SEC Form 4 · accession 0001534701-19-000056
Phillips 66 · PSX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Greg C. Garland
Officer — Chairman and CEO · Director
Period of report
Feb 5, 2019
Accepted (ET)
Feb 7, 2019 · 4:47 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001534701
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 5, 2019 | A | 33,071 | $94.9675 | A | 332,487 | D | |
| Common StockF2,F1 | Feb 6, 2019 | M | 182,206 | $0.00 | A | 514,693 | D | |
| Common StockF1 | Feb 6, 2019 | F | 67,417 | $94.89 | D | 447,276 | D | |
| Common Stock | holding | — | — | — | 16,114 | I | By Phillips 66 Savings Plan | |
| Common Stock | holding | — | — | — | 500 | I | Executor of father's estate |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F3 | $94.9675 | Feb 5, 2019 | A | 178,700 | A | — | Feb 5, 2029 | Common Stock | 178,700 | 178,700 | D |
| Performance Stock UnitsF2,F4,F5 | — | Feb 6, 2019 | M | 182,206 | D | — | — | Common Stock | 182,206 | 0 | D |
Explanation of responses
- F1Includes 100,114 Restricted Stock Units (RSUs) that settle for shares of Phillips 66 common stock on a 1-for-1 basis on the third anniversary of the date of grant.
- F2Lapsing of restrictions on Performance Share Units (PSUs) that were reported on Table II of Form 4.
- F3The stock options become exercisable in three equal annual installments beginning on February 5, 2020.
- F4Restrictions on the PSUs lapse and the 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 of control.
- F5The PSUs do not have an expiration date.