Form 8-K
8-K — Phillips 66
Accession: 0001534701-26-000015
Filed: 2026-04-06
Period: 2026-04-06
CIK: 0001534701
SIC: 2911 (PETROLEUM REFINING)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — psx-20260406.htm (Primary)
EX-99.1 (psx-2026_q1prexrelease.htm)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K
8-K (Primary)
Filename: psx-20260406.htm · Sequence: 1
psx-20260406
0001534701false00015347012026-04-062026-04-06
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
April 6, 2026
Date of Report (date of earliest event reported)
Phillips 66
(Exact name of registrant as specified in its charter)
Delaware 001-35349 45-3779385
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
2331 CityWest Boulevard
Houston, Texas 77042
(Address of Principal Executive Offices and Zip Code)
(832) 765-3010
Registrant's telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, $0.01 par value PSX New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On April 6, 2026, Phillips 66 (the “Company”) issued guidance providing preliminary first-quarter 2026 financial information. The preliminary financial information is based upon the Company’s current estimates and is subject to completion of financial and operating closing procedures as of and for the quarter ended March 31, 2026. A copy of the guidance is furnished as Exhibit 99.1 to this Form 8-K.
The information in this report and the exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1
—
Guidance on First-Quarter 2026 Financial Information
104 — Cover Page Interactive Data File (embedded within the Inline XBRL document).
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
PHILLIPS 66
By: /s/ Ann M. Kluppel
Ann M. Kluppel
Senior Vice President and Controller
Date: April 6, 2026
2
EX-99.1
EX-99.1
Filename: psx-2026_q1prexrelease.htm · Sequence: 2
Document
Exhibit 99.1
Phillips 66 Provides Guidance on First-Quarter 2026 Financial Information
Phillips 66 is providing guidance for the investor community about certain items impacting first-quarter 2026 results. The following guidance is being provided for perspective only. The company has not completed its financial closing procedures for the first quarter and actual results could vary from these preliminary estimates. Please see the information set forth under “Cautionary Statement for the Purposes of the ‘Safe Harbor’ Provisions of the Private Securities Litigation Reform Act of 1995” for additional information about the Guidance on First-Quarter 2026 Financial Information.
Mark-to-Market Impacts
As disclosed in the company’s U.S. Securities and Exchange Commission filings, the company routinely carries a net short position in crude oil, refined petroleum products, natural gas liquids and renewables feedstocks-related derivative contracts. The company's practice is to utilize these short derivative positions as economic hedges to manage price risk for certain of its physical positions associated with its assets.
As a result of the sharp increase in commodity prices, the company’s first quarter financial results were impacted by approximately $900 million in pre-tax mark-to-market losses. However, the associated increase in current market value of the underlying physical inventory is not reflected in book value.
The net short position in crude and products related derivative contracts was approximately 50 million barrels as of March 31, 2026.
Mark-to-Market Pre-Tax Losses by Segment
Quarter Ended March 31, 2026
Millions of Dollars
Estimated Range
Low High
Refining $ (350) (450)
Marketing and Specialties (300) (400)
Renewable Fuels (100) (200)
Other Considerations
•Refining segment results had unfavorable impacts of approximately $300 million pre-tax from the standard two-week lag in Gulf Coast clean products pricing
•Midstream segment results were negatively impacted by producer downtime associated with Winter Storm Fern, as well as accelerated depreciation associated with a Permian Basin gas plant
•Chemicals segment Global O&P utilization was impacted by reduced operations at CPChem’s Middle East joint ventures
•Marketing & Specialties segment margins were adversely impacted by sharply rising spot prices
Page 1
Preliminary First-Quarter 2026 Financial Information
The following table reflects a range for the company’s estimates of first-quarter 2026 results.
Income/(Loss) before Income Taxes
Quarter Ended March 31, 2026
Millions of Dollars
Estimated Range
Low High
Midstream $ 550 600
Chemicals 80 130
Refining (400) (200)
Marketing and Specialties (170) (20)
Renewable Fuels (150) (50)
Corporate and Other (470) (450)
Special Item Adjustments
Quarter Ended March 31, 2026
Millions of Dollars
Estimated Range
Low High
Chemicals $ (30) (30)
Marketing and Specialties 20 20
Adjusted Income/(Loss) before Income Taxes
Quarter Ended March 31, 2026
Millions of Dollars
Estimated Range
Low High
Midstream $ 550 600
Chemicals 50 100
Refining (400) (200)
Marketing and Specialties (150) 0
Renewable Fuels (150) (50)
Corporate and Other (470) (450)
The following table represents the company’s updated guidance on key operating metrics.
First-Quarter 2026 Outlook
(in millions of dollars, unless otherwise indicated)
Prior1
Current
Global Olefins & Polyolefins utilization Mid-90% Low-90%
Refining crude utilization Low-90% Mid-90%
Refining turnaround expense $170 - $190 unchanged
1 Represents prior guidance published in the 4th Quarter 2025 Earnings Presentation.
Liquidity
The sharp increase in commodity prices during the first quarter resulted in a net outflow of approximately $3 billion of cash collateral on derivative positions. To manage these impacts, the company drew on its committed and uncommitted lines of credit, issued and fully drew a new $2.25 billion 364-day term loan, and upsized its accounts receivables securitization facility from $1.25 billion to $1.75 billion. The company is well-positioned to manage further commodity price volatility through ample liquidity and cash generated from operations.
As of March 31, 2026, the company had approximately $6 billion of liquidity, reflecting $5 billion of cash and cash equivalents and total committed capacity available under credit facilities of $1 billion. Total debt was approximately $27 billion and net debt was $22 billion at March 31, 2026. The company remains committed to a total debt target of $17 billion by end of 2027.
CAUTIONARY STATEMENT FOR THE PURPOSES OF THE “SAFE HARBOR” PROVISIONS
OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This document contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. The updates to the preliminary first-quarter 2026 financial information included in this document are forward-looking statements. These forward-looking statements are based on management’s expectations, estimates and beliefs as of the date of this document, but are not guarantees of future performance or of actual first-quarter 2026 results. Words such as, “anticipated,” “estimated,” “expected,” “target,” “will,” “believe,” and “continue” and similar expressions that convey the prospective nature of events or outcomes generally indicate forward-looking statements. You should not unduly rely on the forward-looking statements as they involve certain risks, uncertainties and assumptions. Therefore, actual outcomes and results may differ materially from what is expressed or forecast in such forward-looking statements. Factors that could cause actual first-quarter 2026 results to differ materially from those described in the forward-looking statements include the fact that Phillips 66 has not yet completed its quarterly financial statement close process, and other economic, business, competitive and/or regulatory factors affecting Phillips 66’s businesses generally as set forth in our filings with the U.S. Securities and Exchange Commission. Additional developments and adjustments may arise between the date of this document and the time the financial information for the first-quarter 2026 period is finalized, which may cause the actual, final information to vary from the forecasted estimates contained in this document.
Use of Non-GAAP Financial Information–This document includes terms such as “net debt” and “adjusted income (loss) before income taxes.” These are non-GAAP financial measures that are included to help facilitate comparisons of operating performance across periods, to help facilitate comparisons with other companies in our industry and to help facilitate determination of enterprise value. Where applicable, these measures exclude items that do not reflect the core operating results of our businesses in the current period or other adjustments to reflect how management analyzes results. Net debt is defined as total outstanding debt minus cash and cash equivalents. The most directly comparable GAAP measure is total debt. Management uses net debt to assess capital structure and leverage by reflecting the extent to which borrowings are offset by available cash. Adjusted income (loss) before income taxes is defined as income (loss) before income taxes, adjusted for special items. The most directly comparable GAAP measure is income (loss) before income taxes. Management uses this measure to evaluate the company’s core operating performance across periods by excluding items that are not considered representative of the company’s ongoing operations.
The term “results” refers to income (loss) before income taxes.
These measures are based on preliminary financial information, as the Company has not yet completed its quarterly financial reporting process. Outlooks, estimates, and other statements of future financial impacts of certain factors as provided in this document are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Actual results could vary significantly from our estimates as there could be factors relevant to the first-quarter of 2026 results that are not currently known or fully understood. All forward-looking statements and the assumptions in this document speak only as of the date hereof.
XML — IDEA: XBRL DOCUMENT
XML
Filename: R1.htm · Sequence: 7
v3.26.1
Document and Entity Information Document and Entity Information
Apr. 06, 2026
Document and Entity Information [Abstract]
Document Type
8-K
Document Period End Date
Apr. 06, 2026
Entity Registrant Name
Phillips 66
Entity File Number
001-35349
Entity Tax Identification Number
45-3779385
Entity Address, Address Line One
2331 CityWest Boulevard
Entity Address, City or Town
Houston
Entity Address, State or Province
TX
Entity Address, Postal Zip Code
77042
City Area Code
832
Local Phone Number
765-3010
Written Communications
false
Soliciting Material
false
Pre-commencement Tender Offer
false
Pre-commencement Issuer Tender Offer
false
Title of 12(b) Security
Common stock, $0.01 par value
Trading Symbol
PSX
Security Exchange Name
NYSE
Entity Emerging Growth Company
false
Entity Central Index Key
0001534701
Amendment Flag
false
Entity Incorporation, State or Country Code
DE
X
- Definition
Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
No definition available.
+ Details
Name:
dei_AmendmentFlag
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Area code of city
+ References
No definition available.
+ Details
Name:
dei_CityAreaCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
No definition available.
+ Details
Name:
dei_DocumentPeriodEndDate
Namespace Prefix:
dei_
Data Type:
xbrli:dateItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
No definition available.
+ Details
Name:
dei_DocumentType
Namespace Prefix:
dei_
Data Type:
dei:submissionTypeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 1 such as Attn, Building Name, Street Name
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine1
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the City or Town
+ References
No definition available.
+ Details
Name:
dei_EntityAddressCityOrTown
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Code for the postal or zip code
+ References
No definition available.
+ Details
Name:
dei_EntityAddressPostalZipCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the state or province.
+ References
No definition available.
+ Details
Name:
dei_EntityAddressStateOrProvince
Namespace Prefix:
dei_
Data Type:
dei:stateOrProvinceItemType
Balance Type:
na
Period Type:
duration
X
- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityCentralIndexKey
Namespace Prefix:
dei_
Data Type:
dei:centralIndexKeyItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if registrant meets the emerging growth company criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityEmergingGrowthCompany
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
No definition available.
+ Details
Name:
dei_EntityFileNumber
Namespace Prefix:
dei_
Data Type:
dei:fileNumberItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Two-character EDGAR code representing the state or country of incorporation.
+ References
No definition available.
+ Details
Name:
dei_EntityIncorporationStateCountryCode
Namespace Prefix:
dei_
Data Type:
dei:edgarStateCountryItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityRegistrantName
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityTaxIdentificationNumber
Namespace Prefix:
dei_
Data Type:
dei:employerIdItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Local phone number for entity.
+ References
No definition available.
+ Details
Name:
dei_LocalPhoneNumber
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name:
dei_PreCommencementIssuerTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name:
dei_PreCommencementTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
dei_Security12bTitle
Namespace Prefix:
dei_
Data Type:
dei:securityTitleItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
dei_
Data Type:
dei:edgarExchangeCodeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
+ Details
Name:
dei_SolicitingMaterial
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
dei_TradingSymbol
Namespace Prefix:
dei_
Data Type:
dei:tradingSymbolItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name:
dei_WrittenCommunications
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Document and entity information.
+ References
No definition available.
+ Details
Name:
psx_DocumentAndEntityInformationAbstract
Namespace Prefix:
psx_
Data Type:
xbrli:stringItemType
Balance Type:
na
Period Type:
duration