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Except as previously reported, we do not believe we are subject to any matters, individually or in the aggregate, that would have a material adverse effect on our business, financial condition, results of operations or cash flows.
−Removed: During the first quarter of 2026, there were no new matters and two material developments with respect to matters previously reported.
+Added: During the second quarter of 2026, there were no new matters and one material development with respect to matters previously reported.
Further, our U.S.
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Securities and Exchange Commission rules is made pursuant to these decrees based on a given reported exceedance, we will separately report that matter and the amount of the proposed penalty.
−Removed: Matters Previously Reported (unresolved or resolved since the 2025 Annual Report on Form 10-K)
+Added: Matters Previously Reported (unresolved or resolved since the Quarterly Report on Form 10-Q for the quarter ended March 31, 2026)
As described further in the “Legal Proceedings” section of Note 12—Contingencies and Commitments, in the Notes to Consolidated Financial Statements, on February 17, 2022, Propel Fuels, Inc.
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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.
−Removed: Based on the willfulness finding, Propel Fuels asked the Propel Court to award $1.2 billion in exemplary damages, and Phillips 66 Company filed a brief in opposition to that request.
−Removed: A hearing on exemplary damages was held on March 4, 2025, and the Propel Court awarded Propel Fuels $195 million in exemplary damages on July 30, 2025.
+Added: Based on the willfulness finding, the Propel Court later granted Propel Fuels’ requests for exemplary damages and attorney’s fees and costs.
On August 5, 2025, the Propel Court entered a final judgment against Phillips 66 Company in the amount of $833 million.
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From the date of final judgment, post-judgment interest of 10% is accruing.
−Removed: On August 25, 2025, Phillips 66 Company filed three post-trial motions requesting that the Propel Court render judgment in favor of Phillips 66 Company, grant a new trial, and/or reduce the damages award.
−Removed: O n October 20, 2025, the Propel Court denied Phillips 66 Company’s motions.
On November 14, 2025, Phillips 66 Company filed its Notice of Appeal, which has been assigned to Division Two of the First District Court of Appeal.
−Removed: Phillips 66 Company intends to file its opening appellate brief in accordance with the applicable appellate deadlines and any extensions thereto.
−Removed: Separately, on October 24, 2025, Propel Fuels filed additional motions with the Propel Court seeking attorney’s fees and costs.
−Removed: Phillips 66 Company filed its opposition to that request on January 13, 2026.
−Removed: The Propel Court heard argument on the motions on February 10, 2026, and took the motions under submission.
+Added: On July 10, 2026, Phillips 66 Company filed its opening brief with the Court of Appeal.
Phillips 66 Company denies any wrongdoing and intends to vigorously defend its position.
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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.