Phillips 66 (PSX) director Gregory Hayes reports 1,423-share RSU award

Rhea-AI Filing Summary

Phillips 66 director Gregory Hayes reported an annual equity grant of 1,423 common shares-equivalent on Form 4. The award was made on January 15, 2026 as a grant of restricted stock units (RSUs) that each convert into one share of Phillips 66 common stock.

The filing reports the grant at a reference price of $140.56 per share, which is described as the average of the high and low trading prices that day. After this grant, Hayes is shown as beneficially owning 31,419.621 shares of Phillips 66 common stock, including 12,819.6206 RSUs that reflect prior awards and routine dividend-related credits.

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^*

HAYES GREGORY

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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	01/15/2026		A		1,423(1)	A	$140.56(2)	31,419.621(3)	D

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. Annual grant to non-employee directors of Restricted Stock Units (RSUs) that convert to Phillips 66 common stock on a 1-for-1 basis.

2. The price reflected above is the average of the high and the low price of Phillips 66's stock on January 15, 2026.

3. Includes 12,819.6206 RSUs including shares acquired through routine dividend transactions that are exempt under Rule 16a-11.

Remarks:

	/s/ William H. Bald, as Attorney-in-Fact	01/20/2026
	** 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 insider transaction did Phillips 66 (PSX) director Gregory Hayes report?

Gregory Hayes reported an annual grant of 1,423 Phillips 66 common share-equivalent RSUs on January 15, 2026, coded as an acquisition on Form 4.

At what price was the Phillips 66 (PSX) director equity grant valued?

The RSU grant to Gregory Hayes was reported at $140.56 per share, described as the average of the high and low trading prices of Phillips 66 stock on January 15, 2026.

How many Phillips 66 (PSX) shares does Gregory Hayes beneficially own after this transaction?

Following the reported grant, Gregory Hayes beneficially owns 31,419.621 shares of Phillips 66 common stock, including previously granted RSUs.

What type of securities were granted to the Phillips 66 (PSX) director?

The filing describes an annual grant of Restricted Stock Units (RSUs) to Gregory Hayes, which convert into Phillips 66 common stock on a 1-for-1 basis.

How many RSUs are included in Gregory Hayes’s total Phillips 66 (PSX) holdings?

The total beneficial holdings include 12,819.6206 RSUs, which reflect prior awards and routine dividend-related credits exempt under Rule 16a-11.

Is Gregory Hayes a director or officer of Phillips 66 (PSX) in this Form 4?

In this Form 4, Gregory Hayes is identified as a director of Phillips 66 and is not reported as an officer or 10% owner.