Richard G Harbison Form 3 Phillips 66 / Richard G Harbison ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Harbison Richard G

(Last) (First) (Middle)

2331 CITYWEST BLVD.

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2022

3. Issuer Name and Ticker or Trading Symbol
Phillips 66 [ PSX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior VP, Refining

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	14,760(1)	D
Common Stock	4,518.829	I	By Phillips 66 Savings Plan
Common Stock	40	I	by son

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	(2)	02/02/2026	Common Stock	1,067	78.62	D
Employee Stock Option (Right to Buy)	(3)	02/07/2027	Common Stock	3,667	78.475	D
Employee Stock Option (Right to Buy)	(4)	02/06/2028	Common Stock	4,700	94.85	D
Employee Stock Option (Right to Buy)	(5)	02/05/2029	Common Stock	5,800	94.9675	D
Employee Stock Option (Right to Buy)	(6)	02/04/2030	Common Stock	6,700	89.57	D
Employee Stock Option (Right to Buy)	(7)	02/09/2031	Common Stock	13,500	74.7	D
Employee Stock Option (Right to Buy)	(8)	02/08/2032	Common Stock	14,800	89.05	D

Explanation of Responses:

1. Includes 11,803 Restricted Stock Units (RSUs) that settle for shares of Phillips 66 common stock on a 1-for-1 basis on the third anniversary of the date of grant.

2. The stock options became exercisable in three equal annual installments beginning on February 2, 2017.

3. The stock options became exercisable in three equal annual installments beginning on February 7, 2018.

4. The stock options became exercisable in three equal annual installments beginning on February 6, 2019.

5. The stock options became exercisable in three equal annual installments beginning on February 5, 2020.

6. The stock options became exercisable in three equal annual installments beginning on February 4, 2021.

7. The stock options become exercisable in three equal annual installments beginning on February 9, 2022.

8. The stock options become exercisable in three equal annual installments beginning on February 8, 2023.

Remarks:

	Debra M. Green as Attorney-in-Fact	06/09/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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