7-Eleven Inc. and its parent company, Seven & i Holdings Co. Ltd., agreed to pay $4.5 million in civil penalties to settle a Federal Trade Commission lawsuit over a violation of a 2018 antitrust consent order. The companies acquired a fuel outlet in St. Petersburg, Florida, without the required prior notice to the agency, marking the largest such penalty in FTC history.
The settlement, announced December 8, 2025, resolves a 2023 lawsuit filed in the U.S. District Court for the District of Columbia. It stems from 7-Eleven’s $3.3 billion purchase of more than 1,100 retail fuel outlets from Sunoco LP in 2018, a deal the FTC challenged for potentially reducing competition and increasing fuel prices in 76 local markets across 17 states. As part of the original consent order, 7-Eleven committed to divesting specific outlets and notifying the FTC before acquiring additional competing fuel sites in those markets for 10 years. The St. Petersburg location, in the Tampa metropolitan area, was explicitly named as one requiring advance notification.
According to the FTC complaint, 7-Eleven completed the St. Petersburg acquisition in December 2018, shortly after the consent order took effect. The company did not report the transaction until March 25, 2022, more than three years later. FTC investigators determined that 7-Eleven’s internal compliance mechanisms were insufficient, with no effective systems in place to track or flag restricted acquisitions. The agency sought penalties for a four-year violation period, potentially exceeding $77 million, but the parties negotiated the $4.5 million figure, the largest ever for a prior-notice breach and the top negotiated resolution for any order violation in the FTC Bureau of Competition’s records.
Beyond the payment, the agreement mandates divestiture of the St. Petersburg outlet to an FTC-approved buyer capable of maintaining competition. 7-Eleven must also adhere to stricter oversight, including prior approval for certain future deals and expanded notice requirements in the 76 affected markets. These steps aim to prevent further consolidation that could limit consumer options at the pump.
The FTC’s two-member commission approved the stipulated final judgment 2-0, emphasizing enforcement of merger remedies. “Under the Trump-Vance FTC, merger remedies that protect competition are once again on the table. But for merger remedies to work, firms must abide by the terms of their consent orders, and we will hold parties accountable when they don’t live up to their commitments,” said Daniel Guarnera, director of the FTC’s Bureau of Competition. “7-Eleven failed to fulfill the terms of the FTC’s consent order and is now paying a record price. The FTC will not hesitate to protect the public by actively enforcing order violations and seeking penalties against future violators.”
The 2018 Sunoco deal expanded 7-Eleven’s footprint significantly, adding outlets in states including Florida, Texas, New York and Pennsylvania. The FTC’s initial concerns focused on markets where the acquisition would leave 7-Eleven controlling a substantial share of fuel sales, potentially allowing price hikes of several cents per gallon for regular unleaded. To mitigate this, the consent order required divestitures of 26 7-Eleven-owned sites to Sunoco and retention by Sunoco of 33 sites it might otherwise have sold. A monitor trustee oversaw compliance, and the order included asset maintenance provisions to preserve site viability during transitions.
This case highlights the FTC’s renewed focus on post-merger enforcement under its current leadership. Since 2023, the agency has pursued multiple order violations, including actions against tech firms for data privacy lapses and against other retailers for undisclosed acquisitions. In the fuel sector, where margins are thin and consumers are sensitive to price swings, such oversight ensures that remedies tied to large deals deliver on promises of sustained competition. For instance, the Hart-Scott-Rodino Act, which underpins many FTC reviews, requires pre-merger notifications for deals over $119.5 million in 2025, but consent orders like the one with 7-Eleven extend scrutiny to follow-on transactions that could erode initial fixes.
In Southern Maryland, where 7-Eleven operates dozens of stores equipped with fuel pumps, the implications resonate locally. The region, encompassing Charles, Calvert and St. Mary’s counties, relies on a mix of independent stations, chains like Sheetz and Wawa, and 7-Eleven sites for daily fuel needs. Recent data from the Maryland Department of General Services shows average regular gasoline prices hovering around $3.10 per gallon in early December 2025, with variations by county. In St. Mary’s County, 7-Eleven locations in Lexington Park and elsewhere often rank among the area’s lower-cost options, tying for fifth on statewide lists per GasBuddy reports.
Local drivers benefit from 7-Eleven’s 7Rewards program, which locks in prices for up to four days via the app and offers 5 cents off per gallon or more after enrollment, with extra discounts for teachers, military personnel and first responders through ID.me verification. A 7-Eleven at 3370 Middletown Road in Waldorf, Charles County, recently posted regular unleaded at $3.14, while another at 2355 Crain Highway listed $3.09, undercutting some competitors amid winter demand from commuters along U.S. Route 301. These tools help buffer against broader market pressures, such as supply chain disruptions or seasonal spikes from holiday travel.
Yet the FTC action underscores risks in concentrated markets. Southern Maryland’s fuel landscape includes about 150 stations serving roughly 500,000 residents, with chains holding a growing share. Calvert County commissioners, in a July 2025 letter to Maryland Attorney General Anthony Brown, requested a state probe into local price disparities, noting Calvert averages often exceed those in neighboring St. Mary’s by 10-20 cents per gallon. While not directly tied to 7-Eleven, such gaps highlight how reduced competition—through unmonitored acquisitions—can amplify costs for rural and suburban pump users who drive longer distances for work or errands.
Nationally, fuel retail remains fragmented, with over 115,000 stations, but urban and peri-urban areas like those around the Capital Beltway see heavier consolidation. The American Automobile Association reports that mergers contributed to a 5-10 cent national price increase in overlapping markets over the past decade, though Maryland’s Motor Fuel Quality and Inspection Law enforces standards to protect against adulterated products. For 7-Eleven, which sources fuel from suppliers like ConocoPhillips at many sites, compliance now involves enhanced reporting to avoid repeats. The company’s U.S. operations span more than 9,700 stores, many with diesel and alternative fuels, positioning it as a key player in the $500 billion convenience sector.
Enforcement like this settlement reinforces the procedural framework of antitrust law. Under Section 13(b) of the FTC Act, the agency can seek injunctions and penalties for order breaches, calculated daily at up to $50,120 per violation in 2025. The prior-notice provision, rooted in the Clayton Act’s merger review processes, allows 30-day waiting periods for scrutiny, preventing “creeping acquisitions” that evade initial filings. In 7-Eleven’s case, the delayed disclosure not only bypassed this but also included false compliance reports, per the complaint, eroding trust in self-policing.
For consumers, the outcome means continued vigilance over fuel choices. Tools like the Maryland Energy Administration’s price reporting portal track averages weekly, aiding comparisons between chains. In Southern Maryland, where naval bases in St. Mary’s drive demand for diesel, and tourism boosts summer volumes in Calvert, stable competition keeps prices grounded. As the FTC signals tougher stances, retailers face incentives to integrate compliance into deal pipelines, potentially stabilizing costs long-term.
The settlement closes a chapter on the Sunoco integration but sets precedents for others. 7-Eleven, headquartered in Irving, Texas, with deep ties to its Japanese parent, continues expansions through franchising and tech upgrades like contactless payments. Locally, stores in La Plata and Prince Frederick offer propane and lottery alongside fuel, embedding them in community routines. This FTC win, while centered in Florida, bolsters protections that ripple to regions like Southern Maryland, where every cent per gallon counts in household budgets.
