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Filing Details

Accession Number:: 0001534701-16-000143
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-06-30 16:13:54
Reporting Period:: 2016-06-28

Filing Date:: 2016-06-30
Accepted Time:: 2016-06-30 16:13:54
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1534701	Phillips 66	PSX	Petroleum Refining (2911)	453779385

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1547333	Garth Timothy Taylor	3010 Briarpark Drive Houston TX 77042	President	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2016-06-28	50,000	$32.03	91,618	No	4	M	Direct
Common Stock	Disposition	2016-06-28	50,000	$78.00	41,618	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (Right to Buy)	Disposition	2016-06-28	50,000	$0.00	77,260	$32.03

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
27,260		2022-02-09	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Restricted Stock Units	41,434	Direct
Common Stock	482	Indirect	By Phillips 66 Savings Plan

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Options (Right to Buy)	$62.17	2023-02-07	32,100	32,100	Direct
Common Stock	Stock Options (Right to Buy)	$72.26	2024-02-06	30,100	30,100	Direct
Common Stock	Employee Stock Option (Right to Buy)	$74.14	2025-02-03	52,300	52,300	Direct
Common Stock	Employee Stock Option (Right to Buy)	$78.62	2026-02-02	60,700	60,700	Direct
Common Stock	Phantom Stock	$0.00		1,975	1,975	Direct
Common Stock	Performance Stock Units	$0.00		119,096	119,096	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2023-02-07	32,100	32,100	Direct
2024-02-06	30,100	30,100	Direct
2025-02-03	52,300	52,300	Direct
2026-02-02	60,700	60,700	Direct
	1,975	1,975	Direct
	119,096	119,096	Direct

Footnotes

Includes shares received upon the lapse of restrictions on Restricted Stock Units, which were previously reported in Table I holdings.
The stock units will be forfeited if the reporting person separates from service prior to the end of an escrow period ending on the earliest to occur of the following: (a) termination of employment as a result of layoff; (b) termination of employment after attainment of age 55 with five years of service; (c) termination of employment due to death or total disability; or (d) termination of employment following a change in control. During the escrow period, the reporting person may not dispose of the stock units. The stock units will convert to common stock on the later of (a) the end of the escrow period or (b) the earlier of (i) death or (ii) six months after separation from service in which case the stock units will convert to common stock. The reporting person may also elect to defer conversion of stock units until a later date.
Restricted Stock Units settle for shares of Phillips 66 common stock on a 1-for-1 basis on the third anniversary of the grant provided performance criteria are met.
Includes shares acquired through on-going acquisitions under 401(k) plan and/or routine dividend transactions that are exempt under rule 16a-1.
The stock options become exercisable in three equal annual installments beginning February 9, 2013.
The stock options become exercisable in three equal annual installments beginning February 7, 2014.
The stock options become exercisable in three equal annual installments beginning February 6, 2015.
The stock options become exercisable in three equal annual installments beginning February 3, 2016.
The stock options become exercisable in three equal annual installments beginning February 2, 2017.
The shares of phantom stock convert to Phillips 66 stock on a 1-for-1 basis.
The shares of phantom stock were acquired under a Defined Contribution Makeup Plan providing for settlement upon termination of employment, subject to possible deferred payment in certain circumstances. The reporting of this transaction is not an acknowledgment that it is not an exempt transaction under an Excess Benefit Plan pursuant to Rule 16b-3(c).
Performance Stock Units (PSUs) settle for shares of Phillips 66 common stock on a 1-for-1 basis at the end of the escrow period. The escrow period ends on the earliest to occur of: (a) five years; (b) termination of employment as a result of layoff; (c) termination of employment after attainment of age 55 with five years of service; (d) termination of employment due to death or total disability; or (e) termination of employment following a change in control. The PSUs will be forfeited if the reporting person separates from service prior to the end of the escrow period for any reason other than those listed above. During the escrow period, the reporting person may not dispose of PSUs. The reporting person may also elect to defer settlement of PSUs until a later date.
Performance Stock Units settle for cash based on the fair market value on the vesting date, which is the third anniversary of the grant provided performance criteria are met.
The Performance Stock Units do not have an expiration date.