PHILLIPS 66 (PSX) Stock News, Apr-May 2025

Stonepeak and Energy Equation Partners (EEP) have agreed to acquire a majority stake in JET Tankstellen Deutschland GmbH from Phillips 66 (NYSE: PSX) in a deal valuing the business at €2.5 billion. Phillips 66 will maintain a 35% minority interest through a new joint venture.

JET is a leading fuel retailer in Germany and Austria, operating 970 service stations that serve over 700,000 customers daily. The company features convenience stores, car washes, and a growing EV charging network. JET has been recognized as Germany's most popular gas station brand by YouGov Deutschland for 15 consecutive years.

The transaction is expected to close in the second half of 2025, subject to regulatory approvals.

Phillips 66 (PSX) has announced an agreement to sell a 65% stake in its Germany and Austria retail marketing business to a consortium owned by Energy Equation Partners and Stonepeak. The transaction values the business at approximately €2.5 billion ($2.8 billion), with an Enterprise Value/EBITDA multiple of 9.1x based on expected 2025 EBITDA.

Phillips 66 will maintain a 35% non-operated interest through a new joint venture and expects to receive pre-tax cash proceeds of about €1.5 billion ($1.6 billion). The proceeds will support debt reduction and shareholder returns. The deal includes 970 sites (843 JET-branded) and a multi-year supply agreement from the MiRO Refinery. The transaction is expected to close in H2 2025, subject to regulatory approvals.

Phillips 66 (NYSE:PSX) has announced its upcoming 2025 Annual Meeting of Shareholders, scheduled for Wednesday, May 21 at 8 a.m. CT. The meeting will be held in a virtual-only format via audio webcast. Shareholders must pre-register by Tuesday, May 20 at 8 a.m. CT using their 16-digit control number and submit documentation. Only shareholders of record as of April 4, 2025 who have pre-registered can attend. The meeting will be accessible through cesonlineservices.com/psx25_vm or Phillips 66's Investors website. A replay and transcript will be made available after the meeting.

Phillips 66 (PSX) issued a statement addressing Elliott Management's proxy contest ahead of its May 21, 2025 Annual Meeting. Under CEO Mark Lashier's leadership, PSX delivered 67% total shareholder returns, outperforming the S&P 500 Energy (45%) and peer median (42%). The company returned over $14 billion to shareholders through dividends and buybacks, growing dividends at a 15% CAGR since 2012. PSX strongly opposes Elliott's proposals to separate Midstream operations and sell CPChem, arguing these would result in significant value destruction through tax leakage and dis-synergies. The company highlights its improving refining performance, with R&M EBITDA outperforming peers by $2.80 per barrel in the Central Corridor. PSX urges shareholders to vote "FOR" its four nominees on the WHITE proxy card and against Elliott's nominees, citing concerns about their ties to Elliott and potential conflicts of interest.

Elliott Investment Management, a top-five shareholder in Phillips 66 (NYSE: PSX), has released an investor presentation titled "Streamline 66: The Choice for Shareholders" ahead of the Annual General Meeting on May 21st, 2025. The activist investor is presenting shareholders with a critical choice: either support the current leadership team and status quo, or elect Elliott's four shareholder-nominated directors to drive accountability and improve long-term performance.

Elliott has filed a definitive proxy statement and GOLD universal proxy card with the SEC for the upcoming proxy contest. The firm argues that the current PSX leadership supports poor performance and maintains the status quo, while their "Streamline 66" plan would create a stronger Phillips 66.

Phillips 66 (NYSE: PSX) has issued a response to Elliott Management's May 2 letter, highlighting several unresolved concerns. The company criticizes Elliott's failure to address key issues regarding director independence, particularly concerning Bob Pease's position and Gregory Goff's relationship with Elliott. PSX questions Elliott's involvement in the ongoing CITGO bidding process, which extends beyond the Annual Meeting date. The company also scrutinizes the timing of Goff's share purchases (102,000 shares) coinciding with his Elliott agreement on April 8. Additionally, PSX challenges Elliott's proposed annual resignation policy, stating it would violate Delaware law and circumvent the company's charter and by-laws. The company maintains that Elliott's 5,886-word response failed to provide substantive solutions to these core governance and transparency issues.

Elliott Investment Management, a top-five shareholder in Phillips 66 (NYSE: PSX), has issued a critical letter to shareholders highlighting concerns about the company's corporate governance and management practices. The letter details an 18-month attempt to engage with Phillips 66's leadership that was repeatedly rebuffed. Key issues include: CEO Mark Lashier's consolidation of power as both CEO and Chairman, the board's resistance to adding independent directors, and alleged misleading statements about company performance. Elliott is pushing for the election of four independent director nominees - Brian Coffman, Sigmund Cornelius, Michael Heim, and Stacy Nieuwoudt - and urges shareholders to vote using their Gold proxy card. The activist investor criticizes Phillips 66's classified board structure and its rejection of governance expert Gregory Goff's involvement despite his $10 million personal investment in the company.

Elliott Investment Management, a top-five shareholder in Phillips 66 (PSX), has released the fifth episode of their "Streamline 66" podcast series, featuring an interview with director nominee Michael Heim, a founder of Targa Resources.

In the interview, Heim discusses Phillips 66's assets and potential improvements, noting that while the company has presence in major U.S. basins, it hasn't been performing competitively with peers. He emphasizes three key requirements for Phillips 66 Midstream's turnaround:

• Need for a clear strategy and board support for organic growth funding
• Management team with incentives based on their own success, not refinery performance
• Independent leadership and governance focused on maximizing shareholder returns

The episode is available on Streamline66.com/podcast, Apple, Spotify, and YouTube. Elliott has filed a definitive proxy statement with the SEC for the 2025 annual meeting, where they are proposing four nominees to the Phillips 66 Board.

Elliott Investment Management, a top-five shareholder in Phillips 66 (PSX), has unveiled its "Streamline 66" plan aimed at transforming the company through three key initiatives:

• Board enhancements
• Operational improvements
• Portfolio simplification

The investment firm has released a detailed investor presentation titled "Streamline 66: Elliott's Perspectives on Value Creation" to outline their strategy for unlocking substantial value and reversing Phillips 66's cycle of underperformance. Elliott has filed a definitive proxy statement with the SEC and is soliciting proxies for the election of four director nominees at the 2025 annual meeting.

Shareholders can access the complete presentation and voting information through the Streamline66.com website. Elliott has engaged Okapi Partners as their proxy solicitor, with stockholders able to contact them via toll-free number or email for additional information.