Phillips 66 SEC Filings

Vanguard Capital Management reported beneficial ownership of 30,148,338 shares of Phillips 66 common stock, representing 7.52% of the class as of 03/31/2026. The filing states Vanguard has sole dispositive power over 30,148,338 shares and sole voting power for 4,040,354 shares. The Schedule 13G discloses that the holdings include securities held for Vanguard funds and managed accounts; the filing was signed on 04/30/2026.

Phillips 66 Schedule 13G: Vanguard Portfolio Management reports beneficial ownership of 22,173,687 shares of common stock, representing 5.53% of the class as of 03/31/2026. The filing shows sole dispositive power over 22,173,687 shares and sole voting power for 72,995 shares. The filing includes affiliates and managed funds per the issuer-specific disclosure.

Phillips 66 reported net income attributable to Phillips 66 of $207 million for the quarter ended March 31, 2026, compared with $487 million a year earlier. Revenue rose to $33.0 billion from $31.7 billion, but results were pressured by large derivative losses and higher costs.

Earnings per diluted share were $0.51, down from $1.18. The company recorded a $2.65 billion net loss from commodity derivative activity and used $2.26 billion of cash in operating activities, driven mainly by higher inventories, receivables and about $3 billion of cash collateral on derivatives.

To support liquidity amid rising commodity prices, Phillips 66 had net debt borrowings of $7.7 billion, ending the quarter with $5.2 billion of cash and $0.8 billion of unused committed credit capacity. It paid $509 million in dividends and repurchased $269 million of stock, while capital spending totaled $582 million, largely in Midstream and Refining. The company also carried an $887 million accrual related to the Propel Fuels litigation judgment, which remains under appeal.

Phillips 66 reported a sharp earnings slowdown for the first quarter of 2026. Net income was $207 million, or $0.51 per diluted share, down from $2.9 billion in the prior quarter. Adjusted earnings were $200 million, or $0.49 per share.

Results were heavily affected by $839 million of mark‑to‑market losses on short derivative positions used to hedge commodity price risk, while the related inventory gains are not recognized under LIFO accounting. Refining ran at 95% crude capacity utilization with an 87% clean product yield, and the company increased its annualized quarterly dividend by 7%.

Liquidity remained significant at about $6.0 billion, including $5.2 billion of cash and $800 million of committed credit facilities. Total debt rose to $27.1 billion, lifting the debt‑to‑capital ratio to 48% from 39% in the prior quarter.

Phillips 66 issued preliminary guidance for first-quarter 2026, flagging about $900 million in pre-tax mark-to-market losses on commodity derivatives after a sharp run-up in prices. These unrealized hedge losses are not offset in book value by higher inventory values, despite a net short position of roughly 50 million barrels.

Estimated income before taxes ranges from $550–$600 million in Midstream and $80–$130 million in Chemicals, offset by expected losses in Refining, Marketing & Specialties, Renewable Fuels and Corporate. The company also projects adjusted income before taxes that excludes certain special items.

Liquidity was affected by about $3 billion of cash collateral outflows on derivatives, prompting draws on credit lines, a fully drawn $2.25 billion 364-day term loan and an upsized receivables facility. As of March 31, 2026, Phillips 66 reports roughly $6 billion of liquidity, with $27 billion of total debt and $22 billion of net debt, while reaffirming a total debt target of $17 billion by end of 2027.

Phillips 66 Executive Vice President Don Baldridge reported a routine tax-related share disposition. On April 1, he had 5,885 shares of common stock withheld to cover tax obligations tied to the vesting of Restricted Stock Units granted on April 1, 2023.

The shares were valued at an average price of $177.205 per share, based on the high and low prices that day. After this withholding, he directly owned 32,603 Phillips 66 shares, which include 15,982 RSUs that will settle into common stock on a one-for-one basis.

Phillips 66 is the subject of a Schedule 13D in which reporting owner Loreto Manolo Zamora and Link Co state beneficial ownership of 1 common share, described as representing about 10% of the class. The filing ties this percentage to an administrative claim over equity entitlements and institutional assets with an estimated value of $4,000,000,000.00 for the 2015–2026 period.

The reporting owner indicates sole voting and dispositive power over this interest, held through authority as Principal and Account Administrator of LMZ & Berkshire Hathaway Co. The stated purpose is long-term administrative and investment holding and to facilitate institutional repatriation and asset reconciliation, with no current plans for extraordinary corporate transactions.

Phillips 66 is asking shareholders to vote at its May 13, 2026 virtual annual meeting on three items: electing four Class II directors through 2029, an advisory say-on-pay resolution, and ratifying Ernst & Young LLP as auditor.

The company highlights 2025 results, including $5.0 billion in net operating cash flow and $3.1 billion returned to shareholders via dividends and buybacks. Management reports a 146% total shareholder return from June 30, 2022 to March 20, 2026, record refining utilization and clean product yields, and record NGL volumes in Midstream.

The proxy emphasizes board refreshment—ten new independent directors over five years—strong governance practices such as majority voting, proxy access and robust lead independent director duties, and a pay-for-performance program where most executive compensation is long term and performance-based. It also underscores sustainability goals, including 2030 and 2050 GHG emissions intensity reduction targets and progress on Scope 1, 2 and 3 intensity since 2019.