Director Sigmund L. Cornelius receives PSX stock grant as total holdings reach 22,984 shares

Rhea-AI Filing Summary

Phillips 66 director Sigmund L. Cornelius reported an annual equity grant of company stock. On January 15, 2026, he acquired 1,423 shares of Phillips 66 common stock at a price of $140.56 per share, recorded as an acquisition. The filing explains this was an annual grant of restricted stock units (RSUs) for a non-employee director that convert into common stock on a 1-for-1 basis.

After this grant, Cornelius beneficially owned 22,984.512 shares of Phillips 66 common stock in total, which includes 2,484.5124 RSUs that also convert into common stock on a 1-for-1 basis. This reflects ongoing equity-based compensation rather than an open-market purchase or sale.

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

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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^*

CORNELIUS SIGMUND L

(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)	22,984.512(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 2,484.5124 RSUs that convert to Phillips 66 common stock on a 1-for-1 basis.

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) report for Sigmund L. Cornelius?

Phillips 66 director Sigmund L. Cornelius reported an acquisition of 1,423 shares of Phillips 66 common stock on January 15, 2026, coded as an acquisition transaction.

At what price were the shares in the PSX Form 4 transaction recorded?

The Form 4 shows a per-share price of $140.56, described as the average of the high and low trading prices of Phillips 66 stock on January 15, 2026.

Is the Phillips 66 (PSX) Form 4 transaction an open-market trade or an equity grant?

The filing states it is an annual grant to non-employee directors of Restricted Stock Units (RSUs) that convert to Phillips 66 common stock on a 1-for-1 basis, rather than an open-market purchase or sale.

How many Phillips 66 (PSX) shares does Sigmund L. Cornelius own after the reported transaction?

Following the reported grant, Sigmund L. Cornelius beneficially owned 22,984.512 shares of Phillips 66 common stock.

What portion of Sigmund L. Cornelius’s PSX holdings are RSUs?

The total holdings include 2,484.5124 Restricted Stock Units (RSUs), which convert into Phillips 66 common stock on a 1-for-1 basis.

What is the relationship of the reporting person to Phillips 66 (PSX)?

The reporting person, Sigmund L. Cornelius, is identified as a director of Phillips 66 and a non-employee director for purposes of the RSU grant.