Phillips 66 CFO exercises options, sells shares

Phillips 66 Executive VP and CFO Kevin J. Mitchell exercised stock options and sold the resulting shares.

Rhea-AI Filing Summary

Phillips 66 Executive VP and CFO Kevin J. Mitchell exercised stock options and sold the resulting shares. He exercised options for 15,629 shares of common stock at an exercise price of $94.9675 per share, then sold 15,629 shares of common stock in an open-market transaction at a weighted average price of $190.0663 per share.

After these transactions, he directly holds 97,376 shares of Phillips 66 common stock and indirectly holds 1,300.777 shares through the COP Savings Plan. His direct position includes 31,849 Restricted Stock Units that settle into common stock on a 1-for-1 basis.

Insider Trade Summary 10b5-1

Exercise and Sale: 15,629 shares ($1.49M approx. pre-tax spread)

Exercise and Sale 4 txns

Insider Mitchell Kevin J

Role Exec. VP and CFO

Sold 15,629 shs ($2.97M)

Approx. gross sale proceeds $2.97M

Approx. exercise cost $1.48M

Approx. pre-tax spread $1.49M

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (Right to Buy)	15,629	$0.00	$0.00
Exercise	Common Stock	15,629	$94.9675	$1.48M
Sale	Common Stock	15,629	$190.0663	$2.97M
holding	Common Stock	--	--	--

Holdings After Transaction: Employee Stock Option (Right to Buy) — 37,671 contracts (Direct); Common Stock — 97,376 shares (Direct); Common Stock — 1,300.777 shares (Indirect, COP Savings Plan)

Footnotes (3)

1. F1. Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis.
2. F2. The price reported above is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.00 to $190.40. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was affected.
3. F3. The options became exercisable in three equal annual installments beginning on February 5, 2020.

Key Figures

Options exercised: 15,629 shares Option exercise price: $94.9675 per share Shares sold: 15,629 shares +5 more

8 metrics

Options exercised 15,629 shares Employee Stock Options converted into common stock

Option exercise price $94.9675 per share Conversion or exercise price of Employee Stock Options

Shares sold 15,629 shares Open-market sale of common stock

Weighted average sale price $190.0663 per share Sale price for common stock, trades from $190.00 to $190.40

Direct holdings after sale 97,376 shares Total direct Phillips 66 common stock held by CFO after transactions

Indirect holdings after sale 1,300.777 shares Common stock held indirectly through COP Savings Plan

Restricted Stock Units included 31,849 RSUs RSUs that settle into Phillips 66 common stock on a 1-for-1 basis

Option expiration date February 5, 2029 Expiration of Employee Stock Options originally granted

Key Terms

Employee Stock Option (Right to Buy), Restricted Stock Units, weighted average price, open-market sale, +1 more

5 terms

Employee Stock Option (Right to Buy) financial

"security_title: Employee Stock Option (Right to Buy)"

Restricted Stock Units financial

"Includes 31,849 Restricted Stock Units that settle for shares"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

weighted average price financial

"The price reported above is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

COP Savings Plan financial

"nature_of_ownership: COP Savings Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Phillips 66 (PSX) CFO Kevin J. Mitchell do in this Form 4?

Kevin J. Mitchell exercised stock options and sold the resulting shares. He converted 15,629 options into common stock at $94.9675 per share, then sold 15,629 shares at a weighted average price of $190.0663 per share on the same date.

How many Phillips 66 (PSX) shares did the CFO sell and at what price?

The CFO sold 15,629 shares of Phillips 66 common stock. The sale occurred at a weighted average price of $190.0663 per share, with individual trades executed between $190.00 and $190.40, as disclosed in the weighted-average price footnote.

What options did the Phillips 66 (PSX) CFO exercise in this filing?

He exercised Employee Stock Options covering 15,629 shares. The options had a conversion or exercise price of $94.9675 per share and became exercisable in three equal annual installments beginning on February 5, 2020, according to the footnote.

How many Phillips 66 (PSX) shares does the CFO hold after these transactions?

After the transactions, the CFO directly holds 97,376 shares. He also indirectly holds 1,300.777 shares through the COP Savings Plan, giving him a combined reported interest of 98,676.777 shares of Phillips 66 common stock across direct and indirect holdings.

What role do Restricted Stock Units play in the CFO’s Phillips 66 (PSX) holdings?

The CFO’s direct holdings include 31,849 Restricted Stock Units (RSUs). These RSUs settle into Phillips 66 common stock on a 1-for-1 basis, meaning each RSU converts into one share of common stock when it vests, adding to his equity exposure.

What is the COP Savings Plan mentioned in the Phillips 66 (PSX) Form 4?

The COP Savings Plan is an indirect ownership vehicle for company stock. In this filing, 1,300.777 shares of Phillips 66 common stock are held indirectly for the CFO through the COP Savings Plan, which is a savings or retirement plan holding company shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 04/01/2026 - 05:43 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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^*

Mitchell Kevin J

(Last) (First) (Middle)

2331 CITYWEST BLVD.

(Street)

HOUSTON TEXAS 77042

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec. VP and CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026

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

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

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

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	03/30/2026		M		15,629	A	$94.9675	113,005(1)	D
Common Stock	03/30/2026		S		15,629	D	$190.0663(2)	97,376(1)	D
Common Stock								1,300.777	I	COP Savings Plan

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
Employee Stock Option (Right to Buy)	$94.9675	03/30/2026		M			15,629	(3)	02/05/2029	Common Stock	15,629	$0	37,671	D

Explanation of Responses:

1. Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis.

2. The price reported above is a weighted average price. These shares were sold in multiple transactions at prices ranging from $190.00 to $190.40. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was affected.

3. The options became exercisable in three equal annual installments beginning on February 5, 2020.

Remarks:

	/s/ William H. Bald, as Attorney-in-Fact	04/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)