Paula A. Johnson Vice President, General Counsel and Secretary 3010 Briarpark Drive Houston, Texas 77042 (855) 283-9237 |
CUSIP No.: 718549 207 | |||
1. | Name of Reporting Person: PHILLIPS 66 | ||
2. | Check the Appropriate Box if a Member of Group (See Instructions): (a) x (b) ¨ | ||
3. | SEC Use Only: | ||
4. | Source of Funds: OO | ||
5. | Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e): | ||
6. | Citizenship or Place of Organization: Delaware | ||
Number of Shares Beneficially Owned By Each Reporting Person With: | 7. Sole Voting Power: -- 8. Shared Voting Power: 57,742,986(1) 9. Sole Dispositive Power: -- 10. Shared Dispositive Power: 57,742,986(1) | ||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person: 57,742,986(1) | ||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares: | ||
13. | Percent of Class Represented By Amount In Row (11): 70.5% | ||
14. | Type of Reporting Person: CO |
(1) | Effective August 1, 2015, Phillips 66 Project Development Inc. ("PDI") beneficially owns 57,742,986 common units representing limited partner interests ("Common Units") in the Issuer. Phillips 66 Company ("P66 Company") owns all of the common stock of PDI. Phillips 66 ("PSX") owns all of the common stock of P66 Company. Accordingly, PSX and P66 Company may be deemed to indirectly beneficially own the Common Units held by PDI. |
CUSIP No.: 718549 207 | |||
1. | Name of Reporting Person: PHILLIPS 66 COMPANY | ||
2. | Check the Appropriate Box if a Member of Group (See Instructions): (a) x (b) ¨ | ||
3. | SEC Use Only: | ||
4. | Source of Funds: OO | ||
5. | Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e): | ||
6. | Citizenship or Place of Organization: Delaware | ||
Number of Shares Beneficially Owned By Each Reporting Person With: | 7. Sole Voting Power: -- 8. Shared Voting Power: 57,742,986(1) 9. Sole Dispositive Power: -- 10. Shared Dispositive Power: 57,742,986(1) | ||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person: 57,742,986(1) | ||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares: | ||
13. | Percent of Class Represented By Amount In Row (11): 70.5% | ||
14. | Type of Reporting Person: CO |
(1) | Effective August 1, 2015, Phillips 66 Project Development Inc. ("PDI") beneficially owns 57,742,986 common units representing limited partner interests ("Common Units") in the Issuer. Phillips 66 Company ("P66 Company") owns all of the common stock of PDI. Phillips 66 ("PSX") owns all of the common stock of P66 Company. Accordingly, PSX and P66 Company may be deemed to indirectly beneficially own the Common Units held by PDI. |
CUSIP No.: 718549 207 | |||
1. | Name of Reporting Person: PHILLIPS 66 PROJECT DEVELOPMENT INC. | ||
2. | Check the Appropriate Box if a Member of Group (See Instructions): (a) x (b) ¨ | ||
3. | SEC Use Only: | ||
4. | Source of Funds: OO | ||
5. | Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e): | ||
6. | Citizenship or Place of Organization: Delaware | ||
Number of Shares Beneficially Owned By Each Reporting Person With: | 7. Sole Voting Power: -- 8. Shared Voting Power: 57,742,986(1) 9. Sole Dispositive Power: -- 10. Shared Dispositive Power: 57,742,986(1) | ||
11. | Aggregate Amount Beneficially Owned by Each Reporting Person: 57,742,986(1) | ||
12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares: | ||
13. | Percent of Class Represented By Amount In Row (11): 70.5% | ||
14. | Type of Reporting Person: CO |
(1) | Effective August 1, 2015, Phillips 66 Project Development Inc. ("PDI") beneficially owns 57,742,986 common units representing limited partner interests ("Common Units") in the Issuer. Phillips 66 Company ("P66 Company") owns all of the common stock of PDI. Phillips 66 ("PSX") owns all of the common stock of P66 Company. Accordingly, PSX and P66 Company may be deemed to indirectly beneficially own the Common Units held by PDI. |
(a) | The names of the reporting persons are: |
i. | PSX is a Delaware corporation that wholly owns P66 Company, a Delaware corporation that wholly owns PDI, a Delaware corporation. The name of each director and executive officer of each of PSX, P66 Company, and PDI, and each individual’s principal occupation, is set forth on Schedule I to this Schedule 13D. |
ii. | P66 Company, a Delaware corporation that is wholly owned by PSX. |
iii. | PDI, a Delaware corporation that is wholly owned by P66 Company. |
(b) | The business address of PSX, P66 Company, PDI, and each person listed in Schedule I is 3010 Briarpark Drive, Houston, Texas 77042. |
(c) | PSX is a growing energy manufacturing and logistics company with midstream, chemicals, refining, and marketing and specialties businesses with a key focus on safe and reliable operations. P66 Company focuses on refining, marketing and transportation operations, natural gas gathering, processing, transmission, and marketing operations, and petrochemical operations. PDI develops new projects supporting the business of PSX and P66 Company. |
(d) | Within the last five years, none of PSX, P66 Company, PDI, nor any person named in Schedule I has been convicted in any criminal proceedings. |
(e) | Within the last five years, none of PSX, P66 Company, PDI, nor any person named in Schedule I was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
Dated: October 2, 2015 | Phillips 66 | |
By: | /s/ Paula A. Johnson | |
Paula A. Johnson Executive Vice President, Legal, General Counsel and Corporate Secretary |
Dated: October 2, 2015 | By: | Phillips 66 Company |
/s/ Paula A. Johnson | ||
Paula A. Johnson Executive Vice President, Legal, General Counsel and Corporate Secretary |
Dated: October 2, 2015 | By: | Phillips 66 Project Development Inc. |
/s/ Paula A. Johnson | ||
Paula A. Johnson Executive Vice President, Legal, General Counsel and Corporate Secretary |
Phillips 66 | ||
Name, Title | Principal Occupation | Citizenship |
Directors | ||
J. Brian Ferguson | Retired former Chairman of Eastman Chemical Company | U.S. |
William R. Loomis, Jr. | Independent financial advisor | U.S. |
Harold W. McGraw III | Retired former Chairman of McGraw Hill Financial | U.S. |
Glenn F. Tilton | Retired former Chairman of the Midwest of JPMorgan Chase & Co. | U.S. |
Victoria J. Tschinkel | Vice-Chairwoman of 1000 Friends of Florida | U.S. |
Marna C. Whittington | Retired former CEO of Allianz Global Investors Capital | U.S. |
John E. Lowe | Non-Executive Chairman, Apache Corporation | U.S. |
Greg C. Garland | Chairman of the Board and CEO of Phillips 66 | U.S. |
Executive Officers | ||
Greg C. Garland | Chairman of the Board and CEO | U.S. |
Tim G. Taylor | President | U.S. |
Robert A. Herman | Executive Vice President, Midstream | U.S. |
Paula A. Johnson | Executive Vice President, Legal, General Counsel, and Corporate Secretary | U.S. |
Greg G. Maxwell | Executive Vice President, Finance and CFO | U.S. |
Lawrence M. Ziemba | Executive Vice President, Refining | U.S. |
Chukwuemeka A. Oyolu | Vice President and Controller | U.S. |
Phillips 66 Company | ||
Name, Title | Principal Occupation | Citizenship |
Directors | ||
Paula A. Johnson | Executive Vice President, Legal, General Counsel, and Corporate Secretary (Phillips 66) | U.S. |
John D. Zuklic | Vice President and Treasurer (Phillips 66) | U.S. |
Executive Officers | ||
Greg C. Garland | Chairman of the Board and CEO | U.S. |
Tim G. Taylor | President | U.S. |
Robert A. Herman | Executive Vice President, Midstream | U.S. |
Paula A. Johnson | Executive Vice President, Legal, General Counsel, and Corporate Secretary | U.S. |
Greg G. Maxwell | Executive Vice President, Finance and CFO | U.S. |
Lawrence M. Ziemba | Executive Vice President, Refining | U.S. |
Chukwuemeka A. Oyolu | Vice President and Controller | U.S. |
Phillips 66 Project Development Inc. | ||
Name, Title | Principal Occupation | Citizenship |
Directors | ||
Paula A. Johnson | Executive Vice President, Legal, General Counsel, and Corporate Secretary (Phillips 66) | U.S. |
John D. Zuklic | Vice President and Treasurer (Phillips 66) | U.S. |
Executive Officers | ||
Tim G. Taylor | President | U.S. |
Robert A. Herman | Vice President | U.S. |
Paula A. Johnson | Vice President | U.S. |
Ron W. Armstrong | Vice President | U.S. |
John D. Zuklic | Vice President and Treasurer | U.S. |
Chukwuemeka A. Oyolu | Vice President | U.S. |