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Item 16. FORM 10-K SUMMARY

35K characters. Original on sec.gov ·

Item 16. FORM 10-K SUMMARY

None.

Index to Financial Statements

PHILLIPS 66

INDEX TO EXHIBITS

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling DateSEC File No.
2.1Separation and Distribution Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012.8-K2.105/01/2012001-35349
3.1Amended and Restated Certificate of Incorporation of Phillips 66.8-K3.105/01/2012001-35349
3.2Amended and Restated By-Laws of Phillips 66.8-K3.102/09/2017001-35349
4.1Description of Phillips 66’s Securities.10-K4.102/21/2020001-35349
4.2Indenture, 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/A4.304/05/2012001-35349
4.3Form of the terms of 4.300% Senior Notes due 2022.10-12B/A4.404/05/2012001-35349
4.4Form of the terms of 5.875% Senior Notes due 2042.10-12B/A4.404/05/2012001-35349
4.5Form of the terms of 4.650% Senior Notes due November 2034.8-K4.211/17/2014001-35349
4.6Form of the terms of 4.875% Senior Notes due November 2044.8-K4.211/17/2014001-35349
4.7Form of the terms of 3.900% Senior Notes due March 2028.8-K4.303/01/2018001-35349
4.8Form of the terms of Floating Rate Senior Notes due February 2021.8-K4.203/01/2018001-35349
4.9Indenture, 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-K4.104/09/2020001-35349
4.10Form of the terms of 3.700% Senior Notes due 2023.8-K4.204/09/2020001-35349
4.11Form of the terms of 3.850% Senior Notes due 2025.8-K4.304/09/2020001-35349
4.12Form of the terms of 2.150% Senior Notes due 2030.8-K4.306/10/2020001-35349
4.13Form of the terms of Floating Rate Senior Notes due 2024.8-K4.211/18/2020001-35349
4.14Form of the terms of 0.900% Senior Notes due 2024.8-K4.311/18/2020001-35349
4.15Form of the terms of 1.300% Senior Notes due 2026.8-K4.411/18/2020001-35349
10.1Credit Agreement dated as of March 19, 2020, among Phillips 66, Phillips 66 Company, the lenders party thereto, Mizuho Bank, Ltd., as administrative agent.8-K10.103/24/2020001-35349

Index to Financial Statements

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling DateSEC File No.
10.2Master New Lender Agreement dated as of April 6, 2020, among Phillips 66, Phillips 66 Company, the lenders party thereto, Mizuho Bank, Ltd., as administrative agent.8-K10.104/07/2020001-35349
10.3First Amendment to Credit Agreement dated as of June 10, 2020, by and among Phillips 66, Phillips 66 Company, the lenders party thereto, and Mizuho Bank, Ltd., as administrative agent.10-Q10.207/31/2020001-35349
10.4Second Amendment to Credit Agreement dated as of November 20, 2020, by and among Phillips 66, Phillips 66 Company, the lenders party thereto, and Mizuho Bank, Ltd., as administrative agent.8-K10.111/23/2020001-35349
10.5Amended and Restated Credit Agreement dated as of July 30, 2019, among Phillips 66, Phillips 66 Company, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent.8-K10.108/01/2019001-35349
10.6Third Amended and Restated Limited Liability Company Agreement of Chevron Phillips Chemical Company LLC, effective as of May 1, 2012.10-Q10.1408/03/2012001-35349
10.7First Amendment to Third Amended and Restated Limited Liability Company Agreement of Chevron Phillips Chemical Company LLC, effective as of December 31, 2017.10-K10.602/23/2018001-35349
10.8Second Amendment to Third Amended and Restated Limited Liability Company Agreement of Chevron Phillips Chemical Company LLC, effective as of June 1, 2018.10-Q10.107/27/2018001-35349
10.9Indemnification and Release Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012.8-K10.105/01/2012001-35349
10.10Intellectual Property Assignment and License Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012.8-K10.205/01/2012001-35349
10.11Tax Sharing Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012.8-K10.305/01/2012001-35349
10.12Employee Matters Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012.8-K10.405/01/2012001-35349
10.13Amendment to the Employee Matters Agreement by and between ConocoPhillips and Phillips 66, dated April 26, 2012.10-Q10.105/02/2013001-35349
10.14Transition Services Agreement between ConocoPhillips and Phillips 66, dated April 26, 2012.8-K10.505/01/2012001-35349
10.152013 Omnibus Stock and Performance Incentive Plan of Phillips 66.**DEF14AApp. A03/27/2013001-35349
10.16Phillips 66 Key Employee Supplemental Retirement Plan.**10-Q10.1508/03/2012001-35349

Index to Financial Statements

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling DateSEC File No.
10.17First Amendment to the Phillips 66 Key Employee Supplemental Retirement Plan.**10-K10.1802/22/2013001-35349
10.18Phillips 66 Amended and Restated Executive Severance Plan.**10-Q10.107/29/2016001-35349
10.19Phillips 66 Deferred Compensation Plan for Non-Employee Directors.**10-Q10.1708/03/2012001-35349
10.20Phillips 66 Key Employee Deferred Compensation Plan-Title I.**10-Q10.1808/03/2012001-35349
10.21Phillips 66 Key Employee Deferred Compensation Plan-Title II.**10-Q10.1908/03/2012001-35349
10.22First Amendment to the Phillips 66 Key Employee Deferred Compensation Plan Title II.**10-K10.2402/22/2013001-35349
10.23Phillips 66 Defined Contribution Make-Up Plan Title I.**10-Q10.2008/03/2012001-35349
10.24Phillips 66 Defined Contribution Make-Up Plan Title II.**10-K10.2602/22/2013001-35349
10.25First Amendment to the Phillips 66 Defined Contribution Make-Up Plan Title II.**10-Q10.104/30/2019001-35349
10.26Phillips 66 Key Employee Change in Control Severance Plan.**10-K10.2702/22/2013001-35349
10.27First Amendment to Phillips 66 Key Employee Change in Control Severance Plan, Effective October 2, 2015.**8-K10.111/08/2013001-35349
10.28Annex to the Phillips 66 Nonqualified Deferred Compensation Arrangements.**10-Q10.2308/03/2012001-35349
10.29Form of Stock Option Award Agreement under the 2013 Omnibus Stock and Performance Incentive Plan of Phillips 66.**10-K10.3102/21/2020001-35349
10.30Form of Restricted Stock or Restricted Stock Unit Award Agreement under the 2013 Omnibus Stock and Performance Incentive Plan of Phillips 66.**10-K10.3202/21/2020001-35349
10.31Form of Performance Share Unit Award Agreement under the 2013 Omnibus Stock and Performance Incentive Plan of Phillips 66.**10-K10.3302/21/2020001-35349
21*List of Subsidiaries of Phillips 66.
22*List of Guarantor Subsidiaries.
23*Consent of Ernst & Young LLP, independent registered public accounting firm.

Index to Financial Statements

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling DateSEC File No.
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.
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.*

Index to Financial Statements

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

PHILLIPS 66
Date:February 24, 2021/s/ Greg C. Garland
Greg C. Garland Chairman of the Board of Directors and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below, as of February 24, 2021, by the following persons on behalf of the registrant and in the capacities indicated.

SignatureTitle
/s/ Greg C. GarlandChairman of the Board of Directors
Greg C. Garlandand Chief Executive Officer
(Principal executive officer)
/s/ Kevin J. MitchellExecutive Vice President, Finance
Kevin J. Mitchelland Chief Financial Officer
(Principal financial officer)
/s/ Chukwuemeka A. OyoluVice President and Controller
Chukwuemeka A. Oyolu(Principal accounting officer)

Index to Financial Statements

/s/ Gary K. AdamsDirector
Gary K. Adams
/s/ Julie L. BushmanDirector
Julie L. Bushman
/s/ Lisa A. DavisDirector
Lisa A. Davis
/s/ Charles M. HolleyDirector
Charles M. Holley
/s/ John E. LoweDirector
John E. Lowe
/s/ Harold W. McGraw IIIDirector
Harold W. McGraw III
/s/ Denise L. RamosDirector
Denise L. Ramos
/s/ Glenn F. TiltonDirector
Glenn F. Tilton
/s/ Victoria J. TschinkelDirector
Victoria J. Tschinkel
/s/ Marna C. WhittingtonDirector
Marna C. Whittington

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