Form 4: Phillips 66 Director Acquires Shares via RSU Election

Phillips 66 Director Gregory Hayes acquired 95 shares of common stock on October 1, 2025, through an election to receive Restricted Stock Units in lieu of cash retainer.

Summary

• Gregory Hayes, a Director of Phillips 66 (PSX), acquired 95 shares of common stock.
• The transaction is scheduled for October 1, 2025, at an average price of $135.34 per share.
• This acquisition is a result of Mr. Hayes electing to receive Restricted Stock Units (RSUs) in lieu of his annual cash retainer, which is paid in monthly installments.
• RSUs convert to Phillips 66 common stock on a 1-for-1 basis.
• Following this transaction, Mr. Hayes will beneficially own 29,712.8108 shares, which includes 11,112.8108 RSUs that settle for shares of Phillips 66 common stock.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 7

Explanation: The acquisition of shares by a director, even through an RSU election and a 10b5-1 plan, generally indicates alignment of interests and confidence in the company's prospects, which is a moderately positive signal for investors.

Positives

• A Director increasing their stake in the company, even through an RSU election, can signal confidence in the company's future performance.
• The election to receive equity instead of cash aligns the director's interests more closely with those of shareholders.

Risks

• No specific risks are mentioned in this Form 4 filing, which primarily reports an insider transaction.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This filing reports a routine insider transaction, common across publicly traded companies where directors and executives receive equity compensation or elect to convert cash compensation into shares under pre-arranged Rule 10b5-1 plans. It does not provide broader industry trends or competitive insights.

Stakeholder Impact

• Shareholders: The director's increased equity stake aligns their interests more closely with shareholders, potentially fostering better long-term decision-making.

Key Dates

Keywords

Phillips 66, PSX, Insider Transaction, Form 4, Director Stock Acquisition, Restricted Stock Units, Equity Compensation, Corporate Governance, Rule 10b5-1