Filing Details
- Accession Number:
- 0001534701-16-000185
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-12-05 15:56:36
- Reporting Period:
- 2016-12-02
- Filing Date:
- 2016-12-05
- Accepted Time:
- 2016-12-05 15:56:36
- 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 |
|---|---|---|---|---|---|---|---|
| 1547334 | Michael Lawrence Ziemba | 2331 Citywest Blvd. Houston TX 77042 | Executive Vp, Refining | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2016-12-02 | 101,909 | $32.03 | 113,996 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2016-12-02 | 101,909 | $85.24 | 12,087 | 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
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Employee Stock Option (Right to Buy) | Disposition | 2016-12-02 | 101,909 | $0.00 | 101,909 | $32.03 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2022-02-09 | No | 4 | M | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Restricted Stock Units | 22,394 | Direct | |
| Common Stock | 2,508 | Indirect | By Phillips 66 Savings Plan |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Stock Options (Right to Buy) | $62.17 | 2023-02-07 | 23,900 | 23,900 | Direct | |
| Common Stock | Stock Options (Right to Buy) | $72.26 | 2024-02-06 | 26,600 | 26,600 | Direct | |
| Common Stock | Employee Stock Option (Right to Buy) | $74.14 | 2025-02-03 | 28,000 | 28,000 | Direct | |
| Common Stock | Employee Stock Option (Right to Buy) | $78.62 | 2026-02-02 | 32,200 | 32,200 | Direct | |
| Common Stock | Phantom Stock | $0.00 | 2,703 | 2,703 | Direct | ||
| Common Stock | Performance Stock Units | $0.00 | 145,838 | 145,838 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2023-02-07 | 23,900 | 23,900 | Direct |
| 2024-02-06 | 26,600 | 26,600 | Direct |
| 2025-02-03 | 28,000 | 28,000 | Direct |
| 2026-02-02 | 32,200 | 32,200 | Direct |
| 2,703 | 2,703 | Direct | |
| 145,838 | 145,838 | Direct |
Footnotes
- The price reported above is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.00 to $85.67. 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.
- 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 became exercisable in three equal annual installments beginning on February 9, 2013.
- The stock options become exercisable in three equal annual installments beginning on February 7,2014.
- The stock options become exercisable in three equal annual installments beginning on February 6, 2015.
- These stock options become exercisable in three equal annual installments beginning on February 3, 2016.
- The stock options become exercisable in three equal annual installments beginning on 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 for performance periods beginning prior to 2009 ends upon separation of service. The escrow period for performance periods after 2009 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.
- The Performance Stock Units do not have an expiration date.
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