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Form 8-K · Current Report · Filed 2025-09-18

Phillips 66 Announces Underwritten Public Offering of Junior Subordinated Notes

On September 16, 2025, Phillips 66 Company announced an underwritten public offering of $1 billion aggregate principal amount of its 5.875% Series A Junior Subordinated Notes due 2056 and $1 billion aggregate principal amount of its 6.200% Series B Junior Subordinated Notes due 2056, fully and unconditionally guaranteed by Phillips 66.

Filer
Phillips 66 PSX · NYSE
Filed
Accession
0001193125-25-207435
CIK
0001534701
Signal
Medium impactEnergy

Details

The notes were issued pursuant to the Subordinated Indenture, dated September 18, 2025, among Phillips 66 Company, Phillips 66, and U.S. Bank Trust Company, National Association, as trustee. The sale of the notes was registered under the company's registration statement on Form S-3, filed on July 28, 2025.

Items reported

Item 8.01

Other Events

Convertible Notes Offering
Item 9.01

Financial Statements and Exhibits

Exhibits Furnished

Market reaction

Close before filing

$133.14

Next session

-2.6%

Since filing

+59.0%

Latest close

$211.68

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from PSX reporting the same item, with the next session's move:

About Phillips 66

Phillips 66 is a renowned American multinational energy company involved in refining, transporting, and marketing petroleum products. Engaging primarily as a downstream sector entity, Phillips 66 operates an extensive network of refineries, pipelines, and retail stations across the globe. The company's main function is to refine crude oil into marketable fuels such as gasoline, diesel, and jet fuel, as well as petrochemical products that serve as building blocks for various industrial applications. Additionally, Phillips 66 is known for its logistics and midstream operations, which include pipelines and trucking services that facilitate efficient energy distribution. The company plays a critical role in the energy sector, impacting industries ranging from transportation to manufacturing. By maintaining a strategic focus on safety, environmental stewardship, and operational excellence, Phillips 66 contributes significantly to the global energy supply chain. Established in 1875 and headquartered in Houston, Texas, Phillips 66 continues to provide essential energy solutions while adapting to evolving market dynamics and sustainability demands.

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