Phillips 66 (PSX) · Insider Trading (Form 4) SEC Filing

=== SEC Form 4 — Statement of Changes in Beneficial Ownership === Document Type: 4 Period of Report: 2026-05-08 10b5-1 Pre-arranged Plan: No --- Issuer --- Name: Phillips 66 (PSX) CIK: 0001534701 --- Reporting Owner --- Name: Mitchell Kevin J CIK: 0001663211 Role: Officer (Exec. VP and CFO) --- Non-Derivative Transactions --- [Transaction #1] Security: Common Stock Date: 2026-05-08 | Code: M (Exercise of derivative) Shares: +5,400 | Price: $94.85 Total Value: $512,190.00 Shares Owned After: 102,776 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F2] Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis. [Transaction #2] Security: Common Stock Date: 2026-05-08 | Code: M (Exercise of derivative) Shares: +24,000 | Price: $94.97 Total Value: $2,279,220.00 Shares Owned After: 126,776 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F2] Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis. [Transaction #3] Security: Common Stock Date: 2026-05-08 | Code: S (Open market sale) Shares: -29,400 | Price: $170.00 Total Value: $4,998,147.00 Shares Owned After: 97,376 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F3] The price reported above is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.00 to $170.095. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. [F2] Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis. [Transaction #4] Security: Common Stock Date: 2026-05-11 | Code: M (Exercise of derivative) Shares: +600 | Price: $94.97 Total Value: $56,980.50 Shares Owned After: 97,976 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F2] Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis. [Transaction #5] Security: Common Stock Date: 2026-05-11 | Code: S (Open market sale) Shares: -600 | Price: $171.56 Total Value: $102,936.00 Shares Owned After: 97,376 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F2] Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis. --- Derivative Transactions --- [Transaction #1] Security: Employee Stock Option (Right to Buy) Date: 2026-05-08 | Code: M (Exercise of derivative) Shares: -5,400 | Price: $0.00 Exercisable: N/A | Expires: 2028-02-06 Shares Owned After: 0 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F4] The stock options became exercisable in three equal annual installments beginning February 6, 2019. [Transaction #2] Security: Employee Stock Option (Right to Buy) Date: 2026-05-08 | Code: M (Exercise of derivative) Shares: -24,000 | Price: $0.00 Exercisable: N/A | Expires: 2029-02-05 Shares Owned After: 13,671 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F5] The stock options became exercisable in three equal annual installments beginning February 5, 2020. [Transaction #3] Security: Employee Stock Option (Right to Buy) Date: 2026-05-11 | Code: M (Exercise of derivative) Shares: -600 | Price: $0.00 Exercisable: N/A | Expires: 2029-02-05 Shares Owned After: 13,071 | Ownership: D (Direct) Footnotes: [F1] The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. [F5] The stock options became exercisable in three equal annual installments beginning February 5, 2020. --- Holdings --- [Holding #1] Security: Common Stock Ownership: I (Indirect) --- Footnotes (Complete Index) --- F1: The exercise of stock options and sale of shares acquired upon exercise were made solely at the direction of the reporting person's ex-spouse pursuant to a domestic relations order. The reporting person's ex-spouse will retain the after-tax proceeds from the sales. F2: Includes 31,849 Restricted Stock Units that settle for shares of Phillips 66 common stock on a 1-for-1 basis. F3: The price reported above is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.00 to $170.095. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. F4: The stock options became exercisable in three equal annual installments beginning February 6, 2019. F5: The stock options became exercisable in three equal annual installments beginning February 5, 2020. --- Signature --- /s/ /s/ William H. Bald, as Attorney-in-Fact (2026-05-12)