Document
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 11-K



(Mark One)
[X]
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended
December 31, 2015
 
 
or
 
[    ]
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from
 
to
 
 

Commission file number
001-35349
 


Phillips 66 Savings Plan
(Full title of the Plan)


Phillips 66
(Name of issuer of securities)

3010 Briarpark Drive
 
Houston, Texas
77042
(Address of principal executive office)
(Zip code)







Table of Contents

FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements

Financial statements of the Phillips 66 Savings Plan, filed as part of this annual report, are listed in the accompanying index.

(b) Exhibits

Exhibit 23.1 Consent of Independent Registered Public Accounting Firm



SIGNATURES

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Phillips 66 Benefits Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.



Phillips 66
Savings Plan
 
/s/ Alex J. Shabet
Alex J. Shabet
Plan Benefits Administrator

    


June 22, 2016



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Index to Financial Statements and Schedule
 
Phillips 66 Savings Plan


 
 
 
 
Page
Report of Independent Registered Public Accounting Firm
 
 
 
 
 
 
 
 
Financial Statements
 
 
 
 
Statements of Net Assets Available for Benefits at
          December 31, 2015 and 2014
 
 
 
Statement of Changes in Net Assets Available for Benefits for the
Year Ended December 31, 2015
 
 
 
Notes to Financial Statements
 
 
 
 
 
 
 
 
Supplemental Schedule
 
 
 
 
Schedule H, Line 4i  Schedule of Assets (Held at End of Year)
          as of December 31, 2015
 
 
 
 
 
 
 
 
Exhibit Index
 
 
 




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Report of Independent Registered Public Accounting Firm


The Phillips 66 Benefits Committee
Phillips 66 Savings Plan


We have audited the accompanying statements of net assets available for benefits of the Phillips 66 Savings Plan as of December 31, 2015 and 2014, and the related statement of changes in net assets available for benefits for the year ended December 31, 2015. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Phillips 66 Savings Plan at December 31, 2015 and 2014, and the changes in its net assets available for benefits for the year ended December 31, 2015, in conformity with U.S. generally accepted accounting principles.

The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2015, has been subjected to audit procedures performed in conjunction with the audit of Phillips 66 Savings Plan’s financial statements. The information in the supplemental schedule is the responsibility of the Plan’s management. Our audit procedures included determining whether the information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedule. In forming our opinion on the information, we evaluated whether such information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the information is fairly stated, in all material respects, in relation to the financial statements as a whole.




 
 
 
 
/s/ ERNST & YOUNG LLP
 


Tulsa, Oklahoma
June 22, 2016


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Statements of Net Assets Available for Benefits
 
Phillips 66 Savings Plan


 
 
Thousands of Dollars
At December 31
 
2015

 
2014

Assets
 
 
 
 
Investments at fair value
 
$
3,779,464

 
3,934,724

Investments at contract value
 
447,416

 
377,168

Notes receivable from participants
 
79,869

 
78,089

Participant deposits receivable
 
1

 
1,978

Company contributions receivable
 
34,269

 
26,866

Other receivable
 
1,090

 
72

Net Assets Available For Benefits
 
$
4,342,109

 
4,418,897

See Notes to Financial Statements.
 
 
 
 


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Statement of Changes in Net Assets Available for Benefits
 
Phillips 66 Savings Plan


 
 
Thousands of Dollars

Year Ended December 31, 2015
 
 
Additions
 
 
Company contributions
 
$
132,641

Participant deposits
 
153,337

Rollovers
 
91,037

Total Contributions
 
377,015

 
 
 
Investment income (loss)
 
 
Dividends and interest
 
123,527

Net depreciation in fair value of investments
 
(150,967
)
Total Investment Loss
 
(27,440
)
 
 
 
Interest income on notes receivable from participants
 
3,121

Other additions
 
212

Total Additions
 
352,908

 
 
 
Deductions
 
 
Benefit payments
 
428,510

Administrative expenses
 
1,186

Total Deductions
 
429,696

 
 
 
Net Decrease
 
(76,788
)
 
 
 
Net Assets Available for Benefits
 
 
Beginning of Year
 
4,418,897

End of Year
 
$
4,342,109

See Notes to Financial Statements.
 
 


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Notes to Financial Statements
 
Phillips 66 Savings Plan


Note 1Plan Description

The following description of the Phillips 66 Savings Plan (Plan) provides only general information. Participants should refer to the plan document and summary plan description for a more complete description of the Plan’s provisions.

General
The Plan is a defined contribution, 401(k) profit sharing plan sponsored by Phillips 66 Company (the Company), a wholly owned subsidiary of Phillips 66.

The Plan consists of two components: Thrift Feature (Thrift) and Success Share. The Vanguard Group, Inc. serves as record-keeper. Vanguard Fiduciary Trust Company (Vanguard) serves as trustee for the Plan.

The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).

Eligibility
Generally, active employees of the Company and its subsidiaries on the direct U.S. dollar payroll are eligible to participate in the Plan.

Thrift Feature
Participants may contribute between 1% and 75% of pay, as defined in the Plan document (Pay), on a Roth 401(k) basis, before-tax basis, an after-tax basis, or in any combination thereof. Participants are eligible to make catch-up contributions to the Plan beginning in the year they attain age 50. The Company matches $1 for each dollar contributed by an active participant up to 5% of Pay. In 2015, the Company made matching contributions to the Thrift of $65,772,619.

The Plan has an automatic enrollment feature for new employees with the initial contribution rate set at 3% of Pay, contributed on a before-tax basis. Participants can change these options and can also elect not to contribute to the Plan. To encourage participants to take advantage of the Company's matching contribution, if participants are contributing less than 5%, their before-tax contribution percentage will be automatically increased 1% each January, until they are contributing 5% in total to the Plan. Participants may opt out of this auto-increase feature, if they do not want to have their contribution rate increased.

Thrift assets are invested in a variety of investment funds; however, the Phillips 66 Leveraged Stock Fund, ConocoPhillips Stock Fund, ConocoPhillips Leveraged Stock Fund, DuPont Stock Fund and Chemours Stock Fund are closed to new investments. The ConocoPhillips Stock Fund, ConocoPhillips Leveraged Stock Fund and the DuPont Stock Fund were transferred into the Plan from the Company’s predecessor at the Plan’s inception on May 1, 2012. Investments in the Plan are participant-directed.

Effective July 1, 2015, DuPont completed a spin-off of its Performance Chemical segment into a new public company named The Chemours Company ("Chemours"). As a result of the spin-off, participants received one share of common stock of Chemours for every five shares of DuPont common stock held by the Plan on June 30, 2015. Chemours stock is closed to new investments.

Effective July 31, 2015, the Plan was amended to discontinue Tosco Contribution in Lieu of Pension (“CILP contributions”). All participants eligible to receive CILP contributions were fully vested in their CILP contributions at the time of the amendment. The amendment impacted approximately 24 participants.


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Effective September 2015, the Plan was amended to permit participants to elect to convert some or all of their pre-tax, after-tax, rollover, Company match and Success Share contributions, excluding loan balances, to Roth contributions.

Success Share
Success Share provides a discretionary Company contribution. A participant who contributes to Thrift may be eligible to receive a Success Share contribution of between 0% and 6% (with a 2% target) of Pay, based on the employee’s Pay for pay periods in which the employee contributes to Thrift during the six-month period to which the Success Share contribution relates. Success Share contributions are made on a semiannual basis and are invested in accordance with the employee’s Thrift investment elections. Investments in Success Share are participant-directed. In 2015, the Company contributed $66,868,658 for Success Share.

Participant Accounts
Each participant’s account is credited with his or her contributions, Company contributions and allocations of plan earnings, and is charged with an allocation of investment administrative expenses. Plan earnings are allocated based on the participant’s share of net earnings or losses for their respective elected investment options. Administrative expenses are $38 per member per year (paid quarterly), fixed-fee arrangements and separated from the fund investment fees to provide greater cost transparency. The benefit to which a participant is entitled is the benefit that could be provided from the participant’s vested account.

Plan Investment Advice Options
The Plan offers investment advice options to Plan participants, including no charge and fee-based advice and professionally managed account options. Participants are responsible for any fees incurred when selecting any of these options. These advice options are offered through Vanguard and Financial Engines.

Vesting
Participants are immediately vested in all amounts credited to their accounts in all funds.

Voting Rights
As a beneficial owner of Company Stock, Plan participants and beneficiaries are entitled to direct the trustee to vote the Company Stock attributable to their accounts. Company Stock means the stock held in the Phillips 66 Stock Fund and the Phillips 66 Leveraged Stock Fund accounts. Company Stock does not refer to shares of ConocoPhillips Stock Fund, ConocoPhillips Leveraged Stock Fund, DuPont Stock Fund, or Chemours Stock Fund held by the Plan.

Diversification
Generally, participants may make unlimited exchanges out of any investment fund in any dollar amount, whole percentages, or shares of their account to another investment fund subject to the exchange rules in the Plan document. In addition, using selected investment percentages, a participant may request a reallocation of both the existing account and future contribution allocations or a rebalancing of the participant’s existing account.

Share Accounting Method for Company Stock
Any shares purchased or sold for the Plan on any business day are valued at the Participant Transaction Price, as defined by the Plan, which is calculated using a weighted-average price of the Company Stock traded on that business day and any carryover impact as described in the Plan document.

Distributions
Total distributions from participant accounts can be made upon the occurrence of specified events, including the attainment of age 59½, death, disability, or termination of employment. Partial distributions, before the occurrence of a specified event, are permitted in cases of specified financial hardship.

Generally, distributions from participant accounts invested in Company Stock, ConocoPhillips Stock Fund, DuPont Stock Fund and Chemours Stock Fund can be made in cash, stock, or a combination of both. Distributions from all other funds in the Plan are made in cash. An election to make an eligible rollover distribution is also available. A

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terminated employee or a beneficiary who is the surviving spouse of a participant is eligible to elect a distribution based on a fixed-dollar amount or life-expectancy installment payments.

Dividend Pass Through
A participant can make an election to receive cash dividends from the Phillips 66 Stock Fund and the Phillips 66 Leveraged Stock Fund on the portion of that participant’s account invested in Company Stock. The distribution of these dividends is made on each dividend payment date.

Participant Loans
Participants can request a loan from their account in the Plan if their balance is at least $2,000. The minimum loan is $1,000. Generally, the maximum loan is the lesser of $50,000 or one-half of the vested value of the participant’s account. Loans are secured by the balance in the participant’s account and bear interest at a rate of prime plus 1%. Principal and interest is paid ratably through payroll deductions. For those eligible for loans, three outstanding loans are available at any one time, one of which can be a home loan. The maximum term of a home loan is 238 months, and the maximum term of a general purpose loan is 58 months.

Trust Agreements
There are two trust agreements in place. The first is with Vanguard and it provides for the administration of certain assets in the Plan.

The other trust agreement is for the Stable Value Fund (SVF) and is managed under the Stable Value Fund Trust Agreement. The assets in this fund include stable value investment contracts and short-term investments. The trustee is State Street Bank and Trust Company. Underlying the stable value investment contracts are units of common collective trust (CCT) funds and pooled separate account (PSA) funds.

Administration
The Plan is administered by the Investment Committee and Benefits Committee (Committees), a Plan Financial Administrator, and a Plan Benefits Administrator, collectively referred to as the Plan Administrators. Members of the Committees are appointed by the Board of Directors of the Company or its delegate. The Plan Financial Administrator and the Plan Benefits Administrator are the persons who occupy, respectively, the Company positions of Assistant Treasurer, Corporate Finance; and Manager, Total Rewards. Members of the Committee and the Plan Administrators serve without compensation, but are reimbursed by the Company for necessary expenditures incurred in the discharge of their duties. Administrative expenses of the Plan are paid from assets of the Plan to the extent allowable by law, unless paid by the Company.


Note 2Significant Accounting Policies

Basis of Presentation
The Plan’s financial statements are presented on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (GAAP). Distributions to participants or their beneficiaries are recorded when paid.

The SVF invests in fully benefit-responsive investment contracts. These investment contracts are recorded at contract value. Contract value is the relevant measurement attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The contract value represents contributions plus earnings, less participant withdrawals and administrative expenses.
 
Notes Receivable from Participants
Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit

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losses has been recorded as of December 31, 2015 or 2014. If a participant ceases to make loan repayments and the Plan Administrator deems the participant loan to be a distribution, the participant loan balance is reduced and a benefit payment is recorded.

Use of Estimates
The preparation of financial statements requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes and supplemental schedule. Actual results could differ from those estimates.

New Accounting Pronouncement
In July 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2015-12, Plan Accounting: Defined Benefit Pension Plans (Topic 960), Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit Plans (Topic 965): (Part I) Fully Benefit-Response Investment Contracts, (Part II) Plan Investment Disclosures, and (Part III) Measurement Date Practical Expedient (consensuses of the Emerging Issues Task Force). The guidance simplifies certain aspects of employee benefit plan accounting by 1) eliminating the requirement to measure fully benefit-responsive investment contracts at fair value, 2) eliminating certain investment disclosure requirements, and 3) providing a practical expedient to permit plans to measure investments as of a month-end date that is closest to the plan’s fiscal year end, when the fiscal period does not coincide with a month end. The guidance is effective for fiscal years beginning after December 15, 2015, but the Plan early adopted ASU 2015-12, Parts I &II, effective with the Plan’s 2015 fiscal year. Part III of the ASU is not applicable to the Plan.


Note 3Investments

Investments held by the Plan are stated at fair value, except for fully benefit-responsive investment contracts. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price).

Common stock values are based on their quoted market prices. Mutual funds are valued using quoted market prices which represent the net asset values of shares held by the Plan at year-end. The assets in the SVF include investment contracts and a short-term investment fund (STIF). The investment contracts are backed by units of CCTs and PSAs. The STIF is valued at amortized cost, which approximates fair value. See Note 4—Fair Value Measurements and Note 5—Investment Strategy for more detail on the investments held by the Plan.

Purchases and sales of investments are recorded on a trade date basis. Dividends are recorded on the ex-dividend date. Interest income is recorded on the accrual basis.

Investment securities are exposed to various risks, such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in values of investments will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statement of net assets available for benefits.

During the first quarter of 2016, PIMCO Total Return Mutual Fund Institutional Class was replaced by Goldman Sachs Core Plus Fixed Income Collective Trust.

During the second quarter of 2016, Vanguard Prime Money Market Fund was replaced by Vanguard Federal Money Market Fund.



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Note 4Fair Value Measurements

FASB Accounting Standards Codification (ASC) 820, “Fair Value Measurements,” establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:

 
Level 1:
Unadjusted quoted prices from an active market for identical assets or liabilities.
 
 
 
 
Level 2:
Adjusted quoted prices from an active market for similar assets or liabilities; or valuation inputs that are directly or indirectly observable.
 
 
 
 
Level 3:
Unobservable inputs that are significant to the fair value of assets or liabilities.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The following tables set forth by level, within the fair value hierarchy, the Plan’s investment assets at fair value:

 
Thousands of Dollars
 
Assets at Fair Value as of December 31, 2015
 
Level 1

Level 2

Level 3

Total

Mutual Funds
$
1,415,948



1,415,948

Common Stock
1,776,850



1,776,850

Short Term Investment Fund
24,947



24,947

Total
3,217,745



3,217,745

Target Retirement Date Trusts measured at NAV






561,719

Total Investments at Fair Value






$
3,779,464



 
Thousands of Dollars
 
Assets at Fair Value as of December 31, 2014
 
Level 1

Level 2

Level 3

Total

Mutual Funds
$
1,292,498



1,292,498

Common Stock
2,147,530



2,147,530

Short Term Investment Fund
8,282



8,282

Total
3,448,310



3,448,310

Target Retirement Date Trusts measured at NAV
 
 
 
486,414

Total Investments at Fair Value
 
 
 
$
3,934,724



Note 5Investment Strategy

Stable Value Fund
The Plan's investment in the SVF is held in a separate trust. The SVF consists of synthetic investment contracts (SYNs) and a STIF. The STIF seeks to provide safety of principal and daily liquidity by investing in high quality money market instruments that include but are not limited to certificates of deposit, repurchase agreements, commercial paper, bank notes, time deposits, corporate debt, and U.S. Treasury and agency debt. While the intent of this fund is to allow daily

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withdrawals on each business day when the Federal Reserve’s wire system is open, the trustee of the fund may suspend withdrawal rights at its sole discretion in certain situations such as a breakdown in the means of communication normally employed in determining the value of the investments of the fund or a state of affairs in which the disposition of the assets of the fund would not be reasonably practicable or would be seriously prejudicial to the fund participants. The STIF is valued at amortized cost, which approximates fair value. In a SYN contract structure, the underlying investments are owned by the SVF Trust and held in trust for Plan participants. The underlying investments of the SYNs in the SVF Trust consist of CCTs, PSAs, and short-term investments. The SVF Trust purchases a wrapper contract from an insurance company or bank to provide market and cash flow protection to the Plan. The wrapper contract amortizes the realized and unrealized gains and losses on the underlying fixed income investments, typically over the duration of the investment, through adjustments to the future interest crediting rate. The issuer of the wrapper contract provides assurance that the adjustments to the interest crediting rate do not result in a future interest crediting rate that is less than zero. There are no reserves against contract value for credit risk of the contract issuers or otherwise. The crediting rates for most SYNs are reset monthly or quarterly and are based on the fair value of the underlying portfolio of assets backing these contracts. The total contract value of the SYNs as of December 31, 2015 and 2014, was $447 million and $377 million, respectively.
In certain circumstances, the amount withdrawn from investment contracts would be payable at fair value rather than contract value. These events include, but are not limited to, termination of the Plan or SVF, a material adverse change to the provisions of the Plan, a decision by the administrators of the Plan to withdraw from or terminate an investment contract without securing a replacement contract, and in the event of a spin-off or sale of a division if the terms of a successor plan do not meet the investment contract issuer’s underwriting criteria for issuance of a clone investment contract. However, the events described above are not probable of occurring in the foreseeable future.
Examples of events that would permit a contract issuer to terminate an investment contract upon short notice include the Plan’s loss of its qualified tax status, un-cured material breaches of responsibilities, or material and adverse changes to the provisions of the Plan. If one of these occurred, the investment contract issuer could terminate the investment contract at fair value. The Plan Administrators do not anticipate any of these events are probable of occurrence.

Target Retirement Date Trusts
This category includes collective investment trusts in highly diversified funds designed to remain appropriate for investors in terms of risk throughout a variety of life circumstances. The year in the trust name refers to the approximate year (the target date) when an investor in the trust would retire and leave the workforce. Each trust will gradually shift its emphasis from more aggressive investments to more conservative ones based on its target date through asset allocation. There are currently no redemption restrictions on these investments. The fair value of each trust reflects the proportionate interest in the net assets of the underlying investments.


Note 6Tax Status

The Plan received a determination letter from the Internal Revenue Service (IRS) dated April 28, 2015, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan administrator believes the Plan, as amended, is being operated in compliance with the applicable requirements of the Code and, therefore, believes the Plan is qualified and the related trust is tax exempt.

Accounting principles generally accepted in the United States of America require plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The Plan Administrators have analyzed the tax positions taken by the Plan, and have concluded that as of December 31, 2015, there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.


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Note 7Related-Party Transactions

A large portion of the Plan’s assets are invested in Company Stock. Because Phillips 66 is the ultimate parent of the Company, transactions involving Company Stock qualify as related-party transactions. In addition, certain investments of the Plan are in shares of mutual funds managed by Vanguard. Because Vanguard is the Plan’s trustee, these transactions also qualify as related-party transactions. All of these types of transactions were exempt from the prohibited transaction rules.


Note 8Plan Termination

In the event of termination of the Plan, participants and beneficiaries of deceased participants would be vested with respect to, and would receive, within a reasonable time, any funds in their accounts as of the date of the termination.


Note 9Reconciliation of Financial Statements to Form 5500

The following is a reconciliation of net assets available for benefits as of December 31, 2015 and 2014, as reflected in these financial statements, to the amounts reflected in the Plan’s Form 5500:

 
 
 
Thousands of Dollars
 
 
 
2015

2014

 
 
 
 
 
Net assets available for benefits as reported in the financial statements
 
 
$
4,342,109

4,418,897

Adjustment from contract value to fair value for fully benefit-responsive investment contracts
 
 
3,694

9,542

Deemed distributions of participant loans
 
 
(1,335
)
(1,122
)
Net assets available for benefits as reported in the Form 5500
 
 
$
4,344,468

4,427,317



The following is a reconciliation of net decrease for the year ended December 31, 2015, as reflected in these financial statements, to the amounts reflected in the Plan’s Form 5500:

 
 
 
Thousands of Dollars

 
 
 
2015

 
 
 
 
Net decrease as reported in the financial statements
 
 
$
(76,788
)
Adjustment from contract value to fair value for fully benefit-responsive investment contracts at December 31, 2015
 
 
3,694

Reverse adjustment from contract value to fair value for certain fully benefit-responsive investment contracts at December 31, 2014
 
 
(9,542
)
Deemed distributions of participant loans at the beginning of the year
 
 
1,122

Deemed distributions of participant loans at end of the year
 
 
(1,335
)
Net loss as reported in the Form 5500
 
 
$
(82,849
)



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Schedule H, Line 4i
 
Phillips 66 Savings Plan
Schedule of Assets (Held at End of Year)
 
EIN 37-1652702, Plan 002


At December 31, 2015
 
 
 
 
 
 
 
 
 
Thousands of Dollars
(a) (b)
(c)
 
(d)
 
(e)
Identity of issue borrower, lessor
Current or similar party
Description of investment including maturity date, rate of interest, collateral, par or maturity value
 
Historical Cost
 
Value
* Phillips 66
Stock Fund
 
$
         **
 
$
1,101,237

* Phillips 66
Leveraged Stock Fund
 
 
**
 
137,586

ConocoPhillips
Stock Fund
 
 
**
 
387,037

ConocoPhillips
Leveraged Stock Fund
 
 
**
 
145,212

DuPont
Stock Fund
 
 
**
 
5,685

Chemours
Stock Fund
 
 
**
 
93

IGT Invesco Short-Term Bond Fund
Short-Term Bond
 
 
**
 
168,043

IGT BlackRock Intermediate Gov/
Credit
Multi-Mgr. Intermediate Government
 
 
**
 
33,194

IGT Invesco Intermediate Gov/Credit
        Fund
Multi-Mgr. Intermediate Government
 
 
**
 
40,663

IGT PIMCO Intermediate Gov/Credit
        Fund
Multi-Mgr. Intermediate Government
 
 
**
 
37,420

IGT Jennison Intermediate Gov/ Credit Fund
Multi-Mgr. Intermediate Government
 
 
**
 
22,954

IGT Jennison 1-5 Year Government Credit Fund
Multi-Mgr. Intermediate Government
 
 
**
 
36,179

IGT BlackRock Core Fixed Income
        Fund
Multi-Mgr. Core Fixed Income Fund
 
 
**
 
7,481

IGT Goldman Sachs Core
Multi-Mgr. Core Fixed Income Fund
 
 
**
 
9,482

IGT Invesco Core Fixed Income Fund
Multi-Mgr. Core Fixed Income Fund
 
 
**
 
11,111

IGT PIMCO Core Fixed Income Fund
Multi-Mgr. Core Fixed Income Fund
 
 
**
 
11,046

IGT MassMutual SA Core Babson
MassMutual
 
 
**
 
36,811

IGT MassMutual SA Intermediate Gov/Credit Babson Fund
MassMutual
 
 
**
 
36,702

Monumental Individual Asset Wraps
Insurance Wrapper
 
 
**
 
(3,670
)
* State Street
Short-Term Investment Fund
 
 
**
 
24,947

Delaware Investments
Delaware SMID Cap Growth Fund, Inst
 
 
**
 
54,189

DFA Investment
DFA Emerging Markets Core Equity, Inst
 
 
**
 
3,008

PIMCO Funds
PIMCO Total Return Fund, Inst
 
 
**
 
45,682

Natixis Funds
Natixis Vaughan Nelson Value Opp Fund; class N
 
 
**
 
6,782




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Schedule H, Line 4i
 
Phillips 66 Savings Plan
Schedule of Assets (Held at End of Year)
 
EIN 37-1652702, Plan 002


At December 31, 2015
 
 
 
 
 
 
 
 
 
Thousands of Dollars
(a) (b)
(c)
 
(d)
 
(e)
Identity of issue borrower, lessor
Current or similar party
Description of investment including maturity date, rate of interest, collateral, par or maturity value
 
Historical Cost
 
Value
* The Vanguard Group
Vanguard Extended Market Index Fund Inst Plus
 
$
**
 
$
182,512

 
Vanguard Infla-Protected Sec Inst
 
 
**
 
31,515

 
Vanguard Inst Index Fund Inst Plus
 
 
**
 
245,433

 
Vanguard International Growth Fund Admiral
 
 
**
 
47,179

 
Vanguard International Value Fund
 
 
**
 
32,638

 
Vanguard PRIMECAP Fund Admiral
 
 
**
 
244,237

 
Vanguard Prime Money Market Fund Admiral
 
 
**
 
116,752

 
Vanguard Target Retirement 2010 Trust
 
 
**
 
9,699

 
Vanguard Target Retirement 2015 Trust
 
 
**
 
51,769

 
Vanguard Target Retirement 2020 Trust
 
 
**
 
128,356

 
Vanguard Target Retirement 2025 Trust
 
 
**
 
122,308

 
Vanguard Target Retirement 2030 Trust
 
 
**
 
59,093

 
Vanguard Target Retirement 2035 Trust
 
 
**
 
49,446

 
Vanguard Target Retirement 2040 Trust
 
 
**
 
39,123

 
Vanguard Target Retirement 2045 Trust
 
 
**
 
37,296

 
Vanguard Target Retirement 2050 Trust
 
 
**
 
30,642

 
Vanguard Target Retirement 2055 Trust
 
 
**
 
17,972

 
Vanguard Target Retirement 2060 Trust
 
 
**
 
2,685

 
Vanguard Target Retirement Income Trust
 
 
**
 
13,330

 
Vanguard Total Bond Market Index Fund Inst
Plus
 
 
**
 
159,268

 
Vanguard Total International Stock Index Fund
Inst
 
 
**
 
93,793

 
Vanguard Total Stock Market Index Fund Inst
 
 
**
 
86,982

 
Vanguard Windsor II Fund Admiral
 
 
**
 
65,978

* Participants

Loans to Plan Participants,
Interest rates ranging from 2.91% to 9.50%
 
 
**
 
79,869

 
 
 
 
 
 
$
4,306,749

  * Party-in-interest
 
 
 
 
 
 
** Historical cost information is not required for participant-directed investments.
 
 

14



Table of Contents

Exhibit Index
 
Phillips 66 Savings Plan
 
 
EIN 37-1652702, Plan 002


Exhibit Number
 
Description
23.1
 
Consent of Independent Registered Public Accounting Firm



15