Every 8-K that PHILLIPS 66 (PSX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow PSX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full PSX filings page.
Phillips 66 (PSX) reported that its wholly owned subsidiary, Phillips 66 Company, amended its accounts receivable securitization program through a Fifth Amendment to its existing Receivables Purchase and Financing Agreement (RPFA). The program finances receivables through Phillips 66 Receivables LLC, a special purpose entity, with various purchaser/lenders.
The amendment establishes an uncommitted facility of up to $250 million, increases the maximum committed facility size from $1.75 billion to $2 billion, and extends the RPFA maturity date from September 28, 2026 to August 19, 2027. PNC Capital Markets LLC acts as structuring agent and PNC Bank, National Association, as administrative agent, and related financial institutions provide banking and advisory services to Phillips 66 and its affiliates for customary compensation.
Phillips 66 reported very strong results for the quarter ended June 30, 2026, with earnings of $3.847 billion and diluted EPS of $9.55, up from $207 million and $0.51 in the first quarter. Adjusted earnings were $3.788 billion, or $9.41 per share, on revenue of $52.044 billion.
Adjusted EBITDA reached $5.891 billion versus $1.230 billion in the prior quarter, driven primarily by Refining, where adjusted pre-tax income was $3.086 billion and realized refining margins improved to $24.08 per barrel. Midstream, Chemicals, Marketing and Specialties, and Renewable Fuels all posted higher adjusted pre-tax income, while corporate costs declined.
Operating cash flow was $7.259 billion (or $4.317 billion excluding working capital), supporting $887 million of capital returned to shareholders and debt reduction. Total debt fell to $20.565 billion and net debt to $16.466 billion, improving the debt-to-capital ratio to 39%. Refining crude utilization was 96% with clean product yield of 86%, and the company achieved record NGL fractionation volumes and higher renewable fuel production.
Phillips 66 reported the results of its Annual Meeting of Shareholders held on May 13, 2026. Shareholders elected four Class II directors to three-year terms ending at the 2029 annual meeting, with each nominee receiving over 271 million votes in favor and substantial broker non-votes recorded.
Shareholders also approved, on an advisory basis, the compensation of the company’s named executive officers, with 285,329,903 votes for, 10,789,646 against, and 1,671,953 abstentions. In addition, they ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for 2026 by 347,828,980 votes for, 3,118,895 against, and 912,709 abstentions.
Phillips 66 reported a sharp earnings slowdown for the first quarter of 2026. Net income was $207 million, or $0.51 per diluted share, down from $2.9 billion in the prior quarter. Adjusted earnings were $200 million, or $0.49 per share.
Results were heavily affected by $839 million of mark‑to‑market losses on short derivative positions used to hedge commodity price risk, while the related inventory gains are not recognized under LIFO accounting. Refining ran at 95% crude capacity utilization with an 87% clean product yield, and the company increased its annualized quarterly dividend by 7%.
Liquidity remained significant at about $6.0 billion, including $5.2 billion of cash and $800 million of committed credit facilities. Total debt rose to $27.1 billion, lifting the debt‑to‑capital ratio to 48% from 39% in the prior quarter.
Phillips 66 issued preliminary guidance for first-quarter 2026, flagging about $900 million in pre-tax mark-to-market losses on commodity derivatives after a sharp run-up in prices. These unrealized hedge losses are not offset in book value by higher inventory values, despite a net short position of roughly 50 million barrels.
Estimated income before taxes ranges from $550–$600 million in Midstream and $80–$130 million in Chemicals, offset by expected losses in Refining, Marketing & Specialties, Renewable Fuels and Corporate. The company also projects adjusted income before taxes that excludes certain special items.
Liquidity was affected by about $3 billion of cash collateral outflows on derivatives, prompting draws on credit lines, a fully drawn $2.25 billion 364-day term loan and an upsized receivables facility. As of March 31, 2026, Phillips 66 reports roughly $6 billion of liquidity, with $27 billion of total debt and $22 billion of net debt, while reaffirming a total debt target of $17 billion by end of 2027.
Phillips 66, through its subsidiary Phillips 66 Company, entered into a new 364-day term loan credit agreement for $2.25 billion on March 18, 2026. The entire amount was borrowed at closing and matures 364 days after that date. Borrowings bear interest at either Term SOFR plus a 1.100% margin or a reference rate plus a 0.100% margin, and are subject to covenants including a maximum consolidated net debt-to-capitalization ratio of 65%. The company can prepay the loan at any time without penalty.
On March 13, 2026, Phillips 66 Company also amended its accounts receivable securitization program. The amendment increased the maximum facility size from $1.25 billion to $1.75 billion and allows its special purpose entity to request a future increase up to $2.0 billion. Together, these steps expand the company’s short-term liquidity and financing flexibility.
Phillips 66 expanded its Board of Directors from 14 to 16 members and appointed Kevin O. Meyers and Howard I. Ungerleider as independent directors, effective immediately. Meyers’ term runs until the 2027 annual meeting, while Ungerleider’s term runs until the 2026 annual meeting.
Both new directors joined the Board’s Audit & Finance Committee and the Public Policy and Sustainability Committee. To keep the three director classes balanced as required by company governance documents, Grace Puma Whiteford was reclassified as a Class I director with a term expiring at the 2028 annual meeting.
Phillips 66 filed a current report describing that it issued a press release with its financial and operating results for the quarter ended December 31, 2025. The company also furnished additional supplemental financial and operating information for the quarter.
Both the press release and the supplemental information are provided as exhibits to the report and are treated as furnished, not filed, which means they are not subject to certain liability provisions and are not automatically incorporated into other securities filings.
Phillips 66 furnished an 8-K announcing financial and operating results for the quarter ended September 30, 2025. The company issued a press release on October 29, 2025, with additional supplemental financial and operating information. These materials are provided as Exhibits 99.1 and 99.2 and are incorporated by reference. The information is furnished and not deemed filed under the Exchange Act.
Phillips 66 reported that its wholly owned subsidiary, Phillips 66 Company, amended its accounts receivable securitization program. The amendment increases the maximum size of the receivables financing facility from $1 billion to $1.25 billion, giving the company more capacity to fund receivables through this structure.
The amendment also extends the facility’s maturity date from September 29, 2025 to September 28, 2026, keeping this source of liquidity in place for an additional year. The change is documented in a Third Amendment to the existing Receivables Purchase and Financing Agreement, which is filed as an exhibit and incorporated by reference.
Phillips 66 Company, fully guaranteed by Phillips 66, has entered into a Terms Agreement for an underwritten public offering of two series of junior subordinated notes. The company is offering $1,000,000,000 aggregate principal amount of 5.875% Series A Junior Subordinated Notes due 2056 and $1,000,000,000 aggregate principal amount of 6.200% Series B Junior Subordinated Notes due 2056. The notes are issued under a Subordinated Indenture dated September 18, 2025, among Phillips 66 Company as issuer, Phillips 66 as guarantor, and U.S. Bank Trust Company, National Association as trustee. The sale of the notes is registered under an effective shelf registration statement on Form S-3, and related agreements, indenture, note forms, and legal and tax opinions are filed as exhibits.
Phillips 66 signed a definitive agreement for certain subsidiaries to acquire the remaining 50% equity interest in WRB Refining LP, a refining joint venture the company already operates and manages. The stake will be purchased from subsidiaries of Cenovus Energy Inc. for $1.4 billion, subject to customary purchase price adjustments. Once completed, this transaction will move Phillips 66 from joint ownership to full ownership of WRB Refining LP, consolidating control over the associated refining assets.