What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-04-25 compared with 2024-10-29 · 258 added, 323 removed, 606 unchanged (49% of the section changed)

2 unchanged sentences

Millions of Dollars

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Three Months Ended March 31

Revenues and Other Income

29 unchanged sentences

Millions of Dollars

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Three Months Ended March 31

Net Income $ 526 761

17 unchanged sentences

Cash and cash equivalents $ 1,489 1,738

Accounts and notes receivable (net of allowances of $ 77 million in 2024 and $ 71 million in 2023)

Accounts and notes receivable (net of allowances of $ 70 million in 2025 and 2024)

Accounts and notes receivable—related parties 1,605 1,489

39 unchanged sentences

Millions of Dollars

Nine Months Ended

Three Months Ended March 31

Cash Flows From Operating Activities

6 unchanged sentences

Undistributed equity earnings 120 ( 180 )

Loss (gain) on early redemption of debt ( 3 ) 53

Loss on early redemption of debt — 2

Net gain on dispositions ( 1,087 ) —

Unrealized investment loss 2 34

Unrealized investment (gain) loss 10 ( 6 )

Other ( 6 ) 11

5 unchanged sentences

Taxes and other accruals 111 ( 590 )

Net Cash Provided by Operating Activities 2,993 4,839

Net Cash Provided by (Used in) Operating Activities 187 ( 236 )

Cash Flows From Investing Activities

Capital expenditures and investments ( 423 ) ( 628 )

Acquisitions, net of cash acquired ( 567 ) ( 263 )

Purchases of government obligations ( 1,100 ) —

Return of investments in equity affiliates 25 41

Proceeds from asset dispositions 2,034 2

Advances/loans—related parties ( 20 ) —

Other ( 25 ) ( 80 )

Net Cash Used in Investing Activities ( 2,118 ) ( 1,182 )

Net Cash Provided by (Used in) Investing Activities 1,591 ( 665 )

Cash Flows From Financing Activities

5 unchanged sentences

Distributions to noncontrolling interests ( 14 ) ( 13 )

Repurchase of noncontrolling interests — ( 3,957 )

Other ( 55 ) ( 73 )

7 unchanged sentences

Millions of Dollars

Three Months Ended September 30

Attributable to Phillips 66

Par Value Capital in Excess of Par Treasury Stock Retained Earnings Accum.

Other Comprehensive Loss Noncontrolling Interests Total

June 30, 2024 $ 7 19,717 ( 21,332 ) 31,372 ( 309 ) 1,052 30,507

Net income — — — 346 — 23 369

Other comprehensive income — — — — 168 — 168

Dividends paid on common stock ($ 1.15 per share)

— — — ( 477 ) — — ( 477 )

Repurchase of common stock — — ( 808 ) — — — ( 808 )

Distributions to noncontrolling interests — — — — — ( 13 ) ( 13 )

Benefit plan activity — 42 — ( 4 ) — — 38

September 30, 2024 $ 7 19,759 ( 22,140 ) 31,237 ( 141 ) 1,062 29,784

June 30, 2023 $ 7 19,463 ( 17,422 ) 28,122 ( 272 ) 1,162 31,060

Net income — — — 2,097 — 46 2,143

Other comprehensive loss — — — — ( 113 ) — ( 113 )

Dividends paid on common stock ($ 1.05 per share)

— — — ( 465 ) — — ( 465 )

Repurchase of common stock — — ( 733 ) — — — ( 733 )

Distributions to noncontrolling interests — — — — — ( 15 ) ( 15 )

Acquisition of noncontrolling interest in

DCP Midstream, LP — 17 — — — ( 25 ) ( 8 )

Benefit plan activity — 123 — ( 3 ) — — 120

September 30, 2023 $ 7 19,603 ( 18,155 ) 29,751 ( 385 ) 1,168 31,989

Three Months Ended September 30

Common Stock Issued Treasury Stock

June 30, 2024 656,534,809 237,965,626

Repurchase of common stock — 5,932,552

Shares issued—share-based compensation 352,596 —

September 30, 2024 656,887,405 243,898,178

June 30, 2023 653,361,255 208,073,327

Repurchase of common stock — 6,523,145

Shares issued—share-based compensation 1,190,792 —

September 30, 2023 654,552,047 214,596,472

See Notes to Consolidated Financial Statements.

Millions of Dollars

Nine Months Ended September 30

Three Months Ended March 31

Attributable to Phillips 66

9 unchanged sentences

Benefit plan activity — 1 — ( 4 ) — — ( 3 )

September 30, 2024 $ 7 19,759 ( 22,140 ) 31,237 ( 141 ) 1,062 29,784

March 31, 2025 $ 7 19,789 ( 22,995 ) 30,785 ( 313 ) 1,080 28,353

December 31, 2023 $ 7 19,650 ( 19,342 ) 30,550 ( 282 ) 1,067 31,650

Net income — — — 748 — 13 761

Other comprehensive income — — — — 75 — 75

Other comprehensive loss — — — — ( 30 ) — ( 30 )

Dividends paid on common stock ($ 1.05 per share)

2 unchanged sentences

Distributions to noncontrolling interests — — — — — ( 13 ) ( 13 )

Acquisition of noncontrolling interest in DCP Midstream, LP — ( 361 ) — — — ( 3,504 ) ( 3,865 )

Benefit plan activity — 24 — ( 4 ) — — 20

September 30, 2023 $ 7 19,603 ( 18,155 ) 29,751 ( 385 ) 1,168 31,989

Nine Months Ended September 30

March 31, 2024 $ 7 19,674 ( 20,489 ) 30,846 ( 312 ) 1,067 30,793

Three Months Ended March 31

Common Stock Issued Treasury Stock

2 unchanged sentences

Shares issued—share-based compensation 1,185,541 —

September 30, 2024 656,887,405 243,898,178

March 31, 2025 658,173,402 250,591,516

December 31, 2023 654,842,101 224,377,439

1 unchanged sentence

Shares issued—share-based compensation 1,442,590 —

September 30, 2023 654,552,047 214,596,472

March 31, 2024 656,284,691 232,332,556

See Notes to Consolidated Financial Statements.

5 unchanged sentences

Therefore, these interim financial statements should be read in conjunction with the consolidated financial statements and notes included in our 2024 Annual Report on Form 10-K.

The results of operations for the three and nine months ended September 30, 2024, are not necessarily indicative of the results expected for the full year.

Certain prior period financial information has been reclassified and recast for comparability.

See Note 19—Cash Flow Information and Note 21—Segment Disclosures and Related Information, for additional information.

Note 2— DCP Midstream, LP Merger (DCP LP Merger)

On June 15, 2023, we completed the acquisition of all publicly held common units of DCP Midstream, LP (DCP LP) pursuant to the terms of the Agreement and Plan of Merger, dated as of January 5, 2023 (DCP LP Merger Agreement).

The DCP LP Merger Agreement was entered into with DCP LP, its subsidiaries and its general partner entities, pursuant to which one of our wholly owned subsidiaries merged with and into DCP LP, with DCP LP surviving as a Delaware limited partnership.

Under the terms of the DCP LP Merger Agreement, at the effective time of the DCP LP Merger, each publicly held common unit representing a limited partner interest in DCP LP (other than the common units owned by DCP Midstream, LLC and its subsidiaries) issued and outstanding as of immediately prior to the effective time was converted into the right to receive $ 41.75 per common unit in cash.

We accounted for the DCP LP Merger as an equity transaction.

The DCP LP Merger increased our aggregate direct and indirect economic interest in DCP LP from 43.3 % to 86.8 % and our aggregate direct and indirect economic interests in DCP Sand Hills Pipeline, LLC (DCP Sand Hills) and DCP Southern Hills Pipeline, LLC (DCP Southern Hills) increased from 62.2 % to 91.2 %.

See Note 23—DCP Midstream Class A Segment, for additional information regarding the DCP LP Merger.

The results of operations for the three months ended March 31, 2025, are not necessarily indicative of the results expected for the full year.

Certain prior period financial information has been recast for comparability.

See Note 19—Segment Disclosures and Related Information, for further information regarding recast prior period financial information.

Note 2— Restructuring

Los Angeles Refinery

On September 20, 2024, we approved a plan to cease operations at our Los Angeles Refinery in the fourth quarter of 2025, and are evaluating potential future uses of the property.

In October 2024, we announced our intention to cease operations at our Los Angeles Refinery in the fourth quarter of 2025, and we are evaluating potential future uses of the property.

As a result of this decision, the following impacts were recorded in our Refining segment:

1 unchanged sentence

However, the estimated useful lives of the Los Angeles Refinery assets were shortened to reflect the plan to cease the use of the assets in the fourth quarter of 2025.

As such, depreciation of the $ 1,538 million carrying value of the Los Angeles Refinery assets will be accelerated through December 2025 to reduce the carrying value of the net properties, plants and equipment (PP&E) and intangible assets to the estimated salvage value of $ 241 million.

Total depreciation related to the Los Angeles Refinery assets for the three months ended September 30, 2024 was $ 50 million, including $ 25 million of accelerated depreciation.

This accelerated depreciation is included within the “Depreciation and amortization” line item on our consolidated statement of income for the three and nine months ended September 30, 2024.

• We increased our asset retirement obligations (AROs) by $ 205 million as of September 30, 2024, with a corresponding increase to the carrying amount of the related long-lived assets.

The increase was primarily driven by a change in the estimated timing of spending for asbestos abatement and decommissioning of assets at the Los Angeles Refinery.

Depreciation of the related capitalized asset retirement costs also will be recorded through December 2025, and the amount for the three and nine months ended September 30, 2024, is reflected in the accelerated depreciation discussed above.

• We recorded $ 41 million of severance costs, which are included in the “Operating expenses” line item on our consolidated statement of income for the three and nine months ended September 30, 2024.

Business Transformation

In April 2022, we began a multi-year business transformation focused on enterprise-wide opportunities to improve our cost structure.

For the three and nine months ended September 30, 2023, we recorded restructuring costs totaling $ 51 million and $ 127 million, respectively, primarily related to consulting fees.

These costs were primarily recorded in the “Selling, general and administrative expenses” line item on our consolidated statement of income and were reported in our Corporate segment.

In addition, in the three and nine months ended September 30, 2023, we recorded restructuring costs of $ 4 million and $ 38 million, respectively, associated with the integration of DCP Midstream Class A Segment primarily related to severance and contract exit costs.

These costs were primarily recorded in the “Selling, general and administrative expenses” line item on our consolidated statement of income and were reported in our Midstream segment.

As of March 31, 2025, the $ 1,019 million carrying value of the net properties, plants and equipment (PP&E) and intangible assets will be depreciated through the fourth quarter of 2025 to the estimated salvage value of $ 241 million.

Total depreciation related to the Los Angeles Refinery assets for the three months ended March 31, 2025 was $ 270 million, including $ 246 million of accelerated depreciation.

This accelerated depreciation is included within the “Depreciation and amortization” line item on our consolidated statement of income for the three months ended March 31, 2025.

• Our asset retirement obligations (AROs) at the Los Angeles Refinery were $ 276 million as of March 31, 2025, primarily reflecting asbestos abatement and decommissioning of assets.

The estimation of asset retirement obligations requires significant judgment and is subject to changes in the underlying assumptions.

Depreciation of the related capitalized asset retirement costs also will be recorded through the fourth quarter of 2025, and the amount for the three months ended March 31, 2025, is reflected in the accelerated depreciation discussed above.

Note 3— Business Combinations

On July 1, 2024, we acquired Pinnacle Midland Parent LLC to expand our natural gas gathering and processing operations in the Permian Basin for total cash consideration of $ 567 million.

Midstream Acquisitions

On July 1, 2024, we acquired Pinnacle Midland Parent LLC to expand our natural gas gathering and processing operations in the Permian Basin for cash consideration of $ 565 million.

For this acquisition, we provisionally recorded $ 325 million of PP&E, including finance lease right of use assets;

5 unchanged sentences

The fair values of the assets acquired and liabilities assumed are preliminary and subject to change until we finalize the accounting for this acquisition.

On August 1, 2023, our Marketing and Specialties (M&S) segment acquired a marketing business on the U.S.

Subsequent Midstream Acquisition

On April 1, 2025, we acquired all issued and outstanding equity interests in each of EPIC Y-Grade GP, LLC and EPIC Y-Grade, LP, together with their respective subsidiaries, which own various long haul natural gas liquids pipelines, fractionation facilities and distribution systems, for cash consideration of $ 2.2 billion, net of cash acquired.

The transaction will be accounted for as a business combination under FASB ASC 805 using the acquisition method, which requires assets acquired and liabilities assumed to be measured at their acquisition date fair values.

We are currently in the process of finalizing the initial accounting for the transaction and provisional fair value measurements will be made in the second quarter of 2025.

We may adjust the measurements in subsequent periods, up to one year from the acquisition date, as we identify additional information to complete the necessary analysis.

Marketing and Specialties Acquisition

On October 1, 2024, we acquired a marketing business on the U.S.

West Coast for total consideration of $ 68 million.

These operations were acquired to support the placement of renewable diesel produced by the Rodeo Renewable Energy Complex (RREC).

We finalized the valuation of the assets acquired and the liabilities assumed during the three months ended June 30, 2024, prior to the end of the one-year measurement period on July 31, 2024.

For this acquisition, we recorded $ 146 million of amortizable intangible assets, primarily customer relationships;

These operations were acquired to support the placement of renewable diesel produced by the Rodeo Renewable Energy Complex (Rodeo Complex).

For this acquisition, we provisionally recorded $ 20 million of amortizable intangible assets, primarily customer relationships;

$ 62 million of PP&E, including finance lease right of use assets;

$ 31 million of net working capital;

$ 67 million of goodwill;

and $ 45 million of finance lease liabilities.

The fair values of the assets acquired and liabilities assumed are preliminary and subject to change until we finalize our accounting for this acquisition.

Note 4— Sales and Other Operating Revenues

2 unchanged sentences

Millions of Dollars

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Three Months Ended March 31

Product Line and Services

3 unchanged sentences

Services and other *

641 392 2,371 1,750

Consolidated sales and other operating revenues $ 30,430 35,811

9 unchanged sentences

Contract-Related Assets and Liabilities

At September 30, 2024 and December 31, 2023, receivables from contracts with customers were $ 8,542 million and $ 9,638 million, respectively.

At March 31, 2025, and December 31, 2024, receivables from contracts with customers were $ 7,992 million and $ 8,615 million, respectively.

Significant noncustomer balances, such as buy/sell receivables and excise tax receivables, were excluded from these amounts.

Our contract-related assets include payments we make to our marketing customers related to incentive programs.

Our contract-related assets also include payments we make to our marketing customers related to incentive programs.

An incentive payment is initially recognized as an asset and subsequently amortized as a reduction to revenue over the contract term, which generally ranges from 5 to 15 years.

At September 30, 2024 and December 31, 2023, our asset balances related to such payments were $ 608 million and $ 537 million, respectively.

Our contract liabilities represent advances from our customers prior to product or service delivery.

At September 30, 2024 and December 31, 2023, contract liabilities were $ 183 million and $ 187 million, respectively.

At March 31, 2025, and December 31, 2024, our asset balances related to such payments were $ 659 million and $ 643 million, respectively.

Our contract liabilities primarily represent advances from our customers prior to product or service delivery.

At March 31, 2025, and December 31, 2024, contract liabilities were $ 203 million and $ 232 million, respectively.

Remaining Performance Obligations

2 unchanged sentences

We also have certain contracts in our Midstream segment that include minimum volume commitments with fixed pricing.

At September 30, 2024, the remaining performance obligations related to these minimum volume commitment contracts amounted to $ 341 million.

This amount excludes variable consideration and estimates of variable rate escalation clauses in our contracts with customers, and is expected to be recognized through 2031 with a weighted average remaining life of three years as of September 30, 2024.

At March 31, 2025, the remaining performance obligations related to these minimum volume commitment contracts amounted to $ 579 million.

This amount excludes variable consideration and estimates of variable rate escalation clauses in our contracts with customers, and is expected to be recognized through 2035 with a weighted average remaining life of three years as of March 31, 2025.

Note 5— Credit Losses

9 unchanged sentences

In addition, when events and circumstances arise that may affect certain counterparties’ abilities to fulfill their obligations, we enhance our credit monitoring, and we may seek collateral to support some transactions or require prepayments from higher-risk counterparties.

At September 30, 2024 and December 31, 2023, we reported $ 10,440 million and $ 11,730 million of accounts and notes receivable, respectively, net of allowances of $ 77 million and $ 71 million, respectively.

Based on an aging analysis at September 30, 2024, more than 95 % of our accounts receivable were outstanding less than 60 days.

We are also exposed to credit losses from off-balance sheet exposures, such as guarantees of joint venture debt and standby letters of credit.

See Note 13—Guarantees and Note 14—Contingencies and Commitments, for more information regarding these off-balance sheet exposures.

At March 31, 2025, and December 31, 2024, we reported $ 10,221 million and $ 11,033 million of accounts and notes receivable, net of allowances of $ 70 million for both periods.

Based on an aging analysis at March 31, 2025, more than 95 % of our accounts receivable were outstanding less than 60 days.

We are also exposed to credit losses from off-balance sheet exposures, such as guarantees of joint venture debt and accounts receivables sold under a securitization facility, as well as standby letters of credit.

See Note 11—Debt, Note 12—Guarantees, and Note 13—Contingencies and Commitments, for more information on these off-balance sheet exposures.

Note 6— Inventories

3 unchanged sentences

Crude oil and products $ 4,791 3,547

$ 5,598 3,330

Materials and supplies 449 448

$ 5,240 3,995

* Includes feedstocks other than crude oil.

Inventories valued on the last-in, first-out (LIFO) basis totaled $ 5,491 million and $ 3,050 million at September 30, 2024 and December 31, 2023, respectively.

The estimated excess of current replacement cost over LIFO cost of inventories amounted to approximately $ 4.5 billion and $ 5.3 billion at September 30, 2024 and December 31, 2023, respectively.

Inventories valued on the last-in, first-out (LIFO) basis totaled $ 4,694 million and $ 3,443 million at March 31, 2025, and December 31, 2024, respectively.

The estimated excess of current replacement cost over LIFO cost of inventories amounted to approximately $ 5.4 billion and $ 4.9 billion at March 31, 2025, and December 31, 2024, respectively.

Certain planned reductions in inventory that are not expected to be replaced by the end of the year cause liquidations of LIFO inventory values.

LIFO liquidations did not have a material impact on net income for the three and nine months ended September 30, 2024 and 2023.

LIFO liquidations did not have a material impact on net income for the three months ended March 31, 2025 and 2024.

Note 7— Investments, Loans and Long-Term Receivables

8 unchanged sentences

In February 2022, the U.S.

Supreme Court (the Court) denied Dakota Access’ writ of certiorari requesting the Court to review the trial court’s decision to order the EIS and vacate the easement.

Supreme Court (the Supreme Court) denied Dakota Access’ writ of certiorari requesting the Supreme Court to review the trial court’s decision to order the EIS and vacate the easement.

Therefore, the requirement to prepare the EIS stood.

10 unchanged sentences

If reauthorization occurs, new litigation challenging the reauthorization may be filed.

In October 2024, the Tribe filed another lawsuit against the USACE in federal district court in Washington, D.C., again challenging USACE’s allowance of pipeline operations while the EIS process proceeds.

In this lawsuit, the Tribe purports to introduce new evidence regarding the pipeline’s proximity to a reservoir and attempts to relitigate arguments about the need for injunctive relief to support its position that the Supreme Court should halt pipeline operations.

A consortium of 13 states has joined Dakota Access as intervenors.

The consortium argues that the pipeline reduces pollution compared to other modes of transportation and that Dakota Access is integral to the health of regional energy and agriculture markets.

The Tribe’s prior request for a shutdown was denied in May 2021.

This latest lawsuit seeking a shutdown does not change the current deadline for the issuance of the final EIS.

Motions to Dismiss the latest lawsuit were filed by USACE, Dakota Access, and Intervenors and opposed by the Tribe.

The parties are awaiting the district court’s decision.

On March 19, 2025, the Tribe filed a notice in support of its latest lawsuit, indicating three additional facts for the district court to consider when making its ruling on the lawsuit.

These facts relate to events regarding Energy Transfer LP’s conduct and third-party actions against it.

Dakota Access and ETCO have guaranteed repayment of senior unsecured notes issued by a wholly owned subsidiary of Dakota Access.

1 unchanged sentence

We funded our 25 % share of the repayment, or $ 250 million, with a capital contribution of $ 171 million in March 2024 and $ 79 million of distributions we elected not to receive from Dakota Access in the first quarter of 2024.

At September 30, 2024, the aggregate principal amount outstanding of Dakota Access’ senior unsecured notes was $ 850 million.

At March 31, 2025, the aggregate principal amount outstanding of Dakota Access’ senior unsecured notes was $ 850 million.

In addition, Phillips 66 Partners LP (Phillips 66 Partners), a wholly owned subsidiary of Phillips 66, and its co-venturers in Dakota Access also provided a Contingent Equity Contribution Undertaking (CECU) in conjunction with the notes offering.

Under the CECU, the co-venturers may be severally required to make proportionate equity contributions to Dakota Access if there is an unfavorable final judgment in the above-mentioned ongoing litigation.

At September 30, 2024, our 25 % share of the maximum potential equity contributions under the CECU was approximately $ 215 million.

At March 31, 2025, our 25 % share of the maximum potential equity contributions under the CECU was approximately $ 215 million.

If the pipeline is required to cease operations, it may have a material adverse effect on our results of operations and cash flows.

Should operations cease and Dakota Access and ETCO not have sufficient funds to pay its expenses, we also could be required to support our 25 % share of the ongoing expenses, including scheduled interest payments on the notes of approximately $ 10 million annually, in addition to the potential obligations under the CECU at September 30, 2024.

At September 30, 2024, the aggregate book value of our investments in Dakota Access and ETCO was $ 882 million.

At March 31, 2025, the aggregate book value of our investments in Dakota Access and ETCO was $ 875 million.

OnCue Holdings, LLC (OnCue)

We hold a 50 % interest in OnCue, a joint venture that owns and operates retail convenience stores.

We fully guaranteed various debt agreements of OnCue and our co-venturer did not participate in the guarantees.

This entity is considered a variable interest entity (VIE) because our debt guarantees resulted in OnCue not being exposed to all potential losses.

We have determined we are not the primary beneficiary because we do not have the power to direct the activities that most significantly impact economic performance.

At September 30, 2024, our maximum exposure to loss was $ 239 million, which represented the book value of our investment in OnCue of $ 178 million and guaranteed debt obligations of $ 61 million.

We fully guarantee various debt agreements of OnCue and our co-venturer does not participate in the guarantees.

This entity is considered a variable interest entity (VIE) because our debt agreements resulted in OnCue not being exposed to all potential losses.

We have determined that we are not the primary beneficiary because we do not have the power to direct the activities that most significantly impact economic performance.

At March 31, 2025, our maximum exposure to loss was $ 248 million, which represented the book value of our investment in OnCue of $ 190 million and guaranteed debt obligations of $ 58 million.

Investment Dispositions

On August 1, 2024, we sold our ownership interests in certain gathering and processing assets in Louisiana and Alabama for $ 173 million and recognized a before-tax gain of $ 18 million, which is included in the “Net gain on dispositions” line item on our consolidated statement of income for the three and nine months ended September 30, 2024, and is reported in the Midstream segment.

On June 14, 2024, we sold our 25 % ownership interest in Rockies Express Pipeline LLC for $ 685 million and recognized a before-tax gain of $ 238 million, which is included in the “Net gain on dispositions” line item on our consolidated statement of income for the nine months ended September 30, 2024, and is reported in the Midstream segment.

Pending Investment Dispositions

On October 28, 2024, we entered into an agreement to sell our equity interests in certain pipeline and terminaling assets in North Dakota for total cash proceeds of approximately $ 140 million, which approximates the net book value of the assets being sold.

The transaction is expected to close in the fourth quarter of 2024, subject to completion of customary closing conditions and satisfaction of certain due diligence requirements.

On October 14, 2024, we entered into a definitive agreement to sell our 49 % non-operated equity interest in Coop Mineraloel AG (Coop) for cash proceeds of 1.06 billion Swiss francs (approximately $ 1.24 billion), consisting of a sales price of approximately 1.0 billion Swiss francs (approximately $ 1.17 billion) and an assumed dividend of 60 million Swiss francs (approximately $ 70 million) for 2024 to be paid at or prior to closing.

The sales price is subject to adjustment based on the amount of the dividend.

The transaction is subject to approval by the Swiss Competition Commission and is expected to close in the first quarter of 2025.

The net book value of our investment in Coop at September 30, 2024, was $ 152 million.

On January 31, 2025, we sold our 49 % ownership interest in Coop Mineraloel AG (Coop) and settled the foreign currency forward contracts entered into in connection with the asset sale.

We received cash proceeds of $ 1.2 billion, consisting of a sales price of $ 1.15 billion and a final dividend relating to financial year 2024 of $ 92 million from Coop that was paid on January 30, 2025.

We recognized a before-tax gain of $ 1 billion associated with the sale in the “Net gain on dispositions” line item on our consolidated statement of income for the three months ended March 31, 2025, which is reported in our M&S segment.

The final dividend of $ 92 million is included within the “Cash Flows from Operating Activities” section of our consolidated statement of cash flows.

On January 30, 2025, DCP Midstream, LP (DCP LP) sold its 25 % ownership interest in Gulf Coast Express Pipeline LLC for cash proceeds of $ 853 million.

We recognized a before-tax gain of $ 68 million, which is included in the “Net gain on dispositions” line item on our consolidated statement of income for the three months ended March 31, 2025, and is reported in our Midstream segment.

Note 8— Properties, Plants and Equipment

Our gross investment in PP&E and the associated accumulated depreciation and amortization (Accum.

Our investment in PP&E and the associated accumulated depreciation and amortization (Accum.

D&A) balances were as follows:

Millions of Dollars

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Midstream $ 26,342 5,003 21,339 26,187 4,820 21,367

5 unchanged sentences

$ 56,408 21,442 34,966 55,956 20,692 35,264

On August 30, 2024, we sold our ownership interest in certain Midstream gathering and processing assets in Texas for $ 41 million and recognized a before-tax loss of $ 9 million, which is included in the “Net gain on dispositions” line item on our consolidated statement of income for the three and nine months ended September 30, 2024.

In the first quarter of 2024, we transferred $ 1 billion in gross PP&E and $ 656 million of accumulated depreciation and amortization from our Refining segment to our Renewable Fuels segment in connection with the conversion of the Rodeo facility and the change in composition of our operating segments recast in the second quarter of 2024.

See Note 21—Segment Disclosures and Related Information, for information regarding changes to our operating segments.

See Note 2—Restructuring, for information regarding our intention to cease operations at our Los Angeles Refinery.

See Note 9—Impairments, for information regarding PP&E impairments.

Note 9— Impairments

1 unchanged sentence

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Midstream $ — 59

Refining 1 105

Marketing & Specialties 1 — 1 —

Corporate and Other 25 1

Total impairments $ 26 165

For the three and nine months ended September 30, 2024, we recorded before-tax impairments totaling $ 29 million and $ 419 million, respectively.

The before-tax impairments for the three and nine months ended September 30, 2024, included $ 28 million recorded in our Midstream segment related to certain crude gathering assets in Texas.

Before-tax impairments for the nine months ended September 30, 2024, also included $ 224 million recorded in our Midstream segment related to certain gathering and processing assets in Texas and $ 163 million related to certain crude oil processing and logistics assets in California, of which $ 104 million was reported in our Refining segment and $ 59 million was reported in our Midstream segment.

In the first quarter of 2024, we recorded before-tax impairments totaling $ 163 million related to certain crude oil processing and logistics assets in California, of which $ 104 million was reported in our Refining segment and $ 59 million was reported in our Midstream segment.

These impairment charges are included within the “Impairments” line item on our consolidated statement of income.

See Note 15—Fair Value Measurements, for additional information on the determination of fair value used to record these impairments.

Note 10— Earnings Per Share

4 unchanged sentences

Treasury stock is excluded from the denominator in both basic and diluted EPS.

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Basic Diluted Basic Diluted Basic Diluted Basic Diluted

Three Months Ended March 31

Basic Diluted Basic Diluted

Amounts Attributed to Phillips 66 Common Stockholders (millions) :

10 unchanged sentences

Senior Notes and Term Loan Issuances and Repayments

On September 9, 2024, Phillips 66 Company, a wholly owned subsidiary of Phillips 66, issued $ 1.8 billion aggregate principal amount of senior unsecured notes that are fully and unconditionally guaranteed by Phillips 66.

The senior unsecured notes issuance consisted of:

• $ 600 million aggregate principal amount of 5.250 % Senior Notes due 2031 (Additional 2031 Notes).

• $ 600 million aggregate principal amount of 4.950 % Senior Notes due 2035 (2035 Notes).

• $ 600 million aggregate principal amount of 5.500 % Senior Notes due 2055 (2055 Notes).

Interest on the Additional 2031 Notes is payable semi-annually on June 15 and December 15 of each year, commencing on December 15, 2024.

Interest on the 2035 Notes and 2055 Notes is payable semi-annually on March 15 and September 15, commencing on March 15, 2025.

On February 28, 2024, Phillips 66 Company issued $ 1.5 billion aggregate principal amount of senior unsecured notes that are fully and unconditionally guaranteed by Phillips 66.

On February 28, 2024, Phillips 66 Company, a wholly owned subsidiary of Phillips 66, issued $ 1.5 billion aggregate principal amount of senior unsecured notes that are fully and unconditionally guaranteed by Phillips 66.

The senior unsecured notes issuance consisted of:

4 unchanged sentences

Interest on the Additional 2033 Notes is payable semi-annually on June 30 and December 30 of each year and commenced on June 30, 2024.

On June 20, 2023, Phillips 66 Company borrowed $ 1.25 billion under its delayed draw term loan that matures in June 2026.

On March 29, 2023, Phillips 66 Company issued $ 1.25 billion aggregate principal amount of senior unsecured notes that are fully and unconditionally guaranteed by Phillips 66.

The senior unsecured notes issuance consisted of:

• $ 750 million aggregate principal amount of 4.950 % Senior Notes due December 2027.

• $ 500 million aggregate principal amount of 5.300 % Senior Notes due June 2033.

On March 29, 2024, DCP LP early redeemed $ 300 million of its 5.375 % Senior Notes due July 2025 at par with an aggregate principal amount of $ 825 million.

On February 18, 2025, upon maturity, Phillips 66 Partners repaid its 3.605 % Senior Notes due February 2025 with an aggregate principal amount of $ 59 million.

On March 29, 2024, DCP LP redeemed $ 300 million of its 5.375 % Senior Notes due July 2025.

After the redemption, an aggregate principal amount of $ 525 million remained outstanding.

On March 4, 2024, Phillips 66 Company repaid $ 700 million of the $ 1.25 billion borrowed under its delayed draw term loan that matures in June 2026.

On February 15, 2024, upon maturity, Phillips 66 repaid its 0.900 % senior notes due February 2024 with an aggregate principal amount of $ 800 million.

On May 19, 2023, DCP LP redeemed its 5.850 % junior subordinated notes due May 2043 with an aggregate principal amount outstanding of $ 550 million.

On the date of redemption, our carrying value of DCP LP’s junior subordinated notes was $ 497 million, which resulted in a $ 53 million loss before income taxes.

DCP LP’s junior subordinated notes were adjusted to fair value on August 17, 2022, in connection with the consolidation of DCP LP.

On March 15, 2023, DCP LP repaid its 3.875 % senior unsecured notes due March 2023 with an aggregate principal amount of $ 500 million.

Discharge of Senior Notes

On September 20, 2024, we extinguished (i) the remaining $ 441 million outstanding principal amount of Phillips 66 Company’s 3.605 % senior notes due February 2025 (2025 P66 Co Notes), and (ii) the remaining $ 650 million outstanding principal amount of Phillips 66’s 3.850 % senior notes due April 2025 (the 2025 PSX Notes, and together with the 2025 P66 Co Notes, the Discharged Notes), whereby we irrevocably transferred a total of $ 1,100 million in government obligations to the trustee of the 2025 P66 Co Notes and the 2025 PSX Notes.

The cash paid to purchase the government obligations is included within investing cash flows on our consolidated statement of cash flows.

These government obligations will yield sufficient principal and interest over their remaining term to permit the trustee to satisfy the remaining principal and interest due on the Discharged Notes.

Phillips 66 and Phillips 66 Company are no longer the primary obligors under the Discharged Notes.

The transfer of the government obligations to the trustee was accounted for as a transfer of financial assets.

If the trustee is unable to apply the government obligations to fund the remaining principal and interest payments on the Discharged Notes, then the Company’s obligations under the Indenture with respect to the Discharged Notes will be revived and reinstated.

We deem the likelihood of such event to be remote with no impact to the legal isolation of the assets.

Accordingly, the senior notes and the government obligations were derecognized on our balance sheet at September 30, 2024.

For the three and nine months ended September 30, 2024, we recognized an immaterial gain on the extinguishment of this debt.

Related Party Advance Term Loan Agreements

At September 30, 2024 and December 31, 2023, borrowings outstanding under our Advance Term Loan agreements with WRB Refining LP (WRB) totaled $ 290 million.

Borrowings under these agreements are due between 2035 and 2038 and bear interest at a floating rate based on adjusted term Secured Overnight Financing Rate (SOFR) plus an applicable margin, payable on the last day of each month.

Accounts Receivable Securitization

On September 30, 2024, Phillips 66 Company entered into a 364-day , $ 500 million accounts receivable securitization facility (the Receivables Securitization Facility).

Under the Receivables Securitization Facility, Phillips 66 Company sells or contributes on an ongoing basis, certain of its receivables, together with related security and interests in the proceeds thereof, to its wholly owned subsidiary, Phillips 66 Receivables LLC (P66 Receivables), a consolidated and bankruptcy-remote special purpose entity created for the sole purpose of transacting under the Receivables Securitization Facility.

Under the Receivables Securitization Facility, P66 Receivables may borrow and incur indebtedness from, and/or sell certain receivables in an amount not to exceed $ 500 million in the aggregate, and will secure its obligations with a pledge of undivided interests in such receivables, together with related security and interests in the proceeds thereof, to PNC Bank, National Association, as Administrative Agent, for the benefit of the secured parties thereunder.

Sales of accounts receivables under the Receivables Securitization Facility meet the sale criteria under ASC 860, Transfers and Servicing, and are derecognized from the consolidated balance sheet.

P66 Receivables guarantees payment, in full, for accounts receivables sold to the purchasers.

For the three months ended March 31, 2025, we sold $ 130 million of accounts receivables for cash proceeds under the Receivables Securitization Facility.

We recognized an immaterial charge associated with the transfer of financial assets, which is included as a component within the line item “Selling, general and administrative expense” on our consolidated statement of income during the three months ended March 31, 2025.

At March 31, 2025, we had utilized $ 130 million of our $ 500 million Receivable Securitization Facility from sold accounts receivables not yet remitted to the purchaser.

Additionally, we had no outstanding borrowings at March 31, 2025.

Therefore, at March 31, 2025, we had unused capacity of $ 370 million.

At December 31, 2024, we had utilized the full $ 500 million of our Receivables Securitization Facility from $ 125 million of sold accounts receivables not yet remitted to the purchaser and $ 375 million of outstanding borrowings.

On April 1, 2025, Phillips 66 Company amended the Receivables Securitization Facility to, among other things, increase the maximum size of the Receivables Securitization Facility from $ 500 million to $ 1 billion.

Credit Facilities and Commercial Paper

Phillips 66 and Phillips 66 Company

On September 30, 2024, Phillips 66 Company entered into a 364 -day, $ 500 million accounts receivable securitization facility (the Receivables Securitization Facility).

Under the Receivables Securitization Facility, Phillips 66 Company sells or contributes on an ongoing basis, certain of its receivables, together with related security and interests in the proceeds thereof, to its wholly-owned subsidiary, Phillips 66 Receivables LLC, a consolidated and bankruptcy-remote special purpose entity created for the sole purpose of transacting under the Receivables Securitization Facility.

Under the Receivables Securitization Facility, Phillips 66 Receivables LLC may borrow and incur indebtedness from, and/or sell certain receivables to the Purchaser/Lenders in an amount not to exceed $ 500 million in the aggregate, and will secure its obligations with a pledge of undivided interests in such receivables, together with related security and interests in the proceeds thereof, to PNC Bank, National Association, as Administrative Agent, for the benefit of the secured parties thereunder.

Accounts outstanding under the Receivables Securitization Facility accrue interest at an adjusted SOFR.

Phillips 66 Receivables LLC’s sole activity consists of purchasing receivables from Phillips 66 Company, providing those receivables as collateral for Phillips 66 Receivables LLC’s borrowings or on-selling certain of its receivables under the Receivables Securitization Facility.

Phillips 66 Receivables LLC is a separate legal entity with its own separate creditors, who will be entitled, upon its liquidation, to be satisfied out of Phillips 66 Receivables LLC’s assets prior to assets or value in Phillips 66 Receivables LLC becoming available to Phillips 66 Receivables LLC’s equity holders, and the assets of Phillips 66 Receivables LLC, including any funds of Phillips 66 Receivables LLC that may be commingled with funds of any of its affiliates for purposes of cash management and related efficiencies, are not available to pay creditors of Phillips 66 Company, Phillips 66 or any affiliate thereof.

Collections on receivables in excess of amounts owed by Phillips 66 Receivables LLC under the Receivables Securitization Facility are available to Phillips 66 Receivables LLC for payment to Phillips 66 Company, for sales of its receivables to Phillips 66 Receivables LLC under the Securitization Facility, and otherwise for distribution to Phillips 66 Company, in each case, subject to the terms set forth in the Receivables Securitization Facility.

The amount available for borrowing or sale of receivables may be limited by the availability of eligible receivables and other customary factors and conditions, as well as the covenants set forth in the Receivables Securitization Facility.

At September 30, 2024, we had unused capacity of $ 500 million under the Receivables Securitization Facility.

On January 13, 2025, we entered into a $ 200 million uncommitted credit facility (the 2025 Uncommitted Facility) with Phillips 66 Company as the borrower and Phillips 66 as the guarantor.

The 2025 Uncommitted Facility contains covenants and events of default customary for unsecured uncommitted facilities.

The 2025 Uncommitted Facility has no commitment fees or compensating balance requirements.

Outstanding borrowings under the 2025 Uncommitted Facility bear interest at a rate of either (a) the adjusted term SOFR plus the applicable margin, (b) the adjusted daily simple SOFR plus the applicable margin or (c) the base rate, in each case plus the applicable margin.

Each borrowing matures six months from the date of such borrowing.

We may at any time prepay outstanding borrowings, in whole or in part, without premium or penalty.

At March 31, 2025, no amount had been drawn under the 2025 Uncommitted Facility.

On June 25, 2024, we entered into a $ 400 million uncommitted credit facility (the Uncommitted Facility) with Phillips 66 Company as the borrower and Phillips 66 as the guarantor.

4 unchanged sentences

We may at any time prepay outstanding borrowings, in whole or in part, without premium or penalty.

At September 30, 2024, $ 400 million was outstanding under the Uncommitted Facility.

At March 31, 2025, no amount had been drawn under the 2024 Uncommitted Facility, while at December 31, 2024, the entire $ 400 million had been drawn.

On February 28, 2024, we entered into a new $ 5 billion revolving credit agreement (the Facility) with Phillips 66 Company as the borrower and Phillips 66 as the guarantor and a scheduled maturity date of February 28, 2029.

11 unchanged sentences

The pricing levels for the commitment fee and interest-rate margins are determined based on the ratings in effect for our senior unsecured long-term debt from time to time.

At September 30, 2024 and December 31, 2023, no amount had been drawn under the Facility or the previous revolving credit facility, respectively.

At March 31, 2025, and December 31, 2024, no amount had been drawn under the Facility.

Phillips 66 also has a $ 5 billion uncommitted commercial paper program for short-term working capital needs that is supported by the Facility.

Commercial paper maturities are contractually limited to less than one year.

At September 30, 2024, $ 200 million of commercial paper had been issued under this program.

At December 31, 2023, no borrowings were outstanding under this program.

At March 31, 2025, no borrowings were outstanding under this program, while at December 31, 2024, $ 435 million of commercial paper had been issued under this program.

DCP Midstream Class A Segment

On March 15, 2024, DCP LP terminated its $ 1.4 billion credit facility and its accounts receivable securitization facility that previously provided for up to $ 350 million of borrowing capacity.

At December 31, 2023, DCP LP had $ 25 million in borrowings outstanding under its $ 1.4 billion credit facility and $ 350 million of borrowings outstanding under its accounts receivable securitization facility, which were repaid during the three months ended March 31, 2024.

In conjunction with the termination of these facilities, DCP LP repaid $ 25 million in borrowings outstanding under its $ 1.4 billion credit facility and $ 350 million of borrowings outstanding under its accounts receivable securitization facility during the three months ended March 31, 2024.

Note 12— Guarantees

At September 30, 2024, we were liable for certain contingent obligations under various contractual arrangements as described below.

At March 31, 2025, we were liable for certain contingent obligations under various contractual arrangements as described below.

We recognize a liability for the fair value of our obligation as a guarantor for newly issued or modified guarantees.

3 unchanged sentences

Under the operating lease agreement for our headquarters facility in Houston, Texas, we have the option, at the end of the lease term in September 2025, to request to renew the lease, purchase the facility or assist the lessor in marketing it for resale.

We have a residual value guarantee associated with the operating lease agreement with a maximum potential future exposure of $ 514 million at September 30, 2024.

We have a residual value guarantee associated with the operating lease agreement with a maximum potential future exposure of $ 514 million at March 31, 2025.

We also have residual value guarantees associated with railcar, airplane and truck leases with maximum potential future exposures totaling $ 176 million.

3 unchanged sentences

See Note 7—Investments, Loans and Long-Term Receivables, for additional information regarding Dakota Access and the CECU.

At September 30, 2024, we also had other guarantees outstanding primarily for our portion of certain joint venture debt, which have remaining terms of up to five years .

At March 31, 2025, we also had other guarantees outstanding primarily for our portion of certain joint venture debt, which have remaining terms of up to five years .

The maximum potential future exposures under these guarantees were approximately $ 293 million.

5 unchanged sentences

The majority of these indemnifications are related to environmental issues, which generally have indefinite terms and potentially unlimited exposure.

At September 30, 2024 and December 31, 2023, the carrying amount of recorded indemnifications was $ 143 million and $ 159 million, respectively.

At March 31, 2025, and December 31, 2024, the carrying amount of recorded indemnifications was $ 122 million and $ 125 million, respectively.

We amortize the indemnification liability over the relevant time period, if one exists, based on the facts and circumstances surrounding each type of indemnity.

1 unchanged sentence

Although it is reasonably possible future payments may exceed amounts recorded, due to the nature of the indemnifications, it is not possible to make a reasonable estimate of the maximum potential amount of future payments.

At September 30, 2024 and December 31, 2023, environmental accruals for known contamination of $ 98 million and $ 114 million, respectively, were included in the carrying amount of the recorded indemnifications noted above.

At March 31, 2025, and December 31, 2024, environmental accruals for known contamination of $ 98 million and $ 100 million, respectively, were included in the carrying amount of the recorded indemnifications noted above.

These environmental accruals were primarily included in the “Asset retirement obligations and accrued environmental costs” line item on our consolidated balance sheet.

For additional information about environmental liabilities, see Note 13—Contingencies and Commitments.

Additionally, P66 Receivables has guaranteed all borrowings and receivables sold under our Receivables Securitization Facility.

At March 31, 2025, $ 127 million of the sold accounts receivable remained uncollected, which represents our maximum potential future exposure under the guarantee associated with the Receivables Securitization Facility.

See Note 11—Debt, for information regarding our Receivables Securitization Facility.

Indemnification and Release Agreement

7 unchanged sentences

We regularly assess the need for financial recognition or disclosure of these contingencies.

In the case of all known contingencies (other than those related to income taxes), we accrue a liability when the loss is probable and the amount of loss is reasonably estimable.

In the case of all known contingencies (other than those related to income taxes), we accrue a liability when the loss is probable and the amount is reasonably estimable.

If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued.

24 unchanged sentences

After an assessment of environmental exposures for cleanup and other costs, we make accruals on an undiscounted basis (except those pertaining to sites acquired in a business combination, which we record on a discounted basis) for planned investigation and remediation activities for sites where it is probable future costs will be incurred and these costs can be reasonably estimated.

At September 30, 2024, our total environmental accruals were $ 439 million, compared with $ 446 million at December 31, 2023.

At March 31, 2025, our total environmental accruals were $ 435 million, compared with $ 439 million at December 31, 2024.

We expect to incur a substantial amount of these expenditures within the next 30 years.

9 unchanged sentences

Ultimately, the parties were not able to reach an agreement and negotiations were terminated in August 2018.

On February 17, 2022, Propel Fuels filed a lawsuit in the Superior Court of California, County of Alameda (the Court), alleging that Phillips 66 Company misappropriated trade secrets related to Propel Fuels’ renewable fuels business during and after due diligence.

On February 17, 2022, Propel Fuels filed a lawsuit in the Superior Court of California, County of Alameda (the Propel Court), alleging that Phillips 66 Company misappropriated trade secrets related to Propel Fuels’ renewable fuels business during and after due diligence.

On October 16, 2024, a jury returned a verdict against Phillips 66 Company for $ 604.9 million in compensatory damages and issued a willfulness finding.

In 2025, the Court is expected to rule on motions anticipated to be filed by Propel Fuels seeking exemplary damages and attorneys’ fees.

Phillips 66 Company expects that Propel Fuels will ask the Court to grant treble damages.

Also in 2025, the Court is expected to rule on Phillips 66 Company’s motions for a judgment in its favor as a matter of law, or in the alternative to reduce the jury’s verdict or to grant a new trial.

In 2025, the Propel Court is expected to rule on motions filed by Propel Fuels seeking exemplary damages and attorneys’ fees.

Propel Fuels asked the Propel Court to grant treble damages and Phillips 66 Company filed a brief in opposition to that request.

A hearing on the exemplary damages was held on March 4, 2025.

Also in 2025, the Propel Court is expected to rule on motions to be filed by Phillips 66 Company for a judgment in its favor as a matter of law, or in the alternative to reduce the jury’s verdict or to grant a new trial.

Phillips 66 Company denies any wrongdoing and intends to vigorously defend its position.

As a result of the jury verdict, the Company has recorded an accrual of $ 604.9 million which is included in the “Selling, general and administrative expenses” line on our consolidated statement of income for the three and nine months ended September 30, 2024, and is reported in the M&S segment.

In addition, the accrued amount is reflected as “Other liabilities and deferred credits” on our consolidated balance sheet as of September 30, 2024.

As a result of the jury verdict in October 2024, the Company recorded an accrual of $ 604.9 million during the third quarter of 2024, which was reported in the M&S segment.

The accrued amount is reflected as “Other liabilities and deferred credits” on our consolidated balance sheet as of March 31, 2025, and December 31, 2024.

However, it is reasonably possible that the estimate of the loss could change based on the progression of the case, including the appeals process.

6 unchanged sentences

Under these agreements, we may be required to provide any such company with additional funds through advances and penalties for fees related to throughput capacity not utilized.

At September 30, 2024, we had performance obligations secured by letters of credit and bank guarantees of $ 848 million related to various purchase and other commitments incident to the ordinary conduct of business.

At March 31, 2025, we had performance obligations secured by letters of credit and bank guarantees of $ 778 million related to various purchase and other commitments incident to the ordinary conduct of business.

Note 14— Derivatives and Financial Instruments

3 unchanged sentences

Gains and losses from derivative contracts held for trading not directly related to our physical business are reported net in the “Other income” line item on our consolidated statement of income.

Cash flows from all our derivative activity for the periods presented appear in the operating section on our consolidated statement of cash flows.

Realized and unrealized gains on the foreign currency derivative entered into in connection with the sale of our 49 % ownership interest in Coop are reported in the “Net gain on dispositions” line item on our consolidated statement of income.

Cash flows from all of our commodity derivative activity for the periods presented appear in the operating section on our consolidated statement of cash flows.

Purchase and sales contracts with firm minimum notional volumes for commodities that are readily convertible to cash are recorded on our consolidated balance sheet as derivatives unless the contracts are eligible for, and we elect, the normal purchases and normal sales exception, whereby the contracts are recorded on an accrual basis.

We generally apply the normal purchases and normal sales exception to eligible crude oil, refined petroleum product, NGL, natural gas, renewable feedstock, and power commodity contracts to purchase or sell quantities we expect to use or sell in the normal course of business.

We generally apply the normal purchases and normal sales exception to eligible crude oil, refined petroleum product, NGL, natural gas, renewable feedstocks, and power commodity contracts to purchase or sell quantities we expect to use or sell in the normal course of business.

All other derivative instruments are recorded at fair value on our consolidated balance sheet.

For further information regarding the fair value of derivatives, see Note 16—Fair Value Measurements.

For further information on the fair value of derivatives, see Note 15—Fair Value Measurements.

Commodity Derivative Contracts

We sell into or receive supply from the worldwide crude oil, refined petroleum product, NGL, natural gas, renewable feedstock, and electric power markets, exposing our revenues, purchases, cost of operating activities and cash flows to fluctuations in the prices for these commodities.

We sell into or receive supply from the worldwide crude oil, refined petroleum product, NGL, natural gas, renewable feedstocks and renewable fuels, and electric power markets, exposing our revenues, purchases, cost of operating activities and cash flows to fluctuations in the prices for these commodities.

Generally, our policy is to remain exposed to the market prices of commodities;

1 unchanged sentence

We also use the market knowledge gained from these activities to capture market opportunities such as moving physical commodities to more profitable locations, storing commodities to capture seasonal or time premiums, and blending commodities to capture quality upgrades.

The following table presents the consolidated balance sheet line items that include the fair values of commodity derivative assets and liabilities.

The following table indicates the consolidated balance sheet line items that include the fair values of commodity derivative assets and liabilities.

The balances in the following table are presented on a gross basis, before the effects of counterparty and collateral netting.

1 unchanged sentence

Millions of Dollars

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet Commodity Derivatives Effect of Collateral Netting Net Carrying Value Presented on the Balance Sheet

1 unchanged sentence

Prepaid expenses and other current assets $ 683 ( 584 ) — 99 1,021 ( 922 ) — 99

Other assets 41 ( 38 ) — 3 19 ( 2 ) — 17

Other accruals 2,469 ( 2,643 ) 101 ( 73 ) 1,136 ( 1,226 ) 46 ( 44 )

1 unchanged sentence

Total $ 3,230 ( 3,320 ) 121 31 2,217 ( 2,219 ) 62 60

At September 30, 2024 and December 31, 2023, there was no material cash collateral received or paid that was not offset on our consolidated balance sheet.

At March 31, 2025, and December 31, 2024, there was no material cash collateral received or paid that was not offset on our consolidated balance sheet.

The realized and unrealized gains (losses) incurred from commodity derivatives, and the line items where they appear on our consolidated statement of income, were:

Millions of Dollars

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Three Months Ended March 31

Sales and other operating revenues $ ( 65 ) ( 202 )

1 unchanged sentence

Purchased crude oil and products ( 176 ) ( 256 )

Net gain (loss) from commodity derivative activity $ 499 ( 872 ) 176 ( 499 )

Net loss from commodity derivative activity $ ( 227 ) ( 420 )

The following table summarizes our material net exposures resulting from outstanding commodity derivative contracts.

2 unchanged sentences

Financial derivative contracts may also offset physical derivative contracts, such as forward purchase and sales contracts.

The percentage of our derivative contract volumes expiring within the next 12 months was more than 90 % at September 30, 2024 and December 31, 2023.

The percentage of our derivative contract volumes expiring within the next 12 months was more than 90 % at March 31, 2025, and December 31, 2024.

Open Position

19 unchanged sentences

however, many contracts also permit us to post letters of credit as collateral.

The aggregate fair values of all derivative instruments with such credit-risk-related contingent features that were in a liability position were immaterial at September 30, 2024 and December 31, 2023.

The aggregate fair values of all derivative instruments with such credit-risk-related contingent features that were in a liability position were immaterial at March 31, 2025, and December 31, 2024.

Note 15— Fair Value Measurements

25 unchanged sentences

When applicable, we determine the fair value of interest rate swaps based on observable market valuations for interest rate swaps that have notional amounts, terms and pay and reset frequencies similar to ours.

When applicable, we determine the fair value of foreign currency derivatives based on observable market data and classify the resulting fair values as Level 2.

• Rabbi trust assets —These deferred compensation investments are measured at fair value using unadjusted quoted prices available from national securities exchanges and are therefore categorized as Level 1 in the fair value hierarchy.

9 unchanged sentences

Millions of Dollars

September 30, 2024

March 31, 2025

Fair Value Hierarchy Total Fair Value of Gross Assets & Liabilities Effect of Counterparty Netting Effect of Collateral Netting Difference in Carrying Value and Fair Value Net Carrying Value Presented on the Balance Sheet

2 unchanged sentences

Exchange-cleared instruments $ 3,141 — — 3,141 ( 3,126 ) — — 15

OTC instruments — 4 — 4 — — — 4

Physical forward contracts — 85 4 89 ( 5 ) — — 84

18 unchanged sentences

Investment in NOVONIX 36 — — 36 N/A N/A — 36

Foreign currency derivative — 67 — 67 N/A N/A — 67

$ 2,326 144 3 2,473 ( 2,118 ) — — 355

6 unchanged sentences

The rabbi trust assets and investment in NOVONIX are recorded in the “Investments and long-term receivables” line item, and floating-rate and fixed-rate debt are recorded in the “Short-term debt” and “Long-term debt” line items on our consolidated balance sheet.

The foreign currency derivative was recorded in the “Prepaid expenses and other current assets” line item on our consolidated balance sheet at December 31, 2024.

See Note 14—Derivatives and Financial Instruments, for information regarding where the assets and liabilities related to our commodity derivatives are recorded on our consolidated balance sheet.

Nonrecurring Fair Value Measurements

Equity Investments and PP&E

In the second and third quarters of 2024, we remeasured the carrying value of the net PP&E and equity method investment in certain crude gathering, and gathering and processing asset groups in Texas to fair value.

In the first quarter of 2024, we remeasured the carrying value of the net PP&E of certain crude oil processing and logistics assets in California to fair value.

Fair value was determined using a market approach.

These valuations resulted in Level 3 nonrecurring fair value measurements.

See Note 9—Impairments, for additional information regarding before-tax impairments recorded in 2024.

Note 16— Pension and Postretirement Plans

The components of net periodic benefit cost for the three and nine months ended September 30, 2024 and 2023, were as follows:

The components of net periodic benefit cost for the three months ended March 31, 2025 and 2024, were as follows:

Millions of Dollars

2 unchanged sentences

Components of Net Periodic Benefit Cost

Three Months Ended September 30

Three Months Ended March 31

Service cost $ 31 3 29 3 — 1

4 unchanged sentences

Net periodic benefit cost* $ 31 — 23 — 1 2

Nine Months Ended September 30

Service cost $ 87 10 81 9 2 3

Interest cost 86 24 88 24 6 6

Expected return on plan assets ( 115 ) ( 33 ) ( 94 ) ( 32 ) — —

Amortization of net actuarial loss (gain) 9 — 9 ( 2 ) ( 4 ) ( 5 )

Settlements 4 — 15 — — —

Net periodic benefit (credit) cost* $ 71 1 99 ( 1 ) 4 4

* Included in the “Operating expenses” and “Selling, general and administrative expenses” line items on our consolidated statement of income.

During the nine months ended September 30, 2024, we contributed $ 22 million to our U.S.

During the three months ended March 31, 2025, we contributed $ 49 million to our U.S.

pension and other postretirement benefit plans and $ 1 million to our international pension plans.

15 unchanged sentences

Net current period other comprehensive income 6 88 — 94

September 30, 2024 $ ( 112 ) ( 24 ) ( 5 ) ( 141 )

March 31, 2025 $ ( 134 ) ( 174 ) ( 5 ) ( 313 )

December 31, 2023 $ ( 120 ) ( 157 ) ( 5 ) ( 282 )

Other comprehensive income before reclassifications 2 60 — 62

Other comprehensive income (loss) before reclassifications 1 ( 32 ) — ( 31 )

Amounts reclassified from accumulated other comprehensive loss

3 unchanged sentences

Hedging — — — —

Net current period other comprehensive income 15 60 — 75

September 30, 2023 $ ( 107 ) ( 276 ) ( 2 ) ( 385 )

Net current period other comprehensive income (loss) 2 ( 32 ) — ( 30 )

March 31, 2024 $ ( 118 ) ( 189 ) ( 5 ) ( 312 )

* Included in the computation of net periodic benefit cost.

See Note 16—Pension and Postretirement Plans, for additional information.

Note 19— Cash Flow Information

In the third quarter of 2024, we began presenting the line item “Capital expenditures and investments” on our consolidated statement of cash flows exclusive of acquisitions, net of cash acquired.

Prior period information has been reclassified for comparability.

Acquisitions, net of cash acquired, were $ 567 million and $ 263 million for the nine months ended September 30, 2024 and 2023, respectively.

Supplemental Cash Flow Information

Millions of Dollars

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Non-cash investing activities

Derecognition of government obligations* 1,100 — 1,100 —

Non-cash financing activities

Derecognition of Discharged Notes* ( 1,100 ) — ( 1,100 ) —

* Refer to Note 12—Debt, for additional information regarding the derecognition of the government obligations and Discharged Notes on our balance sheet at September 30, 2024.

** Included in the gain on sale of Coop, recognized in the “Net gain on dispositions” line item on our consolidated statement of income.

See Note 7—Investments, Loans and Long-Term Receivables, for additional information.

Note 18— Related Party Transactions

1 unchanged sentence

Millions of Dollars

Three Months Ended

September 30 Nine Months Ended

2024 2023 2024 2023

Three Months Ended March 31

Operating revenues and other income (a) $ 1,036 1,133

1 unchanged sentence

Operating expenses and selling, general and administrative expenses (c) 74 69

(a) We sold NGL, other petrochemical feedstocks and solvents to Chevron Phillips Chemical Company LLC (CPChem), gas oil and hydrogen feedstocks to Excel Paralubes LLC (Excel), and refined petroleum products to several of our equity affiliates in the M&S segment, including OnCue and CF United LLC (CF United).

We also sold certain feedstocks and intermediate products to WRB and acted as an agent for WRB in supplying crude oil and other feedstocks for a fee.

(a) We sold NGL, other petrochemical feedstocks and solvents to Chevron Phillips Chemical Company LLC (CPChem), gas oil and hydrogen feedstocks to Excel Paralubes LLC (Excel Paralubes), and refined petroleum products to several of our equity affiliates in the M&S segment, including OnCue and CF United LLC (CF United).

We also sold certain feedstocks and intermediate products to WRB Refining LP (WRB) and acted as an agent for WRB in supplying crude oil and other feedstocks for a fee.

In addition, we charged several of our equity affiliates, including CPChem, for the use of common facilities, such as steam generators, waste and water treaters and warehouse facilities.

1 unchanged sentence

We also purchased natural gas and NGL from CPChem, as well as other feedstocks from various equity affiliates, for use in our refinery and fractionation processes.

In addition, we purchased base oils and fuel products from Excel for use in our specialty and refining businesses.

In addition, we purchased base oils and fuel products from Excel Paralubes for use in our specialty and refining businesses.

We paid NGL fractionation fees to CPChem.

3 unchanged sentences

Effective April 1, 2024, we changed the internal financial information reviewed by our chief executive officer to evaluate performance and allocate resources to our operating segments.

This included changes in the composition of our operating segments, as well as measurement changes for certain activities between our operating segments.

This resulted in changes to the composition of our operating segments, as well as measurement changes for certain activities between our operating segments.

The primary effects are summarized below.

Prior period information has been recast for comparability.

• Establishment of a Renewable Fuels operating segment, which includes renewable fuels activities and assets historically reported in our Refining, M&S and Midstream segments.

• Change in method of allocating results for certain Gulf Coast distillate export activities from our M&S segment to our Refining segment.

• Reclassification of certain crude oil and international clean products trading activities between our M&S segment and our Refining segment.

• Change in reporting of our 16 % investment in NOVONIX from our Midstream segment to Corporate and Other.

• Establishment of a Renewable Fuels operating segment, which includes renewable fuels activities and assets historically reported in our Refining, M&S and Midstream operating segments.

• Change in method of allocating results for certain Gulf Coast distillate export activities from our M&S operating segment to our Refining operating segment.

• Reclassification of certain crude oil and international clean products trading activities between our M&S operating segment and our Refining operating segment.

• Change in reporting of our investment in NOVONIX from our Midstream operating segment to Corporate and Other.

Our operating segments are:

1) Midstream— Provides crude oil and refined petroleum product transportation, terminaling and processing services, as well as natural gas and NGL transportation, storage, fractionation, gathering, processing and marketing services, mainly in the United States.

In addition, this segment exports liquefied petroleum gas to global markets.

2) Chemicals— Consists of our 50 % equity investment in CPChem, which manufactures and markets petrochemicals and plastics on a worldwide basis.

3) Refining— Refines crude oil and other feedstocks into petroleum products, such as gasoline, distillates and aviation fuels.

3) Refining— Refines crude oil and other feedstocks into petroleum products, such as gasoline and distillates, including aviation fuels.

This segment includes 11 refineries in the United States and Europe.

1 unchanged sentence

In addition, this segment includes the manufacturing and marketing of base oils and lubricants.

5) Renewable Fuels —Processes renewable feedstocks into renewable products at the RREC.

In addition, this segment also includes the global activities to procure renewable feedstocks, manage certain regulatory credits, and market renewable fuels.

Corporate and Other includes general corporate overhead, interest income, interest expense, our investment in research of new technologies, business transformation restructuring costs, our 16 % investment in NOVONIX, and various other corporate activities.

Corporate assets include all cash, cash equivalents and income tax-related assets.

See Note 3—Restructuring, for additional information regarding restructuring costs.

5) Renewable Fuels— Processes renewable feedstocks into renewable products at the Rodeo Complex and at our Humber Refinery.

In addition, this segment includes the global activities to procure renewable feedstocks, manage certain regulatory credits, and market renewable fuels.

Corporate and Other includes general corporate overhead, interest income, interest expense, our investment in research of new technologies, our investment in NOVONIX, and various other corporate activities.

Corporate assets include all cash, cash equivalents, income tax-related assets and enterprise information technology assets.

Intersegment sales are at prices that we believe approximate market.

Through our implementation of ASU No.

2023-07, “Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures,” we are including additional disclosures regarding significant segment expenses regularly provided to our chief operating decision maker (CODM), who is our Chief Executive Officer.

The measure of segment profit or loss reviewed by our CODM is “income (loss) before income taxes.” The CODM uses segment income (loss) before income taxes to allocate resources to each segment predominantly in the annual budgeting and forecasting process.

The CODM compares budget-to-actual segment income (loss) before income taxes on a monthly and quarterly basis and considers trend analyses as well as other market factors when making decisions about allocating capital and personnel to the segments.

The measure of segment assets reported on our consolidated balance sheet reviewed by our CODM is “Total Assets.”

Analysis of Results by Operating Segment

Millions of Dollars

Three Months Ended

September 30 Nine Months Ended

Three Months Ended March 31, 2025

Operating Segments

Midstream Chemicals Refining M&S Renewable Fuels Corporate and Other Consolidating Adjustments Total Consolidated

Revenues and Other Income

Third-party sales and other operating revenues $ 4,827 — 5,702 19,163 728 10 — 30,430

Intercompany revenues 631 — 10,173 478 781 2 ( 12,065 ) —

Total sales and other operating revenues 5,458 — 15,875 19,641 1,509 12 ( 12,065 ) 30,430

Equity in earnings of affiliates 110 113 ( 105 ) 36 ( 1 ) — — 153

Net gain on dispositions 69 — — 1,018 — — — 1,087

Other income 10 — 3 6 19 18 — 56

Total Revenues and Other Income 5,647 113 15,773 20,701 1,527 30 ( 12,065 ) 31,726

Costs and Expenses

Purchased crude oil and products 4,089 — 15,025 19,045 1,536 — ( 12,035 ) 27,660

Operating expenses* 458 2 1,074 18 96 4 ( 30 ) 1,622

Selling, general and administrative expenses* 53 ( 2 ) 46 328 18 76 — 519

Depreciation and amortization 233 — 456 20 23 59 — 791

Impairments — — 1 — — 25 — 26

Taxes other than income taxes 61 — 110 9 35 18 — 233

Interest and debt expense — — — — — 221 — 221

Other segment items **

2 — ( 2 ) ( 1 ) 4 3 — 6

Sales and Other Operating Revenues *

Total sales $ 4,432 4,581 13,619 13,997

Intersegment eliminations ( 633 ) ( 645 ) ( 2,070 ) ( 2,016 )

Total Midstream 3,799 3,936 11,549 11,981

Chemicals — — — —

Total sales 20,999 24,633 66,007 68,198

Intersegment eliminations ( 12,207 ) ( 16,049 ) ( 38,790 ) ( 43,658 )

Total Refining 8,792 8,584 27,217 24,540

Marketing and Specialties

Total sales 22,917 27,658 71,044 73,835

Intersegment eliminations ( 538 ) ( 928 ) ( 1,636 ) ( 2,222 )

Total Marketing and Specialties 22,379 26,730 69,408 71,613

Renewable Fuels

Total sales 1,343 1,279 3,987 3,568

Intersegment eliminations ( 795 ) ( 894 ) ( 2,721 ) ( 2,599 )

Total Renewable Fuels 548 385 1,266 969

Corporate and Other 10 8 28 26

Consolidated sales and other operating revenues $ 35,528 39,643 109,468 109,129

* See Note 5—Sales and Other Operating Revenues, for further details on our disaggregated sales and other operating revenues.

Total Costs and Expenses 4,896 — 16,710 19,419 1,712 406 ( 12,065 ) 31,078

Income (loss) before income taxes $ 751 113 ( 937 ) 1,282 ( 185 ) ( 376 ) — 648

Midstream $ 644 724 1,965 2,060

Chemicals 342 104 769 494

Refining ( 108 ) 1,712 410 4,481

Marketing and Specialties ( 22 ) 605 759 1,501

Renewable Fuels ( 116 ) 22 ( 226 ) 164

Corporate and Other ( 327 ) ( 354 ) ( 989 ) ( 992 )

Consolidated income before income taxes $ 413 2,813 2,688 7,708

* These significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

The total of the line items "Operating expenses" and "Selling, general and administrative expenses" is considered "Controllable costs" and is provided to the CODM.

** “Other segment items” for each reportable segment includes the following line items on our consolidated statement of income:

“Accretion on discounted liabilities” and “Foreign currency transaction (gains) losses.”

Millions of Dollars

2024 December 31

Midstream $ 28,494 29,052

Chemicals 7,908 7,357

Refining 21,690 21,013

Marketing and Specialties 9,869 10,834

Renewable Fuels 3,457 2,012

Corporate and Other 3,662 5,233

Consolidated total assets $ 75,080 75,501

Three Months Ended March 31, 2024

Operating Segments

Midstream Chemicals Refining M&S Renewable Fuels Corporate and Other Consolidating Adjustments Total Consolidated

Revenues and Other Income

Third-party sales and other operating revenues $ 4,124 — 9,225 22,084 368 10 — 35,811

Intercompany revenues 717 — 12,684 518 775 3 ( 14,697 ) —

Total sales and other operating revenues 4,841 — 21,909 22,602 1,143 13 ( 14,697 ) 35,811

Equity in earnings of affiliates 155 201 108 64 — — — 528

Net gain on dispositions — — — — — — — —

Other income 4 — 33 9 5 56 ( 10 ) 97

Total Revenues and Other Income 5,000 201 22,050 22,675 1,148 69 ( 14,707 ) 36,436

Costs and Expenses

Purchased crude oil and products 3,600 — 20,405 21,915 1,149 — ( 14,683 ) 32,386

Operating expenses* 434 ( 2 ) 953 16 72 3 ( 24 ) 1,452

Selling, general and administrative expenses* 76 ( 2 ) 38 319 11 115 — 557

Depreciation and amortization 229 — 208 36 6 25 — 504

Impairments 59 — 105 — — 1 — 165

Taxes other than income taxes 44 — 121 15 ( 34 ) 19 — 165

Interest and debt expense — — — — — 227 — 227

Other segment items **

4 — 4 8 ( 1 ) 1 — 16

Total Costs and Expenses 4,446 ( 4 ) 21,834 22,309 1,203 391 ( 14,707 ) 35,472

Income (loss) before income taxes $ 554 205 216 366 ( 55 ) ( 322 ) — 964

* These significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

The total of the line items "Operating expenses" and "Selling, general and administrative expenses" is considered "Controllable costs" and is provided to the CODM.

** “Other segment items” for each reportable segment includes the following line items on our consolidated statement of income:

“Accretion on discounted liabilities” and “Foreign currency transaction (gains) losses.”

Other Segment Disclosures

Millions of Dollars

Operating Segments

Midstream Chemicals Refining M&S Renewable Fuels Corporate and Other Total Consolidated

Three Months Ended March 31, 2025

Interest Income $ — — — — — 34 34

Capital Expenditures and Investments 216 — 176 15 9 7 423

Three Months Ended March 31, 2024

Interest Income $ — — — — — 42 42

Capital Expenditures and Investments 255 — 135 15 217 6 628

Millions of Dollars

Operating Segments

Midstream Chemicals Refining M&S Renewable Fuels Corporate and Other Total Consolidated

As of March 31, 2025

Investments In and Advances to Affiliates $ 2,261 7,899 2,278 557 15 2 13,012

Total Assets 27,421 7,921 19,732 10,382 3,144 3,238 71,838

As of December 31, 2024

Investments In and Advances to Affiliates $ 3,080 7,819 $ 2,381 719 16 2 14,017

Total Assets 28,334 7,842 19,599 9,799 3,142 3,866 72,582

Note 20— Income Taxes

Our effective income tax rates for the three and nine months ended September 30, 2024, were 11 % and 20 %, respectively, compared to 24 % and 23 % for the corresponding periods of 2023, respectively.

The decrease in our effective rate for the three months ended September 30, 2024, was primarily attributable to the impact of lower income before income taxes in 2024, discounts on purchased tax credits, non-taxable equity earnings, and a reduction to state income taxes.

The decrease in our effective rate for the nine months ended September 30, 2024, was primarily attributable to the tax benefits from share-based compensation plans, discounts on purchased tax credits, and non-taxable equity earnings.

The effective tax rate for the three months ended September 30, 2024, varied from the U.S.

federal statutory income tax rate primarily due to the impact of discounts on purchased tax credits and non-taxable equity earnings.

The effective tax rate for the nine months ended September 30, 2024, varied from the U.S.

federal statutory income tax rate primarily due to the tax benefit from share-based equity compensation plans, discounts on purchased tax credits, and non-taxable equity earnings, partially offset by state taxes.

Pursuant to the Inflation Reduction Act of 2022, we executed agreements to purchase eligible tax credits for a total of $ 372 million and $ 517 million during the three and nine months ended September 30, 2024, respectively.

We paid $ 102 million and $ 146 million to our counterparties during the three and nine months ended September 30, 2024, respectively, and the remainder will be paid by the end of 2024.

These credits were used to offset tax payments for 2023 and 2024.

Our effective income tax rate for the three months ended March 31, 2025, was 19 %, compared to 21 % for the corresponding period of 2024.

The decrease in our effective rate for the three months ended March 31, 2025, was primarily attributable to the effects of state income taxes in the period.

The effective tax rate for the three months ended March 31, 2025, varied from the U.S.

federal statutory income tax rate primarily due to the impact of tax benefits from share-based compensation plans and non-taxable items.

Note 21—DCP Midstream Class A Segment

DCP Midstream Class A Segment is comprised of the businesses, activities, assets and liabilities of DCP LP, its subsidiaries and its general partner entities.

DCP LP is a master limited partnership whose operations currently include producing and fractionating NGL, gathering, compressing, treating and processing natural gas;

DCP LP is a master limited partnership whose operations currently include producing and fractionating NGL;

gathering, compressing, treating and processing natural gas;

recovering condensate;

10 unchanged sentences

Long-term debt 2,908 2,913

DCP LP Merger

On June 15, 2023, we completed the DCP LP Merger pursuant to the terms of the DCP LP Merger Agreement, which increased our aggregate direct and indirect economic interest in DCP LP from 43.3 % to 86.8 %.

We paid $ 3,796 million in cash consideration to common unitholders, funded with a combination of available cash and debt proceeds.

The DCP LP Merger was accounted for as an equity transaction.

Preferred Units

On June 15, 2023, DCP LP redeemed its Series B preferred units at the aggregated liquidation preference of $ 161 million, which approximated the book value of the preferred units.

Distributions

During the three and nine months ended September 30, 2024, DCP LP made cash distributions of $ 12 million and $ 36 million, respectively, to a common unit holder other than Phillips 66 and its subsidiaries.

During the three and nine months ended September 30, 2023, DCP LP made cash distributions of $ 12 million and $ 113 million, respectively, to common unit holders other than Phillips 66 and its subsidiaries.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements