Kluppel Ann M 4

What Happened
Ann M. Kluppel, Vice President and Controller of Phillips 66 (PSX), had 228 shares withheld on February 7, 2026 to satisfy tax withholding obligations tied to the vesting of Restricted Stock Units (RSUs). The shares were valued at $156.93 each (average of the high and low on Feb 6, 2026), for a total value of approximately $35,779. This was a tax-withholding disposition (transaction code F), not an open-market sale.

Key Details

• Transaction date: 2026-02-07
• Transaction type: Tax withholding upon RSU vesting (code F) — 228 shares withheld/disposed
• Price used: $156.93 per share (average of high and low on Feb 6, 2026)
• Reported value: ~$35,779
• Shares owned after transaction: Not specified in the provided filing data
• Relevant footnotes: F1 = shares withheld to satisfy tax on RSUs granted Feb 7, 2023; F2 = price is average of high/low on Feb 6, 2026; F3 = filing references 2,729 RSUs that settle 1-for-1 into shares; F4 = references routine 401(k)/dividend-acquired shares exempt under Rule 16a-11
• Filing timeliness: Report filed Feb 9, 2026 for a Feb 7 transaction — appears timely under Form 4 rules

Context
Withholding shares to cover taxes when RSUs vest is a routine administrative action and differs from an open-market sale. Such transactions reduce the insider’s outstanding vested shares but do not necessarily reflect a change in sentiment about the company.