Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Resignation of James Matthew Vaughn as Executive Vice President, Retail

James Matthew Vaughn resigned as Executive Vice President, Retail of Par Pacific Holdings, Inc. (the "Company" or "Par Pacific") effective August 12, 2022.

Appointment of Jim Yates as Executive Vice President, Retail

Effective August 15, 2022, Jim Yates was appointed Executive Vice President, Retail of the Company.

Mr. Yates, age 62, previously served as the Company's Senior Vice President since 2015. From September 2007 until May 2015, Mr. Yates served as President and Chief Executive Officer of Mid Pac Petroleum, LLC, which was acquired by the Company in 2015. Mr. Yates holds a bachelor's degree from the University of Oklahoma in business administration and a law degree from the University of Houston Law Center.

Mr. Yates is entitled to receive an annual base salary of $400,000 paid in accordance with the Company's payroll practices. Mr. Yates is also eligible to receive an annual performance bonus, depending upon his performance and the Company's profitability. Mr. Yates's target bonus is 75% of his annual base salary. Mr. Yates is also eligible to participate in an annual stock-based incentive plan under which Mr. Yates may be awarded restricted stock at the end of each year, subject to certain performance goals.

Mr. Yates is also eligible to participate in any benefit plans that may be offered from time to time by the Company to its employees generally and in the Company's 401(k) plan, in each case subject to his satisfaction of the applicable eligibility provisions.


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