Elliott Nominates Phillips 66 Directors, Escalating Fight

Elliott Investment Management, the activist hedge fund, has nominated seven directors to Phillips 66's board, escalating its fight with the energy group. The move comes after Elliott failed to reach an agreement with Phillips 66's leadership on a path to improving performance. Elliott's nominees include Elliott partner John Pike, who has led the firm's engagement with Phillips 66 since 2023.

Elliott's slate of seven highly qualified individuals allows it to maintain flexibility given the Company's recent actions to change the composition of its Board. On February 18, Phillips announced that two sitting directors previously in the 2025 class, Gary Adams and Denise Ramos, would not stand for reelection at the Company's 2025 Annual Meeting, and that the size of the Board would be reduced from 14 to 12 directors after the Annual Meeting. However, the Company has not disclosed how many seats will now be up for election or who it will be nominating. Elliott's candidates were chosen through a comprehensive search process to identify professionals with complementary backgrounds and experience related to improving refining and midstream operations, evaluating complex strategic transactions and enhancing corporate governance.

Elliott's director nominees are as follows, with more detailed biographies appended to this release:
Brian S. Coffman – former CEO of Motiva Enterprises and former SVP of Refining at Andeavor
Sigmund Cornelius – former SVP and CFO of ConocoPhillips
Michael Heim – one of the founders and former President and COO of Targa Resources
Alan Hirshberg – former EVP, Production, Drilling and Projects at ConocoPhillips
Gillian Hobson – former M&A and Capital Markets Partner at Vinson & Elkins, with significant focus on midstream transactions
Stacy Nieuwoudt – former Energy and Industrials Analyst at Citadel
John Pike – Partner at Elliott Investment Management

Elliott's proposed slate of directors brings a diverse set of skills and experiences that could enhance Phillips 66's board and management. Their specific backgrounds in refining, midstream, finance, M&A, and investment research make them well-suited to address the challenges facing Phillips 66 and help the company realize its full potential.

Elliott's proposed portfolio simplification, operating review, and enhanced oversight align with Phillips 66's current strategic priorities and long-term goals. By nominating these directors, Elliott is pushing for changes that could help Phillips 66 improve its operational performance, capital allocation, and corporate governance. The company could face challenges in implementing these initiatives, such as navigating complex transactions, setting and achieving ambitious targets, and gaining shareholder support. However, by addressing these obstacles proactively and engaging with stakeholders, Phillips 66 can increase the likelihood of successfully implementing Elliott's suggested initiatives.

In conclusion, Elliott's nomination of seven directors to Phillips 66's board escalates the fight between the activist hedge fund and the energy group. Elliott's proposed slate of directors brings a diverse set of skills and experiences that could enhance Phillips 66's board and management, and their nomination aligns with the company's current strategic priorities and long-term goals. By addressing potential challenges proactively and engaging with stakeholders, Phillips 66 can increase the likelihood of successfully implementing Elliott's suggested initiatives and driving long-term shareholder value.