[Form 4] Phillips 66 Insider Trading Activity

Rhea-AI Filing Summary

Gregory Hayes, a director of Phillips 66 (PSX), elected to receive 95 Restricted Stock Units (RSUs) in lieu of his monthly cash retainer, with the RSUs converting 1-for-1 into Phillips 66 common stock. The transaction date is 10/01/2025 and the filing was signed on 10/02/2025. The form reports an average price of $135.34 based on the high and low on 10/01/2025 and shows total beneficial ownership following the transaction of 29,712.8108 shares, which includes 11,112.8108 RSUs that will settle into shares.

Positive

• Director elected RSUs in lieu of cash retainer, showing compensation paid as equity
• 95 RSUs granted on 10/01/2025, converting 1-for-1 into common stock
• Filing dated 10/02/2025 discloses transaction promptly after the trade date

Negative

• None.

Insights

Corporate Governance Expert

Director elected RSUs instead of cash retainer on 10/01/2025.

The filing shows Gregory Hayes elected to receive 95 RSUs in lieu of his annual cash retainer, with RSUs converting 1-for-1 into common stock.

This is a standard director compensation election and increases reported beneficial ownership to 29,712.8108 shares, including 11,112.8108 RSUs that will settle into shares.

Securities Compliance Expert

Form 4 filed promptly after the 10/01/2025 transaction, signature dated 10/02/2025.

The report is filed under Section 16 and indicates it was submitted by one reporting person and signed by an attorney-in-fact on 10/02/2025.

The price shown, $135.34, is disclosed as the average of the high and low on the transaction date, consistent with Form 4 disclosure practices.

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).

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)
10/01/2025

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	10/01/2025		A		95(1)	A	$135.34(2)	29,712.8108(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. The reporting person elected to receive Restricted Stock Units (RSUs) in lieu of his annual cash retainer, which retainer is paid in monthly installments. RSUs 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 common stock on October 1, 2025.

3. Includes 11,112.8108 RSUs that settle for shares of Phillips 66 common stock on a 1-for-1 basis.

Remarks:

	/s/ William H. Bald, as Attorney-in-Fact	10/02/2025
	** 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 director Gregory Hayes report on Form 4 (PSX)?

The Form 4 reports that Gregory Hayes elected to receive 95 RSUs in lieu of his cash retainer on 10/01/2025, which convert 1-for-1 into Phillips 66 common stock.

How many shares does the Form 4 show after the transaction for PSX?

The filing shows 29,712.8108 shares beneficially owned following the reported transaction, including 11,112.8108 RSUs that will settle into shares.

What price is reported for the Phillips 66 transaction on 10/01/2025?

The Form 4 lists a price of $135.34, disclosed as the average of the high and low price of Phillips 66 common stock on 10/01/2025.

When was the Form 4 for PSX signed and filed?

The form shows a signature by an attorney-in-fact on 10/02/2025 and indicates the transaction date was 10/01/2025.

Did the Form 4 indicate whether the filing was by one or multiple reporting persons?

The form is marked as filed by one reporting person.