Phillips 66 Shareholder Letter Filed

TL;DR

PSX dropped a shareholder letter from an independent director on 3/28, check phillips66delivers.com

AI Summary

Phillips 66 filed a DEFA14A on March 28, 2025, which includes a letter from Independent Director Bob Pease to shareholders. This letter was made available on the company's investor relations website, phillips66delivers.com.

Why It Matters

This filing provides shareholders with direct communication from a company director, potentially influencing voting decisions and offering insights into the company's perspective.

Risk Assessment

Risk Level: low — The filing is a standard proxy statement and shareholder communication, not indicating any immediate financial distress or significant negative events.

Key Players & Entities

• Phillips 66 (company) — Registrant
• Bob Pease (person) — Independent Director
• 20250328 (date) — Filing Date

FAQ

From the Filing

0001193125-25-067132.txt : 20250328 0001193125-25-067132.hdr.sgml : 20250328 20250328162441 ACCESSION NUMBER: 0001193125-25-067132 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20250328 DATE AS OF CHANGE: 20250328 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Phillips 66 CENTRAL INDEX KEY: 0001534701 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] ORGANIZATION NAME: 01 Energy & Transportation EIN: 453779385 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35349 FILM NUMBER: 25786701 BUSINESS ADDRESS: STREET 1: 2331 CITYWEST BLVD. CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: 832-765-3010 MAIL ADDRESS: STREET 1: 2331 CITYWEST BLVD. CITY: HOUSTON STATE: TX ZIP: 77042 DEFA14A 1 d743337ddefa14a.htm DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☒ Soliciting Material under §240.14a-12 Phillips 66 (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): ☒ No fee required ☐ Fee paid previously with preliminary materials ☐ Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 On March 28, 2025, Phillips 66 released a letter from Independent Director Bob Pease to Phillips 66’s shareholders. A copy of that letter was subsequently uploaded to https://www.phillips66delivers.com/ and is provided below. A Letter From Independent Director Bob Pease to Phillips 66 Shareholders HOUSTON, March 28, 2025 - Phillips 66 (NYSE: PSX) today released the following letter from Independent Director Bob Pease to the Company’s shareholders: Shareholders of Phillips 66: I joined the Phillips 66 Board of Directors in February 2024. My appointment came as a result of an agreement between Elliott Management and Phillips 66. At the time, Elliott Management said I would bring to the Board “extensive experience in refining and energy more broadly.” Now Elliott wants me off the Board. Today I’m writing you, our shareholders, to lay out the truth about the Phillips 66 Board and why my own view of Elliott’s campaign for change at the Phillips 66 has evolved. I’ll start first with why I agreed to join the Phillips 66 Board in this relatively unusual manner. I’m a refinery guy first and foremost, holding numerous leadership roles, particularly in downstream businesses. When I joined the Board, Elliott’s primary demand was for Phillips 66 to improve its performance in refining. My experience was a perfect fit. Joining the Board then with Elliott’s endorsement felt like a win-win. I worried that joining a board with the endorsement of a well-known activist hedge fund may not be the best way to win the hearts and minds of other board members. I have been around long enough to know human nature, so I believed it would take some time to have an impact on this Board. I was wrong. My experience, insight and voice were immediately welcomed. In fact, I was encouraged early on to look closely at refining plans and challenge management. The level of debate, in-depth analysis and looking under every stone that I have seen so far on this Board is exactly what shareholders should want in the Board room. The Phillips 66 Board has delivered strong operational performance in refining while constantly exploring opportunities to create value across the full p