Phillips 66
For the period ended Dec 31, 2024. Filed Feb 21, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 21, 2025
PSX$253.02+3.0%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 16. FORM 10-K SUMMARY
None.
PHILLIPS 66
INDEX TO EXHIBITS
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | Form | ExhibitNumber | FilingDate | SECFile No. |
| 2.1 | Separation and Distribution Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012. | 8-K | 2.1 | 05/01/2012 | 001-35349 |
| 2.2 | Agreement and Plan of Merger, dated as of October 26, 2021, by and among Phillips 66, Phillips 66 Company, Phillips 66 Project Development Inc., Phoenix Sub LLC, Phillips 66 Partners LP, and Phillips 66 Partners GP LLC. | 8-K | 2.1 | 10/27/2021 | 001-35349 |
| 2.3 | Agreement and Plan of Merger, dated January 5, 2023, by and among Phillips 66, Phillips 66 Project Development Inc., Dynamo Merger Sub LLC, DCP Midstream, LP, DCP Midstream GP, LP and DCP Midstream GP, LLC. | 8-K | 2.1 | 01/06/2023 | 001-35349 |
| 2.4 | Equity Purchase Agreement, dated as of January 6, 2025, by and among P66, SCM EPIC, Dos Rios and Y-Grade Holdings. | 8-K | 2.1 | 01/06/2024 | 001-35349 |
| 3.1 | Amended and Restated Certificate of Incorporation of Phillips 66. | 8-K | 3.1 | 05/01/2012 | 001-35349 |
| 3.2 | Amended and Restated By-Laws of Phillips 66. | 8-K | 3.1 | 12/09/2022 | 001-35349 |
| 4.1 | Description of Phillips 66’s Securities. | 10-K | 4.1 | 02/21/2020 | 001-35349 |
| 4.2 | Indenture, dated as of March 12, 2012, among Phillips 66, as issuer, Phillips 66 Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee, in respect of senior debt securities of Phillips 66. | 10-12B/A | 4.3 | 04/05/2012 | 001-35349 |
| 4.3 | Form of the terms of 5.875% Senior Notes due 2042. | 10-12B/A | 4.4 | 04/05/2012 | 001-35349 |
| 4.4 | Form of the terms of 4.650% Senior Notes due November 2034. | 8-K | 4.2 | 11/17/2014 | 001-35349 |
| 4.5 | Form of the terms of 4.875% Senior Notes due November 2044. | 8-K | 4.2 | 11/17/2014 | 001-35349 |
| 4.6 | Form of the terms of 3.900% Senior Notes due March 2028. | 8-K | 4.3 | 03/01/2018 | 001-35349 |
| 4.7 | Indenture, dated as of April 9, 2020, among Phillips 66, as issuer, Phillips 66 Company, as guarantor, and U.S. Bank National Association, as trustee, in respect of senior debt securities of Phillips 66. | 8-K | 4.1 | 04/09/2020 | 001-35349 |
| 4.8 | Form of the terms of 3.850% Senior Notes due 2025. | 8-K | 4.3 | 04/09/2020 | 001-35349 |
| 4.9 | Form of the terms of 2.150% Senior Notes due 2030. | 8-K | 4.3 | 06/10/2020 | 001-35349 |
| 4.10 | Form of the terms of 0.900% Senior Notes due 2024. | 8-K | 4.3 | 11/18/2020 | 001-35349 |
| 4.11 | Form of the terms of 1.300% Senior Notes due 2026. | 8-K | 4.4 | 11/18/2020 | 001-35349 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber · Exhibit Description · Form · ExhibitNumber · FilingDate · SECFile No. | ||||||
| 4.12 | Form of the terms of 3.300% Senior Notes due 2052. | 8-K | 4.2 | 11/15/2021 | 001-35349 | |
| 4.13 | Indenture, dated as of May 5, 2022, among Phillips 66 Company, as issuer, Phillips 66, as guarantor, and U.S. Bank Trust Company, National Association, as trustee, in respect of senior debt securities of Phillips 66 Company. | 8-K | 4.1 | 05/05/2022 | 001-35349 | |
| 4.14 | Form of the terms of the 2025 Notes, including the form of the 2025 Note. | 8-K | 4.3 | 05/05/2022 | 001-35349 | |
| 4.15 | Form of the terms of the 2026 Notes, including the form of the 2026 Note. | 8-K | 4.4 | 05/05/2022 | 001-35349 | |
| 4.16 | Form of the terms of the 2028 Notes, including the form of the 2028 Note. | 8-K | 4.5 | 05/05/2022 | 001-35349 | |
| 4.17 | Form of the terms of the 2029 Notes, including the form of the 2029 Note. | 8-K | 4.6 | 05/05/2022 | 001-35349 | |
| 4.18 | Form of the terms of the 2045 Notes, including the form of the 2045 Note. | 8-K | 4.7 | 05/05/2022 | 001-35349 | |
| 4.19 | Form of the terms of the 2046 Notes, including the form of the 2046 Note. | 8-K | 4.8 | 05/05/2022 | 001-35349 | |
| 4.20 | Form of the terms of the 2027 Notes, including the form of the 2027 Note. | 8-K | 4.2 | 03/29/2023 | 001-35349 | |
| 4.21 | Form of the terms of the 2033 Notes, including the form of the 2033 Note. | 8-K | 4.3 | 03/29/2023 | 001-35349 | |
| 4.22 | Form of the terms of the 2031 Notes, including the form of the 2031 Note. | 8-K | 4.2 | 02/28/2024 | 001-35349 | |
| 4.23 | Form of the terms of the 2054 Notes, including the form of the 2054 Note. | 8-K | 4.4 | 02/28/2024 | 001-35349 | |
| 4.24 | Form of the terms of the 2035 Notes, including the form of the 2035 Note. | 8-K | 4.3 | 09/11/2024 | 001-35349 | |
| 4.25 | Form of the terms of the 2055 Notes, including the form of the 2055 Note. | 8-K | 4.4 | 09/11/2024 | 001-35349 | |
| 4.26 | Registration Rights Agreement, dated as of May 5, 2022, among Phillips 66 Company, as issuer, Phillips 66, as guarantor, and Barclays Capital Inc., J.P. Morgan Securities LLC and RBC Capital Markets, LLC, as dealer managers. | 8-K | 4.9 | 05/05/2022 | 001-35349 | |
| 4.27 | Indenture dated as of September 30, 2010 for the issuance of debt securities between DCP Midstream Operating, LP, as issuer, any Guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.1 | 09/30/2010 | 001-32678 | |
| 4.28 | Third Supplemental Indenture dated as of June 14, 2012 to Indenture dated as of September 30, 2010 between DCP Midstream Operating, LP, as issuer, DCP Midstream Partners, LP, as guarantor, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.1 | 06/14/2012 | 001-32678 | |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | Form | ExhibitNumber | FilingDate | SECFile No. |
| 4.29 | Fifth Supplemental Indenture dated as of March 14, 2013 to Indenture dated as of September 30, 2010 between DCP Midstream Operating, LP, as issuer, DCP Midstream Partners, LP, as guarantor, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.3 | 03/14/2013 | 001-32678 |
| 4.30 | Sixth Supplemental Indenture dated as of March 13, 2014 to Indenture dated as of September 30, 2010 between DCP Midstream Operating, LP, as issuer, DCP Midstream Partners, LP, as guarantor, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.3 | 03/14/2014 | 001-32678 |
| 4.31 | Seventh Supplemental Indenture dated as of July 17, 2018 to Indenture dated as of September 30, 2010 between DCP Midstream Operating, LP, as issuer, DCP Midstream, LP, as guarantor, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.3 | 07/17/2018 | 001-32678 |
| 4.32 | Eighth Supplemental Indenture dated as of May 10, 2019 to Indenture dated as of September 30, 2010 between DCP Midstream Operating, LP, as issuer, DCP Midstream, LP, as guarantor, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.3 | 05/10/2019 | 001-32678 |
| 4.33 | Ninth Supplemental Indenture dated as of June 24, 2020 to Indenture dated as of September 30, 2010 between DCP Midstream Operating, LP, as issuer, DCP Midstream, LP, as guarantor, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.3 | 06/24/2020 | 001-32678 |
| 4.34 | Tenth Supplemental Indenture dated as of November 19, 2021 to Indenture dated as of September 20, 2010 between DCP Midstream Operating, LP, as issuer, DCP Midstream, LP, as guarantor, and the Bank of New York Mellon Trust Company, N.A., as trustee. | 8-K | 4.3 | 11/19/2021 | 001-32678 |
| 4.35 | Indenture, dated as of August 16, 2000, by and between Duke Energy Field Services, LLC and The Chase Manhattan Bank. | 8-K | 4.1 | 01/06/2017 | 001-32678 |
| 4.36 | First Supplemental Indenture, dated August 16, 2000, by and between Duke Energy Field Services, LLC and The Chase Manhattan Bank. | 8-K | 4.1 | 08/16/2000 | 000-31095 |
| 4.37 | Fifth Supplemental Indenture, dated as of October 27, 2006, by and between Duke Energy Field Services, LLC and The Bank of New York (as successor to JPMorgan Chase Bank, N.A., formerly known as The Chase Manhattan Bank). | 8-K | 4.3 | 01/06/2017 | 001-32678 |
| 4.38 | Sixth Supplemental Indenture, dated September 17, 2007, by and between DCP Midstream, LLC (formerly known as Duke Energy Field Services, LLC) and The Bank of New York (as successor to JPMorgan Chase Bank, N.A., formerly known as The Chase Manhattan Bank). | 8-K | 4.4 | 01/06/2017 | 001-32678 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | Form | ExhibitNumber | FilingDate | SECFile No. |
| 4.39 | Eleventh Supplemental Indenture, dated January 1, 2017, by and between DCP Midstream Operating, LP, DCP Midstream, LLC and The Bank of New York Mellon Trust Company, N.A. (as successor to The Bank of New York Mellon, as successor to JPMorgan Chase Bank, N.A., formerly known as The Chase Manhattan Bank). | 8-K | 4.8 | 01/06/2017 | 001-32678 |
| 4.40 | Twelfth Supplemental Indenture, dated January 1, 2017, by and among DCP Midstream Operating, LP (as successor to DCP Midstream, LLC (formerly known as Duke Energy Field Services, LLC)), DCP Midstream Partners, LP and The Bank of New York Mellon Trust Company, N.A. (as successor to The Bank of New York Mellon, as successor to JPMorgan Chase Bank, N.A., formerly known as The Chase Manhattan Bank). | 8-K | 4.9 | 01/06/2017 | 001-32678 |
| 4.41 | Indenture, dated as of May 21, 2013, by and between DCP Midstream Operating, LP (as issuer and successor to DCP Midstream, LLC) and the Bank of New York Mellon Trust Company, N.A. | 8-K | 4.10 | 01/06/2017 | 001-32678 |
| 4.42 | First Supplemental Indenture, dated May 21, 2013, by and between DCP Midstream, LLC and the Bank of New York Mellon Trust Company, N.A. | 8-K | 4.11 | 01/06/2017 | 001-32678 |
| 4.43 | Second Supplemental Indenture, dated January 1, 2017, by and between DCP Midstream Operating, LP, DCP Midstream, LLC and The Bank of New York Mellon Trust Company, N.A. | 8-K | 4.12 | 01/06/2017 | 001-32678 |
| 10.1 | Credit Agreement dated as of February 28, 2024, among Phillips 66 Company, Phillips 66, as guarantor, the lenders party thereto, and Mizuho Bank, Ltd., as administrative agent. | 8-K | 10.1 | 02/28/2024 | 001-35349 |
| 10.2 | Term Loan Credit Agreement dated as of March 27, 2023, among Phillips 66 Company, Phillips 66, as guarantor, the lenders party thereto, and Mizuho Bank, Ltd., as administrative agent. | 8-K | 10.1 | 03/29/2023 | 001-35349 |
| 10.3 | Receivables Purchase and Financing Agreement, dated as of September 30, 2024, 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. | 8-K | 10.1 | 10/01/2024 | 001-35349 |
| 10.4 | Sale and Contribution Agreement, dated as of September 30, 2024, between Phillips 66 Company, as an originator, and Phillips 66 Receivables LLC, as buyer. | 8-K | 10.2 | 10/01/2024 | 001-35349 |
| 10.5 | Third Amended and Restated Limited Liability Company Agreement of Chevron Phillips Chemical Company LLC, effective as of May 1, 2012. | 10-Q | 10.14 | 08/03/2012 | 001-35349 |
| 10.6 | First Amendment to Third Amended and Restated Limited Liability Company Agreement of Chevron Phillips Chemical Company LLC, effective as of December 31, 2017. | 10-K | 10.6 | 02/23/2018 | 001-35349 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | Form | ExhibitNumber | FilingDate | SECFile No. |
| 10.7 | Second Amendment to Third Amended and Restated Limited Liability Company Agreement of Chevron Phillips Chemical Company LLC, effective as of June 1, 2018. | 10-Q | 10.1 | 07/27/2018 | 001-35349 |
| 10.8 | Third Amendment to the Third Amended and Restated Limited Liability Company Agreement of Chevron Phillips Chemical Company LLC. | 10-Q | 10.1 | 04/30/2021 | 001-35349 |
| 10.9 | Indemnification and Release Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012. | 8-K | 10.1 | 05/01/2012 | 001-35349 |
| 10.10 | Intellectual Property Assignment and License Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012. | 8-K | 10.2 | 05/01/2012 | 001-35349 |
| 10.11 | Employee Matters Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012. | 8-K | 10.4 | 05/01/2012 | 001-35349 |
| 10.12 | Amendment to the Employee Matters Agreement by and between ConocoPhillips and Phillips 66, dated April 26, 2012. | 10-Q | 10.1 | 05/02/2013 | 001-35349 |
| 10.13 | Transition Services Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012. | 8-K | 10.5 | 05/01/2012 | 001-35349 |
| 10.14 | 2013 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | DEF14A | App. A | 03/27/2013 | 001-35349 |
| 10.15 | 2022 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | DEF14A | App. A | 03/31/2022 | 001-35349 |
| 10.16 | Phillips 66 Key Employee Supplemental Retirement Plan.** | 10-Q | 10.15 | 08/03/2012 | 001-35349 |
| 10.17 | First Amendment to the Phillips 66 Key Employee Supplemental Retirement Plan.** | 10-K | 10.18 | 02/22/2013 | 001-35349 |
| 10.18 | Phillips 66 Amended and Restated Executive Severance Plan.** | 10-Q | 10.1 | 07/29/2016 | 001-35349 |
| 10.19 | Phillips 66 Deferred Compensation Plan for Non-Employee Directors.** | 10-Q | 10.17 | 08/03/2012 | 001-35349 |
| 10.20 | Phillips 66 Key Employee Deferred Compensation Plan-Title I.** | 10-Q | 10.18 | 08/03/2012 | 001-35349 |
| 10.21 | Phillips 66 Key Employee Deferred Compensation Plan-Title II.** | 10-Q | 10.19 | 08/03/2012 | 001-35349 |
| 10.22 | First Amendment to the Phillips 66 Key Employee Deferred Compensation Plan Title II.** | 10-K | 10.24 | 02/22/2013 | 001-35349 |
| 10.23 | Phillips 66 Defined Contribution Make-Up Plan Title I.** | 10-Q | 10.20 | 08/03/2012 | 001-35349 |
| 10.24 | Phillips 66 Defined Contribution Make-Up Plan Title II.** | 10-K | 10.26 | 02/22/2013 | 001-35349 |
| 10.25 | First Amendment to the Phillips 66 Defined Contribution Make-Up Plan Title II.** | 10-Q | 10.1 | 04/30/2019 | 001-35349 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | Form | ExhibitNumber | FilingDate | SECFile No. |
| 10.26 | Phillips 66 Key Employee Change in Control Severance Plan.** | 10-K | 10.27 | 02/22/2013 | 001-35349 |
| 10.27 | First Amendment to Phillips 66 Key Employee Change in Control Severance Plan, Effective October 2, 2015.** | 8-K | 10.1 | 11/08/2013 | 001-35349 |
| 10.28 | Annex to the Phillips 66 Nonqualified Deferred Compensation Arrangements.** | 10-Q | 10.23 | 08/03/2012 | 001-35349 |
| 10.29 | Form of Stock Option Award Agreement under the 2013 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | 10-K | 10.31 | 02/21/2020 | 001-35349 |
| 10.30 | Form of Restricted Stock or Restricted Stock Unit Award Agreement under the 2013 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | 10-K | 10.32 | 02/21/2020 | 001-35349 |
| 10.31 | Form of Performance Share Unit Award Agreement under the 2013 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | 10-K | 10.33 | 02/21/2020 | 001-35349 |
| 10.32 | Form of Stock Option Award Agreement under the 2022 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | 10-Q | 10.2 | 05/04/2023 | 001-35349 |
| 10.33 | Form of Restricted Stock or Restricted Stock Unit Award Agreement under the 2022 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | 10-Q | 10.3 | 05/04/2023 | 001-35349 |
| 10.34 | Form of Performance Share Unit Award Agreement under the 2022 Omnibus Stock and Performance Incentive Plan of Phillips 66.** | 10-Q | 10.4 | 05/04/2023 | 001-35349 |
| 10.35 | Letter Agreement with Vanessa L. Allen Sutherland, dated October 9, 2021.** | 10-Q | 10.5 | 05/04/2023 | 001-35349 |
| 10.36 | Fifth Amendment to Receivables Financing Agreement, dated July 29, 2022, among DCP Receivables LLC, as borrower, DCP Midstream, LP, as initial servicer, the lenders, LC participants and group agents that are parties thereto from time to time, PNC Bank, National Association, as Administrative Agent and LC Bank, and PNC Capital Markets LLC, as Structuring Agent. | 10-Q | 10.1 | 11/03/2022 | 001-32678 |
| 10.37 | Phillips 66 Key Employee Supplemental Retirement Plan Amendment and Restatement.** | 10-K | 10.35 | 02/21/2024 | 001-32678 |
| 10.38 | Phillips 66 Defined Contribution Make-Up Plan (Title II) Amendment and Restatement.** | 10-K | 10.36 | 02/21/2024 | 001-32678 |
| 10.39 | Second Amendment to the Phillips 66 Key Employee Deferred Compensation Plan Title II.** | 10-K | 10.37 | 02/21/2024 | 001-32678 |
| 10.40 | The DCP Executive Nonqualified Excess PlanPlan Document.** | 10-K | 10.38 | 02/21/2024 | 001-32678 |
| 19* | Phillips 66 Insider Trading Policy. | ||||
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Description | Form | ExhibitNumber | FilingDate | SECFile No. |
| 21* · List of Subsidiaries of Phillips 66. | |||||
| 22* · List of Guarantor Subsidiaries. | |||||
| 23.1* · Consent of Ernst & Young LLP, independent registered public accounting firm. | |||||
| 23.2* · Consent of Deloitte & Touche LLP, independent registered public accounting firm. | |||||
| 31.1* · Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. | |||||
| 31.2* · Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. | |||||
| 32*** · Certifications pursuant to 18 U.S.C. Section 1350. | |||||
| 97 | Phillips 66 Clawback Policy. | 10-K | 97 | 02/21/2024 | 001-32678 |
| 101.INS* | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | ||||
| 101.SCH* | Inline XBRL Schema Document. | ||||
| 101.CAL* | Inline XBRL Calculation Linkbase Document. | ||||
| 101.LAB* | Inline XBRL Labels Linkbase Document. | ||||
| 101.PRE* | Inline XBRL Presentation Linkbase Document. | ||||
| 101.DEF* | Inline XBRL Definition Linkbase Document. | ||||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | ||||
- Filed herewith.
** Management contracts and compensatory plans or arrangements.
*** Furnished herewith.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.