Elliott's letter to Phillips 66 shareholders on the Streamline 66 plan and board change

What to notice

1. 1

   Elliott says that over the past decade Phillips 66 shares underperformed Valero and Marathon Petroleum, its closest peers, by -138% and -188%, citing total shareholder return per Bloomberg to 7 February 2025.

“Unfortunately for investors, patience has been punished.”

About this letter

Elliott Investment Management, whose funds held a stake of more than $2.5 billion in Phillips 66, wrote this letter to the energy conglomerate's shareholders on 3 April 2025, ahead of the 2025 Annual Meeting in May. It was filed with the SEC on form DFAN14A, the form for proxy material from someone other than the company, as the opening pages of an exhibit that also carries Elliott's social media posts and website updates. It is signed by the firm.

The letter asks shareholders to vote the Gold Card for four director nominees: Sigmund Cornelius, Michael Heim, Brian Coffman and Stacy Nieuwoudt. It sets out Elliott's three-part Streamline 66 plan of portfolio simplification, a review of refining operations and stronger board oversight. It recounts Elliott's engagement since the autumn of 2023, including a second board seat it says the company promised and never filled, and argues for a non-binding proposal that every director stand for election each year. It also contrasts the current board's backgrounds, outside refining and midstream, with the industry experience of Elliott's nominees.

Companies

• Phillips 66 PSX
• Marathon Petroleum
• Valero Energy

Themes

• governance
• board change
• breakup or separation
• cost discipline
• valuation discount