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 26, 2011
Tesoro Corporation
(Exact name of registrant as specified in its charter)
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| Delaware | | 1-3473 | | 95-0862768 |
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(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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19100 Ridgewood Pkwy San Antonio, Texas | | 78259-1828 |
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| (Address of principal executive offices) | | (Zip Code) |
(210) 626-6000
(Registrant's telephone number,
including area code)
Not Applicable
(Former name or former address, if
changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
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| o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On September 26, 2011, the Board of Directors of Tesoro Corporation (the "Company") authorized an Anti-dilutive Share Repurchase Program (the "Repurchase Program”), pursuant to which the Company may purchase up to four million shares of its common stock. The Repurchase Program is intended to offset the dilutive effect of stock-based compensation awards granted in prior fiscal years.
The timing and amount of any share repurchases under the Repurchase Program will be determined by management based on market conditions and other considerations.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: September 28, 2011
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| | TESORO CORPORATION
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| | By: | /s/ CHARLES S. PARRISH | |
| | | Charles S. Parrish | |
| | | Executive Vice President, General Counsel and Secretary | |
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