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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Phillips 66 | NYSE:PSX | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.13 | 0.09% | 144.00 | 144.67 | 142.06 | 144.06 | 1,802,295 | 23:45:48 |
[X]
|
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the fiscal year ended
|
December 31, 2018
|
|
|
or
|
|
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the transition period from
|
|
to
|
|
|
Commission file number
|
001-35349
|
|
2331 CityWest Blvd.
|
|
Houston, Texas
|
77042
|
(Address of principal executive office)
|
(Zip code)
|
Phillips 66
|
Savings Plan
|
|
/s/ Alex J. Shabet
|
Alex J. Shabet
|
Plan Benefits Administrator
|
Index to Financial Statements and Schedule
|
Phillips 66 Savings Plan
|
|
|
|
|
Page
|
Report of Independent Registered Public Accounting Firm
|
|
|
|
|
|
|
|
|
|
Financial Statements
|
|
|
|
|
Statements of Net Assets Available for Benefits at
December 31, 2018 and 2017
|
|
|
|
|
Statement of Changes in Net Assets Available for Benefits for the
Year Ended December 31, 2018
|
|
|
|
|
Notes to Financial Statements
|
|
|
|
|
|
|
|
|
|
Supplemental Schedule
|
|
|
|
|
Schedule H, Line 4i
—
Schedule of Assets (Held at End of Year)
as of December 31, 2018
|
|
|
|
|
|
|
|
|
|
Exhibit Index
|
|
|
|
|
|
/s/ Ernst & Young LLP
|
Statements of Net Assets Available for Benefits
|
Phillips 66 Savings Plan
|
|
Thousands of Dollars
|
|||||
At December 31
|
2018
|
|
|
2017
|
|
|
Assets
|
|
|
|
|||
Investments at fair value
|
$
|
4,309,899
|
|
|
4,712,294
|
|
Investments at contract value
|
444,685
|
|
|
465,658
|
|
|
Notes receivable from participants
|
83,499
|
|
|
82,462
|
|
|
Participant deposits receivable
|
2
|
|
|
5
|
|
|
Company contributions receivable
|
42,139
|
|
|
13,990
|
|
|
Total Assets
|
4,880,224
|
|
|
5,274,409
|
|
|
|
|
|
|
|||
Liabilities
|
|
|
|
|||
Other liabilities
|
1,539
|
|
|
175
|
|
|
Total Liabilities
|
1,539
|
|
|
175
|
|
|
|
|
|
|
|||
Net Assets Available For Benefits
|
$
|
4,878,685
|
|
|
5,274,234
|
|
See Notes to Financial Statements.
|
|
|
|
|
Statement of Changes in Net Assets Available for Benefits
|
Phillips 66 Savings Plan
|
|
Thousands of Dollars
|
|
|
Year Ended December 31, 2018
|
|
||
Additions
|
|
||
Company contributions
|
$
|
149,805
|
|
Participant deposits
|
172,596
|
|
|
Rollovers
|
101,171
|
|
|
Total Contributions
|
423,572
|
|
|
|
|
||
Investment income (loss)
|
|
||
Dividends and interest
|
110,560
|
|
|
Net depreciation in fair value of investments
|
(313,521
|
)
|
|
Net Investment Loss
|
(202,961
|
)
|
|
|
|
||
Interest income on notes receivable from participants
|
3,874
|
|
|
Other additions
|
147
|
|
|
Total Net Additions
|
224,632
|
|
|
|
|
||
Deductions
|
|
||
Benefit payments
|
618,629
|
|
|
Administrative expenses
|
1,552
|
|
|
Total Deductions
|
620,181
|
|
|
|
|
||
Net Decrease
|
(395,549
|
)
|
|
|
|
||
Net Assets Available for Benefits
|
|
||
Beginning of Year
|
5,274,234
|
|
|
End of Year
|
$
|
4,878,685
|
|
See Notes to Financial Statements.
|
|
Notes to Financial Statements
|
|
Phillips 66 Savings Plan
|
•
|
Goldman Sachs Small/Mid Cap Value, Class R6 was added.
|
•
|
Vanguard Inflation-Protected Securities Fund Institutional shares was removed.
|
•
|
Vanguard Total Stock Market Index Fund Institutional Plus Shares was removed.
|
•
|
Natixis Vaughan Nelson Value Opportunity Fund, Class N was removed.
|
|
Level 1:
|
Unadjusted quoted prices from an active market for identical assets or liabilities.
|
|
|
|
|
Level 2:
|
Adjusted quoted prices from an active market for similar assets or liabilities; or valuation inputs that are directly or indirectly observable.
|
|
|
|
|
Level 3:
|
Unobservable inputs that are significant to the fair value of assets or liabilities.
|
|
Thousands of Dollars
|
|||||||||
|
Assets at Fair Value as of December 31, 2018
|
|||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
||
Mutual Funds
|
$
|
811,130
|
|
—
|
|
—
|
|
811,130
|
|
|
Common Stock
|
1,538,098
|
|
—
|
|
—
|
|
1,538,098
|
|
||
Separately Managed Accounts - Common Stock
|
70,533
|
|
—
|
|
—
|
|
70,533
|
|
||
Short Term Investment Fund
|
24,951
|
|
—
|
|
—
|
|
24,951
|
|
||
Total
|
2,444,712
|
|
—
|
|
—
|
|
2,444,712
|
|
||
Goldman Sachs Core Plus Fixed Income CCT measured at net asset value (NAV)
|
|
|
|
9,508
|
|
|||||
Vanguard Trusts measured at NAV
|
|
|
|
|
|
|
1,855,679
|
|
||
Total Investments at Fair Value
|
|
|
|
|
|
|
$
|
4,309,899
|
|
|
Thousands of Dollars
|
|||||||||
|
Assets at Fair Value as of December 31, 2017
|
|||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
||
Mutual Funds
|
$
|
1,843,945
|
|
—
|
|
—
|
|
1,843,945
|
|
|
Common Stock
|
1,838,515
|
|
—
|
|
—
|
|
1,838,515
|
|
||
Separately Managed Accounts - Common Stock
|
58,967
|
|
|
|
58,967
|
|
||||
Short Term Investment Fund
|
21,746
|
|
—
|
|
—
|
|
21,746
|
|
||
Total
|
3,763,173
|
|
—
|
|
—
|
|
3,763,173
|
|
||
Goldman Sachs Core Plus Fixed Income CCT measured at net asset value (NAV)
|
|
|
|
7,803
|
|
|||||
Vanguard Trusts measured at NAV
|
|
|
|
941,318
|
|
|||||
Total Investments at Fair Value
|
|
|
|
$
|
4,712,294
|
|
|
Thousands of Dollars
|
||||
|
2018
|
|
2017
|
|
|
|
|
|
|||
Net assets available for benefits as reported in the financial statements
|
$
|
4,878,685
|
|
5,274,234
|
|
Adjustment from contract value to fair value for fully benefit-responsive
investment contracts
|
(5,502
|
)
|
2,913
|
|
|
Deemed distributions of participant loans
|
(1,348
|
)
|
(1,203
|
)
|
|
Net assets available for benefits as reported in the Form 5500
|
$
|
4,871,835
|
|
5,275,944
|
|
|
Thousands of Dollars
|
|
|
|
2018
|
|
|
|
|
||
Net decrease as reported in the financial statements
|
$
|
(395,549
|
)
|
Adjustment from contract value to fair value for fully benefit-responsive
investment contracts at December 31, 2018
|
(5,502
|
)
|
|
Reverse adjustment from contract value to fair value for certain fully
benefit-responsive investment contracts at December 31, 2017
|
(2,913
|
)
|
|
Deemed distributions of participant loans at the beginning of the year
|
1,203
|
|
|
Deemed distributions of participant loans at end of the year
|
(1,348
|
)
|
|
Net loss as reported in the Form 5500
|
$
|
(404,109
|
)
|
•
|
A participant is no longer required to contribute to the Plan to be eligible to receive the Success Share contribution.
|
•
|
Company matches one dollar for each dollar contributed by an active participant up to 6% of Pay.
|
•
|
The autoenrollment feature is increased to 6%, with an automatic increase of 1% until it reaches 10%.
|
•
|
Success Share contributions will be made on an annual basis.
|
•
|
The "Pay" definition will include amounts both awarded and paid within the same calendar year under the Variable Cash Incentive Program of Phillips 66 (VCIP), and eligible amounts under the commercial bonus program that would have been payable under the VCIP prior to January 1, 2019.
|
Schedule H, Line 4i
|
|
Phillips 66 Savings Plan
|
Schedule of Assets (Held at End of Year)
|
|
EIN 37-1652702, Plan 002
|
At December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
Thousands of Dollars
|
||||
(a) (b)
|
(c)
|
|
(d)
|
|
(e)
|
||
Identity of issue borrower, lessor
Current or similar party
|
Description of investment including maturity date,
rate of interest, collateral, par or maturity value
|
|
Historical Cost
|
|
Value
|
||
* Phillips 66
|
Stock Fund
|
|
$
|
**
|
|
1,026,987
|
|
* Phillips 66
|
Leveraged Stock Fund
|
|
|
**
|
|
91,974
|
|
ConocoPhillips
|
Stock Fund
|
|
|
**
|
|
297,191
|
|
ConocoPhillips
|
Leveraged Stock Fund
|
|
|
**
|
|
117,726
|
|
DowDuPont
|
Stock Fund
|
|
|
**
|
|
4,220
|
|
IGT Invesco Short-Term Bond Fund
|
Short-Term Bond
|
|
|
**
|
|
211,855
|
|
IGT BlackRock Intermediate Gov/
Credit Fund
|
Multi-Mgr. Intermediate Government
|
|
|
**
|
|
29,243
|
|
IGT Invesco Intermediate Gov/Credit Fund
|
Multi-Mgr. Intermediate Government
|
|
|
**
|
|
30,639
|
|
IGT PIMCO Intermediate Gov/Credit Fund
|
Multi-Mgr. Intermediate Government
|
|
|
**
|
|
29,839
|
|
IGT Jennison Intermediate Gov/Credit Fund
|
Multi-Mgr. Intermediate Government
|
|
|
**
|
|
13,565
|
|
IGT BlackRock Core Fixed Income
Fund
|
Multi-Mgr. Core Fixed Income Fund
|
|
|
**
|
|
10,254
|
|
IGT Dodge & Cox Core Fixed Income
|
Multi-Mgr. Core Fixed Income Fund
|
|
|
**
|
|
10,217
|
|
IGT Invesco Core Fixed Income Fund
|
Multi-Mgr. Core Fixed Income Fund
|
|
|
**
|
|
30,428
|
|
IGT PIMCO Core Fixed Income Fund
|
Multi-Mgr. Core Fixed Income Fund
|
|
|
**
|
|
13,917
|
|
IGT MassMutual SA Core Barings
|
MassMutual
|
|
|
**
|
|
26,719
|
|
IGT MassMutual SA Intermediate Gov/Credit Barings Fund
|
MassMutual
|
|
|
**
|
|
26,612
|
|
MassMutual SA SB34 1-5 Gov/Credit
|
MassMutual
|
|
|
**
|
|
5,897
|
|
Monumental Individual Asset Wraps
|
Insurance Wrapper
|
|
|
**
|
|
5,500
|
|
* State Street
|
Short-Term Investment Fund
|
|
|
**
|
|
24,951
|
|
DFA Investment 95081222
|
DFA Emerging Markets Core Equity, Inst
|
|
|
**
|
|
10,920
|
|
Goldman Sachs
|
Goldman Sachs Small/Mid Cap Value Class R6
|
|
|
**
|
|
864
|
|
Goldman Sachs Core
|
Goldman Sachs Core Plus Fixed Income
Collective Trust
|
|
|
**
|
|
9,508
|
|
Schedule H, Line 4i
|
|
Phillips 66 Savings Plan
|
Schedule of Assets (Held at End of Year)
|
|
EIN 37-1652702, Plan 002
|
At December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
Thousands of Dollars
|
||||
(a) (b)
|
(c)
|
|
(d)
|
|
(e)
|
||
Identity of issue borrower, lessor
Current or similar party
|
Description of investment including maturity date,
rate of interest, collateral, par or maturity value
|
|
Historical Cost
|
|
Value
|
||
* The Vanguard Group
|
Vanguard Inst 500 Index Trust
|
|
$
|
**
|
|
352,392
|
|
|
Vanguard Inst Extended Market Index Trust
|
|
|
**
|
|
209,591
|
|
|
Vanguard Inst Total Bond Market Index Trust
|
|
|
**
|
|
217,871
|
|
|
Vanguard International Growth Fund Admiral
|
|
|
**
|
|
64,859
|
|
|
Vanguard International Value Fund
|
|
|
**
|
|
35,330
|
|
|
Vanguard PRIMECAP Fund Admiral
|
|
|
**
|
|
333,447
|
|
|
Vanguard Federal Money Market Fund
|
|
|
**
|
|
128,415
|
|
|
Vanguard Target Retirement 2015 Trust Plus
|
|
|
**
|
|
57,647
|
|
|
Vanguard Target Retirement 2020 Trust Plus
|
|
|
**
|
|
188,431
|
|
|
Vanguard Target Retirement 2025 Trust Plus
|
|
|
**
|
|
225,463
|
|
|
Vanguard Target Retirement 2030 Trust Plus
|
|
|
**
|
|
133,467
|
|
|
Vanguard Target Retirement 2035 Trust Plus
|
|
|
**
|
|
104,335
|
|
|
Vanguard Target Retirement 2040 Trust Plus
|
|
|
**
|
|
90,317
|
|
|
Vanguard Target Retirement 2045 Trust Plus
|
|
|
**
|
|
89,449
|
|
|
Vanguard Target Retirement 2050 Trust Plus
|
|
|
**
|
|
80,488
|
|
|
Vanguard Target Retirement 2055 Trust Plus
|
|
|
**
|
|
53,369
|
|
|
Vanguard Target Retirement 2060 Trust Plus
|
|
|
**
|
|
13,798
|
|
|
Vanguard Target Retirement 2065 Trust Plus
|
|
|
**
|
|
4,270
|
|
|
Vanguard Target Retirement Income Trust Plus
|
|
|
**
|
|
34,791
|
|
|
Vanguard Total International Stock Index Fund Inst Plus
|
|
|
**
|
|
159,531
|
|
|
Vanguard Windsor II Fund Admiral
|
|
|
**
|
|
77,764
|
|
* Jackson Square
|
Abiomed Inc Common Stk
|
|
|
**
|
|
1,381
|
|
|
Affiliated Managers Group Inc Common Stk
|
|
|
**
|
|
1,266
|
|
|
AMAG Pharmaceuticals Inc Common Stk
|
|
|
**
|
|
1,222
|
|
|
Bio-Techne Corp Common Stk
|
|
|
**
|
|
3,433
|
|
|
Cars Com Inc Common Stk
|
|
|
**
|
|
2,779
|
|
|
Coupa Software Inc Common Stk
|
|
|
**
|
|
2,510
|
|
|
Dunkin Brands Group Inc Common Stk
|
|
|
**
|
|
3,040
|
|
|
Equity Commonwealth Common Stk
|
|
|
**
|
|
4,519
|
|
|
Expeditors Intl Wash Inc Common Stk
|
|
|
**
|
|
1,997
|
|
|
GCI Liberty Inc Common Stk NPV CL A
|
|
|
**
|
|
1,345
|
|
Schedule H, Line 4i
|
|
Phillips 66 Savings Plan
|
Schedule of Assets (Held at End of Year)
|
|
EIN 37-1652702, Plan 002
|
At December 31, 2018
|
|
|
|
|
|
|
||
|
|
|
Thousands of Dollars
|
|||||
(a) (b)
|
(c)
|
|
(d)
|
|
(e)
|
|||
Identity of issue borrower, lessor
Current or similar party
|
Description of investment including maturity date,
rate of interest, collateral, par or maturity value
|
|
Historical Cost
|
|
Value
|
|||
|
Graco Inc Common Stk
|
|
$
|
**
|
|
2,189
|
|
|
|
Haemonetics Corp Mass Common Stk
|
|
|
**
|
|
1,681
|
|
|
|
J2 Global Inc Common Stk
|
|
|
**
|
|
3,803
|
|
|
|
Lendingtree Inc Common Stk
|
|
|
**
|
|
2,741
|
|
|
|
Liberty Media Corp Common Stk USD0.01 SER C Form
|
|
|
**
|
|
1,739
|
|
|
|
Liberty Tripadvisor Hldgs Inc Common Stk
|
|
|
**
|
|
3,270
|
|
|
|
Liveramp Holdings Inc Common Stk
|
|
|
**
|
|
4,160
|
|
|
|
Logitech International Sa Common Stk
|
|
|
**
|
|
1,825
|
|
|
|
MSCI Inc Common Stk
|
|
|
**
|
|
1,061
|
|
|
|
New York Times Co CL A ISIN Common Stk
|
|
|
**
|
|
4,095
|
|
|
|
Paycom Software Inc Common Stk
|
|
|
**
|
|
2,696
|
|
|
|
Portola Pharmaceuticals Inc Common Stk
|
|
|
**
|
|
991
|
|
|
|
RedFin Corp Common Stk
|
|
|
**
|
|
2,354
|
|
|
|
Stitch Fix Inc CL A CL A Common Stk
|
|
|
**
|
|
1,311
|
|
|
|
Tripadvisor Inc Com USD0.001 Common Stk
|
|
|
**
|
|
1,351
|
|
|
|
Ubiquiti Networks Inc Common Stk
|
|
|
**
|
|
857
|
|
|
|
Varonis Sys Inc Common Stk
|
|
|
**
|
|
1,804
|
|
|
|
Wix.com LTD Common Stk
|
|
|
**
|
|
2,259
|
|
|
|
Wyndam Hotels & Resorts Inc Common Stk
|
|
|
**
|
|
2,429
|
|
|
|
Yelp Inc Common Stk
|
|
|
**
|
|
2,055
|
|
|
|
Cash and Cash Equivalents
|
|
|
**
|
|
2,370
|
|
|
* Participants
|
Loans to Plan Participants,
Interest rates ranging from 2.91% to 9.50% |
|
|
**
|
|
83,499
|
|
|
|
|
|
|
|
|
$
|
4,838,083
|
|
* Party-in-interest
|
|
|
|
|
|
|
||
** Historical cost information is not required for participant-directed investments.
|
|
|
Exhibit Index
|
|
Phillips 66 Savings Plan
|
|
|
EIN 37-1652702, Plan 002
|
Exhibit Number
|
Description
|
1 Year Phillips 66 Chart |
1 Month Phillips 66 Chart |
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