A major American energy company that refines crude oil into gasoline, diesel, and jet fuel, and runs a vast network of pipelines, terminals, and chemical plants. It traces its roots to the Phillips Petroleum Company, founded in 1917 in Oklahoma by brothers Frank and L.E. Phillips, and was spun off from ConocoPhillips in 2012. The "66" in its name dates to 1927, when a test car hit exactly 66 mph on Route 66 while road-testing a new gasoline.
Phillips 66 amends receivables securitization, raising committed facility to $2B and adding $250M uncommitted facility
On August 20, 2026, Phillips 66 Company amended its accounts receivable securitization program via the Fifth Amendment to the Receivables Purchase and Financing Agreement (RPFA).
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The amendment establishes an uncommitted facility of up to $250 million and increases the maximum committed facility size from $1.75 billion to $2 billion.
The maturity date of the RPFA was extended from September 28, 2026 to August 19, 2027.
The RPFA is among Phillips 66 Company (servicer), Phillips 66 Receivables LLC (SPE), purchaser/lenders, PNC Capital Markets LLC (structuring agent), and PNC Bank (administrative agent).
The amendment is filed as Exhibit 10.1 to the 8-K.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
Phillips 66 shareholders elect four Class I directors and approve executive pay and EY ratification at 2026 annual meeting.
Phillips 66 held its Annual Meeting of Shareholders on May 13, 2026, with 400,982,591 shares outstanding and entitled to vote as of the March 20, 2026 record date.
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Shareholders elected four Class I director nominees — Gregory J. Hayes, Charles M. Holley, Denise R. Singleton, and Howard I. Ungerleider — each to a three-year term expiring at the 2029 annual meeting.
The advisory vote on named executive officer compensation passed, with 285,329,903 votes for, 10,789,646 against, and 1,671,953 abstentions.
Shareholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for 2026, with 347,828,980 votes for, 3,118,895 against, and 912,709 abstentions.
The report was filed under Item 5.07 to disclose the results of these shareholder votes.
5.07 Submission of Matters to a Vote of Security Holders
Preliminary Q1 2026 pre-tax mark-to-market losses of approximately $900 million due to sharp commodity price increases.
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Estimated Q1 2026 income before income taxes ranges: Midstream $550-600M, Chemicals $80-130M, Refining $(400)-(200)M, Marketing and Specialties $(170)-(20)M, Renewable Fuels $(150)-(50)M, Corporate and Other $(470)-(450)M.
Refining results hit by ~$300M pre-tax from Gulf Coast clean products pricing lag; Midstream impacted by Winter Storm Fern producer downtime and accelerated depreciation.
Commodity price surge caused ~$3 billion cash collateral outflow; company drew on credit lines, issued $2.25B 364-day term loan, and upsized receivables facility to $1.75B.
As of March 31, 2026, liquidity ~$6B, total debt ~$27B, net debt ~$22B; company reaffirms $17B total debt target by end of 2027.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Financing8-K
Phillips 66 subsidiary borrows $2.25B under new 364-day term loan and expands receivables facility to $1.75B
Phillips 66 Company, a wholly owned subsidiary of Phillips 66, entered into a 364-day, $2.25 billion term loan credit agreement on March 18, 2026, with Mizuho Bank as administrative agent.
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The full $2.25 billion was borrowed on the closing date; the loan matures 364 days later and is guaranteed by Phillips 66.
Interest on the term loan is Term SOFR plus 1.100% or reference rate plus 0.100%, with no prepayment premium or penalty.
On March 13, 2026, the company amended its receivables securitization program, increasing the maximum facility size from $1.25 billion to $1.75 billion, with a possible future increase to $2.0 billion.
The term loan includes customary covenants, including a maximum consolidated net debt-to-capitalization ratio of 65%.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
Phillips 66 expands board to 16, appoints Kevin O. Meyers and Howard I. Ungerleider as independent directors
Dr. Meyers' term expires at the 2027 annual meeting; Mr. Ungerleider's term expires at the 2026 annual meeting.
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On March 6, 2026, Phillips 66 increased its board size from 14 to 16 directors and appointed Kevin O. Meyers and Howard I. Ungerleider, effective immediately.
Both new directors are independent and were appointed to the Audit & Finance Committee and the Public Policy and Sustainability Committee.
Dr. Meyers, 72, has held senior roles at ConocoPhillips and ARCO, and served on boards of Hess, Denbury, and Precision Drilling.
Mr. Ungerleider, 57, is an Operating Advisor at Clayton Dubilier & Rice and former President and CFO of Dow Inc.; he also serves on boards of Air Products, American Airlines, and Kyndryl.
Grace Puma Whiteford was reclassified as a Class I director with a term expiring in 2028 to rebalance board classes.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Phillips 66 reports Q4 2025 earnings of $2.9 billion, or $7.17 per share
Adjusted earnings for the fourth quarter were $1.0 billion, or $2.47 per share, in line with the third quarter's adjusted earnings of $1.0 billion, or $2.52 per share.
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Fourth-quarter 2025 reported earnings were $2.9 billion, or $7.17 per diluted share, versus $133 million, or $0.32 per share, in the third quarter of 2025.
Full-year 2025 earnings were $4.4 billion, or $10.79 per share, with adjusted earnings of $2.6 billion, or $6.44 per share.
The company reduced debt by $2.0 billion during the quarter, ending the year at $19.7 billion, and generated $2.8 billion of net operating cash flow in Q4.
Phillips 66 announced a 2026 capital budget of $2.4 billion, including $1.1 billion for sustaining capital and $1.3 billion for organic growth capital.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits