Phillips 66 (PSX) CEO Mark Lashier granted 29,148 RSUs in stock award

Rhea-AI Filing Summary

Phillips 66 Chairman and CEO Mark E. Lashier reported an equity award of 29,148 shares of common stock on February 10, 2026. The award, coded as an acquisition grant, was valued at an average price of $156.70 per share, based on that day’s high-low average.

After this grant, Lashier directly beneficially owned 110,532 shares, which include 86,991 restricted stock units that each convert into one Phillips 66 share. He also reported indirect beneficial ownership of 15,628 shares held by a SLAT and 15,628 shares held by a family trust.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lashier Mark E

(Last) (First) (Middle)

2331 CITYWEST BLVD.

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Phillips 66 [ PSX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/10/2026		A		29,148	A	$156.7(1)	110,532(2)	D
Common Stock								15,628	I	By SLAT
Common Stock								15,628	I	By Family Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reflected above is the average of the high and the low price of the Company's stock on February 10, 2026.

2. Includes 86,991 Restricted Stock Units (RSUs), including the 29,148 RSUs reported on this Form 4, that settle for shares of Phillips 66 common stock on a 1-for-1 basis.

Remarks:

	/s/ William H. Bald, as Attorney-in-Fact	02/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Phillips 66 (PSX) report about Mark E. Lashier’s recent share award?

Phillips 66 reported that Chairman and CEO Mark E. Lashier received an equity award of 29,148 common shares on February 10, 2026. The shares were granted as part of an acquisition-type award, expanding his directly beneficially owned position in the company’s stock.

At what price were Mark E. Lashier’s new Phillips 66 shares valued?

The 29,148 shares granted to Mark E. Lashier were valued at an average price of $156.70 per share. This price reflects the average of the high and low trading prices of Phillips 66 stock on February 10, 2026, the grant date.

How many Phillips 66 shares does Mark E. Lashier own after this Form 4 transaction?

After the reported grant, Mark E. Lashier directly beneficially owned 110,532 Phillips 66 shares. This total includes 86,991 restricted stock units that settle into common stock on a one-for-one basis, tying a substantial portion of his holdings to equity awards.

What restricted stock units (RSUs) are included in Mark E. Lashier’s Phillips 66 holdings?

Lashier’s direct holdings include 86,991 restricted stock units in Phillips 66, including the 29,148 RSUs reported in this Form 4. Each RSU is designed to settle into one share of Phillips 66 common stock, aligning his compensation with future share performance.

What indirect Phillips 66 share ownership did Mark E. Lashier report?

Mark E. Lashier reported indirect beneficial ownership of 15,628 Phillips 66 shares held by a SLAT and 15,628 shares held by a family trust. These indirect positions are reported separately from his directly owned shares and reflect ownership through related entities.