NTI Northern Tier Energy LP Common Units Representing Limited Partner Interests (delisted)

WESTERN REFINING, INC.

NORTHERN TIER ENERGY GP LLC

(Name of Person(s) Filing Statement)

Common Units Representing Limited Partner Interests

(Title of Class of Securities)

665826103

(CUSIP Number of Class of Securities)

This statement is filed in connection with (check the appropriate box):

Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies:   ¨

Check the following box if the filing is a final amendment reporting the results of the transaction:   x

Calculation of Filing Fee

INTRODUCTION

This Amendment No. 4 to Rule 13e-3 Transaction Statement on Schedule 13E-3 (this “Schedule”) is being filed by (i) Northern Tier Energy LP, a Delaware limited partnership (“NTI”) and the issuer of the common units representing limited partner interests in NTI that are the subject of the Rule 13e-3 transaction, (ii) Western Refining, Inc., a Delaware corporation (“WNR”), and (iii) Northern Tier Energy GP LLC, a Delaware limited liability company, the general partner of NTI and a wholly-owned subsidiary of WNR (“NTI GP”). This Schedule relates to the Agreement and Plan of Merger, dated as of December 21, 2015, by and among NTI, WNR, Western Acquisition Co, LLC, a Delaware limited liability company (“MergerCo”) and NTI GP (the “Merger Agreement”). Pursuant to the terms of the Merger Agreement, on June 23, 2016, MergerCo was merged with and into NTI, with NTI continuing as the surviving limited partnership and a wholly-owned subsidiary of WNR (the “Merger”). As a result, MergerCo is no longer a filing person because it was merged with and into NTI.

WNR has filed with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 (Registration No. 333-209031) (as amended by Amendment No. 1, Amendment No. 2 and Amendment No. 3 thereto, the “Form S-4”), which contains a proxy statement and a prospectus (the “proxy statement/prospectus”) and constitutes (i) a prospectus of WNR under Section 5 of the Securities Act of 1933, as amended (the “Securities Act”), with respect to the WNR common stock to be issued pursuant to the Merger Agreement and (ii) a notice of meeting and a proxy statement of NTI under Section 14(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), with respect to the special meeting of NTI common unitholders, at which NTI common unitholders were asked to consider and vote on, among other matters, a proposal to approve the Merger Agreement. The Form S-4 was declared effective by the SEC on May 23, 2016, and the proxy statement/prospectus was mailed to NTI unitholders on or about May 23, 2016. The special meeting of NTI common unitholders was held on June 23, 2016, where the NTI common unitholders voted to approve the Merger Agreement and the transactions contemplated thereby and to approve, on an advisory basis, the compensation payments that may be paid or become payable to NTI’s named executive officers in connection with the Merger. A copy of the proxy statement/prospectus is attached hereto as Exhibit (a)(3) and a copy of the Merger Agreement is attached as Annex A to the proxy statement/prospectus. All references in this Schedule to Items numbered 1001 to 1016 are references to Items contained in Regulation M-A under the Exchange Act.

This Amendment No. 4 to the Schedule is being filed pursuant to Rule 13e-3(d)(3) to report the results of the transaction that is the subject of this Schedule.

The cross-references below are being supplied pursuant to General Instruction G to Schedule 13E-3 and show the location in the proxy statement/prospectus of the information required to be included in response to the items of Schedule 13E-3. The information contained in the proxy statement/prospectus, including all annexes thereto and documents incorporated by reference therein, is hereby expressly incorporated herein by reference. Terms used but not defined in this Schedule shall have the meanings given to them in the proxy statement/prospectus.

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Regulation M-A Item 1011

Item 15 is hereby amended and supplemented as follows:

On June 23, 2016, NTI held a special meeting of its common unitholders in order to vote upon proposals relating to the Merger, including a proposal to approve the Merger Agreement and the transactions contemplated thereby and a proposal to approve, on an advisory, non-binding basis, the compensation payments to be paid or become payable to NTI’s named executive officers in connection with the Merger. At the special meeting, a majority of the outstanding NTI common units were voted to approve both proposals.

On June 23, 2016, MergerCo and NTI filed a Certificate of Merger with the Secretary of State of the State of Delaware, pursuant to which MergerCo was merged with and into NTI, with NTI continuing as the surviving limited partnership. As a result of the Merger, NTI became an indirect wholly owned subsidiary of WNR.

As a result of the Merger, NTI ceased to be a publicly traded company and its common units will no longer be listed on any quotation system or exchange, including the New York Stock Exchange.

Regulation M-A Item 1016

Item 16 is hereby amended and supplemented as follows:

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SIGNATURES

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: June 30, 2016

Dated: June 30, 2016

Dated: June 30, 2016

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