain caused by severe weather or pandemics such as COVID-19, travel
restrictions and stay-at-home orders imposed during a pandemic, severe refinery
mechanical failures for an extended period of time, cyber-attacks against the
Company or our vendors, and competition in the local markets in which we
operate. As concerns around the COVID-19 pandemic continued to lessen due to
vaccines being more readily available and generally lower infection rates in
2022, gasoline demand has continued to increase into the third quarter. In
addition, the U.S. economy has continued to experience inflationary pressures
throughout the year, thus lowering consumer purchasing power. Should the
recoveries experienced to-date stall or reverse as a result of a resurgence in
COVID-19 infection rates or be impacted by inflationary pressures, it could
impact demand and seasonal travel patterns which could reduce future sales
volumes.

The cost of our main sales products, gasoline and diesel, are greatly impacted
by the cost of crude oil in the United States.  Rising prices for crude oil
increase the Company's cost for wholesale fuel products purchased thus
increasing the price of retail fuel sales. Rising prices tend to cause consumers
to reduce discretionary fuel consumption but our low-price model serves as a
draw to new customers to offset the potential loss of discretionary volumes. In
2022, crude oil prices continued the volatile trend causing prices to range from
$76 per barrel to $124 per barrel. The average price in Q3 2022 was
approximately $93 per barrel, compared to an average price of $71 per barrel in
Q3 2021, with prices during the current quarter trending slightly downward.
Total fuel contribution (retail fuel margin plus product supply and wholesale
("PS&W") results including Renewable Identification Numbers ("RINs")) for Q3
2022 was 37.6 cents per gallon ("cpg"), compared to 26.6 cpg in Q3 2021. Retail
fuel margin dollars increased 85.1% in the current quarter and retail fuel
volumes improved 13.2% when compared to Q3 of 2021.

Our revenues are impacted by the ability to leverage our diverse supply
infrastructure in pursuit of obtaining the lowest cost fuel supply available;
for example, activities such as blending bulk fuel with ethanol and bio-diesel
to capture and subsequently sell RINs. Under the Energy Policy Act of 2005, the
Environmental Protection Agency ("EPA") is authorized to set annual quotas
establishing the percentage of motor fuels consumed in the United States that
must be attributable to renewable fuels. Obligated parties are required to
demonstrate that they have met any applicable quotas by submitting a certain
amount of RINs to the EPA. RINs in excess of the set quota can be sold in a
market for RINs at then-prevailing prices. The market price for RINs fluctuates
based on a variety of factors, including but not limited to governmental and
regulatory action. There are other market related factors that can impact the
net benefit we receive from RINs on a company-wide basis either favorably or
unfavorably. The Renewable Fuel Standard ("RFS") program continues to be
unpredictable and prices received for ethanol RINs averaged $1.58 in Q3 2022
compared to $1.40 in Q3 2021. Our business model does not depend on our ability
to generate revenues from RINs. Revenue from the sales of RINs is included in
"Other operating revenues" in the Consolidated Statements of Income.

As of September 30, 2022, we have $1.3 billion of Senior Notes and a $395
million term loan outstanding. We believe that we will generate sufficient cash
from operations to fund our ongoing operating requirements and service our debt
obligations. At September 30, 2022, we have additional available capacity under
the committed $350 million cash flow revolving credit facility, which currently
remains undrawn. We expect to use the credit facilities to provide us with
available financing to meet any short-term ongoing cash needs in excess of
internally generated
cash flows. To the extent necessary, we will borrow under these facilities to
fund our ongoing operating requirements. There can be no assurances, however,
that we will generate sufficient cash from operations or be able to draw on the
credit facilities, or obtain and draw upon other credit facilities. For
additional information see Significant Sources of Capital in the Capital
Resources and Liquidity section.

The Company currently anticipates total capital expenditures (including land for
future developments) for the full year 2022 to range from approximately $300
million to $350 million depending on how many new stores are completed.  We
intend to fund the remainder of our capital program in 2022 primarily using
operating cash flow but will supplement funding where necessary using borrowings
available under cash flow revolving credit facilities.

We believe that our business will continue to grow in the future as we expand
the food and beverage capabilities within our network. We maintain a pipeline of
desirable future store locations for development. The pace of this growth is
continually monitored by our management, and these plans can be altered based on
operating cash flows generated and the availability of debt facilities.

We currently estimate our ongoing effective tax rate to be between 23% and 26% for the remainder of the year.

Seasonality



Our business has inherent seasonality due to the concentration of our retail
stores in certain geographic areas, as well as customer activity and behaviors
during different seasons.  In general, sales volumes and operating incomes are
typically highest in the second and third quarters during the summer-activity
months and lowest during the winter months. In 2020 and 2021, we saw disruptions
to typical seasonal patterns due to the COVID-19 pandemic. In 2022, a more
normal seasonal pattern has emerged and fuel volumes have approached and
sometimes exceeded pre-pandemic levels. As a result, operating results for the
three and nine months ended September 30, 2022, may not be necessarily
indicative of the results that may be expected for the remainder of the year
ending December 31, 2022.

Business Segment

The Company has one operating segment which is Marketing. The Marketing segment
includes our retail marketing stores and product supply and wholesale assets.
For additional operating segment information, see Note 22 "Business Segments" in
the audited combined financial statements for the year ended December 31, 2021
included with our Annual Report on Form 10-K and Note 16 "Business Segments" in
the accompanying unaudited consolidated financial statements for the three and
nine months ended September 30, 2022.

Results of Operations

Consolidated Results



For the three months ended September 30, 2022, the Company reported net income
of $219.5 million, or $9.28 per diluted share, on revenue of $6.2 billion. Net
income was $104.0 million for the same period in 2021, or $3.98 per diluted
share, on $4.6 billion of revenue.  The increase in net income was primarily due
to higher all-in fuel and merchandise contributions which was partially offset
by increases in store operating expenses, payment fees, general and
administrative expenses and income tax expense.

For the nine months ended September 30, 2022, the Company reported net income of
$555.2 million, or $22.76 per diluted share, on revenue of $18.1 billion. Net
income for the same period in 2021 was $288.1 million, or $10.72 per diluted
share, on $12.6 billion in revenue.  The increase in net income is primarily due
to higher all-in fuel and merchandise contributions and lower acquisition
related costs, partially offset by increases in payment fees, store operating
expenses, general and administrative expenses, depreciation and amortization
expense, and income tax expense.

The consolidated financial results for the year-to-date period include QuickChek
from January 1, 2022 to September 30, 2022, and for the prior year year-to-date
period covered the period from January 29, 2021 (the date of acquisition) to
October 1, 2021. The difference in the timing of the period ends is immaterial
to the overall consolidated results.

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Three Months Ended September 30, 2022 versus Three Months Ended September 30, 2021



Revenues for Q3 2022 increased $1.6 billion, or 34.7%, compared to the same
quarter in 2021. The increase in revenues was due to 27.0% higher retail fuel
sales prices and 13.2% higher fuel sales volumes, combined with an increase in
merchandise sales prices and higher RINs sales prices and volumes.

Total cost of sales in Q3 2022 increased $1.4 billion, or 34.0% when compared to
Q3 2021. In the current-year quarter, the higher costs were primarily due to
higher wholesale fuel prices and fuel volumes sold combined with higher
merchandise costs.

Store and other operating expenses increased $33.4 million, or 15.1%, in Q3 2022
from Q3 2021, due primarily to increased payment fees which represented one-half
of the increase and higher employee related costs which included a non-recurring
special bonus paid over the 100 days of summer. During the quarter this special
incentive program was completed and approximately $4.0 million was paid to our
employee base.

SG&A expenses for Q3 2022 increased $5.2 million, or 11.0%, from Q3 2021. The
increase in SG&A costs is primarily due to higher employee incentive expenses,
professional fees and technology expenses, partially offset by lower salaries
and benefits.

The effective income tax rate was approximately 24.5% for Q3 of 2022 and 2021.

Nine Months Ended September 30, 2022 versus Nine Months Ended September 30, 2021



Year-to-date revenues for 2022 increased $5.5 billion, or 43.6%, compared to the
same period in 2021. The increase in revenues was due to higher retail fuel
sales prices, higher retail fuel sales volumes, increased merchandise sales,
higher RIN sales, and the inclusion of QuickChek sales results for nine months
in 2022 compared to eight months in 2021.

Total cost of sales increased $5.0 billion, or 44.5% when compared to 2021. In
the current-year period, the higher costs were primarily due to higher wholesale
fuel prices combined with higher sales volumes, higher merchandise costs, and
the inclusion of one additional month of QuickChek results.

Store and other operating expenses increased $122.3 million, or 20.1%, in the
first nine months of 2022, primarily due to increased payment fees (44% of the
increase), higher employee related costs including the non-recurring special
bonus of $7.0 million paid over the 100 days of summer, increased store
maintenance expenses and the inclusion of one additional month for QuickChek
compared to the prior-year period.

SG&A expenses for the first nine months of 2022 increased $10.8 million, or
7.7%, compared to the first nine months of 2021. The increase in SG&A costs is
primarily due to an increase in employee incentive expense, professional fees,
technology services and to the inclusion of QuickChek for one additional month
in 2022, partially offset by lower employee benefits.

Depreciation and amortization expense increased $7.0 million, or 4.4% year-to-date from the same period of 2021 primarily due to one additional month of QuickChek depreciation compared to the prior year period, combined with higher depreciation due to the newer larger store formats of Murphy USA stores.



Acquisition and integration related costs were $8.3 million less and interest
expense was lower by $0.6 million compared to the same nine-month period in
2021. The period-over-period reduction is primarily related to the costs of the
acquisition of QuickChek in January 2021.

The effective income tax rate was approximately 24.2% for the nine months ended September 30, 2022 versus 24.4% for the same period of 2021.







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Segment Results

A summary of the Company's earnings by business segment follows:



                                     Three Months Ended              Nine Months Ended
                                        September 30,                  September 30,
(Millions of dollars)                 2022            2021           2022          2021
Marketing                       $    236.8          $ 121.1      $    605.0      $ 347.1
Corporate and other assets           (17.3)           (17.1)          (49.8)       (59.0)

Net Income                      $    219.5          $ 104.0      $    555.2      $ 288.1




Marketing

Three Months Ended September 30, 2022 versus Three Months Ended September 30, 2021

Net income for the three months ended September 30, 2022 increased compared to the same period in 2021 primarily due to:

•Higher all-in fuel contribution and sales volumes •Higher merchandise contribution

The items below partially offset the increase in net income in the current period:



•Higher payment fees
•Higher store operating expenses
•Higher general and administrative expense
•Higher income tax expense

Nine Months Ended September 30, 2022 versus Nine Months Ended September 30, 2021

Net income for the nine months ended September 30, 2022 increased compared to the same nine-month period in 2021 primarily due to:

•Higher all-in fuel contribution and sales volumes •Higher merchandise contribution

The items below partially offset the increase in net income in the nine-month period:



•Higher store operating expense
•Higher payment fees
•Higher depreciation and amortization expense
•Higher SG&A expenses
•Higher income tax expense

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(Millions of dollars, except revenue per                  Three Months Ended                     Nine Months Ended
store month (in thousands) and store counts)                 September 30,                         September 30,
Marketing Segment                                       2022               2021               2022                2021

Operating Revenues
Petroleum product sales                             $ 5,078.6          $ 3,573.9          $ 14,917.3          $ 9,614.2
Merchandise sales                                     1,027.2              953.4             2,913.8            2,750.0
Other operating revenues                                 88.6               73.0               248.3              229.1
Total operating revenues                              6,194.4            4,600.3            18,079.4           12,593.3
Operating expenses
Petroleum products cost of goods sold                 4,699.3            3,353.5            13,903.3            9,004.8
Merchandise cost of goods sold                          821.5              766.1             2,335.7            2,229.8
Store and other operating expenses                      254.5              221.0               729.4              607.0
Depreciation and amortization                            50.4               49.5               152.9              145.9
Selling, general and administrative                      52.4               47.2               150.8              140.0
Accretion of asset retirement obligations                 0.6                0.6                 2.0                1.9
Total operating expenses                              5,878.7            4,437.9            17,274.1           12,129.4

Gain (loss) on sale of assets                             0.1                0.2                (0.6)               0.2
Income (loss) from operations                           315.8              162.6               804.7              464.1

Other income (expense)
Interest expense                                         (2.2)              (2.3)               (6.7)              (5.7)

Total other income (expense)                             (2.2)              (2.3)               (6.7)              (5.7)

Income (loss) before income taxes                       313.6              160.3               798.0              458.4
Income tax expense (benefit)                             76.8               39.2               193.0              111.3
Net income (loss) from operations                   $   236.8          $   

121.1 $ 605.0 $ 347.1



Total tobacco sales revenue same store
sales1,2                                            $   129.0          $   123.3          $    122.8          $   120.6
Total non-tobacco sales revenue same store
sales1,2                                                 75.1               48.7                69.5               49.0
Total merchandise sales revenue same store
sales1,2                                            $   204.1          $   172.0          $    192.3          $   169.6
12021 amounts not revised for 2022
raze-and-rebuild activity
2Includes store-level discounts for MDR redemptions and excludes change in value of unredeemed MDR points

Store count at end of period                               1,700           1,669               1,700              1,669
Total store months during the period                       5,042           4,944              15,094             14,718



Average Per Store Month (APSM) metric includes all stores open through the date of the calculation, including stores acquired during the period.



Same store sales (SSS) metric includes aggregated individual store results for
all stores open throughout both periods presented. For all periods presented,
the store must have been open for the entire calendar year to be included in the
comparison. Remodeled stores that remained open or were closed for just a very
brief time (less than a month) during the period being compared remain in the
same store sales calculation. If a store is replaced either at the same location
(raze-and-rebuild) or relocated to a new location, it will be excluded from the
calculation during the period it is out of service. Newly constructed stores do
not enter the calculation until they are open for each full calendar year for
the periods being compared (open by January 1, 2021 for the stores being
compared in

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the 2022 versus 2021 comparison). Acquired stores are not included in the
calculation of same stores for the first 12 months after the acquisition. When
prior period same store sales volumes or sales are presented, they have not been
revised for current year activity for raze-and-rebuilds, asset acquisitions and
asset dispositions.

QuickChek uses a weekly retail calendar where each quarter has 13 weeks. For Q3
2022, the QuickChek results cover the period from July 2, 2022 to September 30,
2022 and the year-to-date period is from January 1, 2022 to September 30, 2022.
For Q3 2021 the QuickChek results cover the period from July 3, 2021 to
October 1, 2021 and the 2021 year-to-date period covers January 29, 2021 (the
date of acquisition) to October 1, 2021. The difference in the timing of the
period ends is immaterial to the overall consolidated results.

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