1 unchanged sentence
Insider Trading Arrangements
−Removed: During the quarter ended June 30, 2025, no director or Section 16 officer adopted , modified or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (in each case, as defined in Item 408(a) of Regulation S-K).
−Removed: Frequency of Future Advisory Proposals on Named Executive Compensation
−Removed: At our Annual Meeting of Shareholders on May 21, 2025, our shareholders voted to approve, as the Board of Directors recommended and on a non-binding advisory basis, that we conduct future advisory votes to approve the compensation of our named executive officers every year.
−Removed: In light of the recommendation and vote, we plan to hold future advisory votes approving the compensation of our named executive officers annually until the next required vote on the frequency of such advisory votes.
+Added: During the quarter ended September 30, 2025, no director or Section 16 officer adopted , modified or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (in each case, as defined in Item 408(a) of Regulation S-K).
Incorporated by Reference
4 unchanged sentences
8-K 3.1 12/09/2022 001-35349
−Removed: Second Amendment to Receivables Purchase and Financing Agreement, dated as of April 1, 2025, among Phillips 66 Receivables LLC, the persons from time to time party thereto as Purchaser/Lenders, PNC Bank, National Association, as Administrative Agent, Phillips 66 Company, as servicer, and PNC Capital Markets LLC, as structuring agent.
+Added: Subordinated Indenture, dated as of September 18, 2025, among Phillips 66 Company, as issuer, Phillips 66, as guarantor, and U.S.
+Added: Bank Trust Company, National Association, as trustee, in respect of subordinated debt securities of Phillips 66 Company.
8-K 4.1 9/18/2025 001-35349
+Added: Form of the terms of the 5.875% Series A Junior Subordinated Notes due 2056, including the form of the 5.875% Se ries A Junior Subordinated Notes due 2056 .
+Added: 8-K 4.2 9/18/2025 001-35349
+Added: Form of the terms of the 6.200% Series B Junior Subordinated Notes due 2056, including the form of the 6.200% Series B Junior Subordinated Notes due 2056.
+Added: 8-K 4.3 9/18/2025 001-35349
+Added: Third Amendment to Receivables Purchase and Financing Agreement, dated as of September 29, 2025, among Phillips 66 Receivables LLC, the persons from time to time party thereto as Purchaser/Lenders, PNC Bank, National Association, as Administrative Agent, Phillips 66 Company, as servicer, and PNC Capital Markets LLC, as structuring agent.
+Added: 8-K 10.1 9/30/2025 001-35349
+Added: First Amendment to the Phillips 66 Key Employee Supplemental Retirement Plan**
List of Guarantor Subsidiaries .
11 unchanged sentences
* Filed herewith.
+Added: ** Management contracts and compensatory plans or arrangements.
*** Furnished herewith.
2 unchanged sentences
(Chief Accounting and Duly Authorized Officer)
−Removed: July 28, 2025
+Added: October 29, 2025
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.