Home / Companies / Phillips 66 / 21 May 2025
Phillips 66: meeting of 21 May 2025
Votes reported on Form N-PX, item by item
1,486 Form N-PX filers reported votes at the Phillips 66 meeting of 21 May 2025. Their records fall into 9 items below, in ballot order: management items first, then proposals from security holders. Each bar shows how the reporting filers split; it is not the result of the meeting.
foragainstabstain, withhold or otheramber tick: the portion cast against management
Items
DIRECTOR ELECTIONSIssuer
Director elections
8 nominees; 37.6% of reported votes for; 285 filers withheld from or voted against at least one nominee.
6,150 vote records from 332 filers. 29 of the 292 filers that marked the item either way voted against management. 40 filers reported this item without a management mark.
DIRECTOR ELECTIONSSecurity holder
Director elections (nominees put forward by security holders)
8 nominees; 61.8% of reported votes for; 153 filers withheld from or voted against at least one nominee.
4,273 vote records from 248 filers. 26 of the 215 filers that marked the item either way voted against management. 33 filers reported this item without a management mark.
SECTION 14A SAY-ON-PAY VOTESIssuer
Advisory vote on executive pay (say-on-pay)
3,860 vote records from 1,449 filers. 106 of the 603 filers that marked the item either way voted against management. 846 filers reported this item without a management mark.
SECTION 14A SAY-ON-PAY VOTESIssuer
Frequency of the say-on-pay vote
one year: 1,092 filers; abstain: 56 filers; for: 30 filers; do not vote: 22 filers; three years: 16 filers; no vote: 10 filers.
3,725 vote records from 1,401 filers. 92 of the 553 filers that marked the item either way voted against management. 848 filers reported this item without a management mark.
AUDIT-RELATEDIssuer
Audit-related items (auditor ratification)
1,296 vote records from 330 filers. 8 of the 133 filers that marked the item either way voted against management. 197 filers reported this item without a management mark.
SHAREHOLDER RIGHTS AND DEFENSESIssuer
SHAREHOLDER RIGHTS AND DEFENSES: management items
Management items in this category are shown together; filers word and number them differently.
1,396 vote records from 313 filers. 2 of the 274 filers that marked the item either way voted against management. 39 filers reported this item without a management mark.
SHAREHOLDER RIGHTS AND DEFENSESSecurity holder
Shareholder proposal: SHAREHOLDER RIGHTS AND DEFENSES
558 vote records from 242 filers. 124 of the 154 filers that marked the item either way voted against management. 88 filers reported this item without a management mark.
SHAREHOLDER RIGHTS AND DEFENSESSecurity holder
The Company's proposal to approve the declassification of the Board of Directors
503 vote records from 217 filers. 11 of the 92 filers that marked the item either way voted against management. 125 filers reported this item without a management mark.
Several categoriesSecurity holder
Shareholder proposals (not separable from the filings)
Filers described these proposals in wordings that could not be matched to one another, so they are shown together.
30 vote records from 11 filers. 1 of the 5 filers that marked the item either way voted against management. 6 filers reported this item without a management mark.
How the largest families voted
| Family | 1. Directors | 2. Directors | 3. Say-on-pay | 4. Pay-vote frequency | 5. Auditor | 7. Proposal | 8. Proposal |
|---|---|---|---|---|---|---|---|
| Vanguard | For | Abstain or withhold | For | Split or no vote | For | Against | Against |
| BlackRock and iShares | Split or no vote | No report | For | Split or no vote | For | No report | No report |
| Fidelity | For | Abstain or withhold | For | Split or no vote | For | Against * | For * |
| Dimensional | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| State Street and SPDR | For | Abstain or withhold | For | Split or no vote | For | Split or no vote | Against |
| American Century | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| Franklin Templeton | Abstain or withhold | For | For | Split or no vote | For | For | Split or no vote |
| Invesco | Abstain or withhold * | For * | For | Split or no vote | For | Against * | Against |
| Equitable | Abstain or withhold | For | For | Split or no vote | For | Against * | Against |
| Charles Schwab | Abstain or withhold | For | For | Split or no vote | For | For | No report |
| Nuveen and TIAA | Abstain or withhold | For | For | Split or no vote | For | For | Split or no vote |
| ProShares and ProFunds | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| John Hancock and Manulife | Abstain or withhold | No report | For | Split or no vote | For | No report | No report |
| Morgan Stanley, Eaton Vance and Calvert | Abstain or withhold | For | Against | Split or no vote | For | Against * | Split or no vote |
| J.P. Morgan | Split or no vote | No report | For | Split or no vote | For | No report | No report |
| Goldman Sachs | For | Abstain or withhold | For | Split or no vote | For | Split or no vote | Against |
| WisdomTree | For * | Abstain or withhold * | For | Split or no vote | For | Against * | Split or no vote |
| PGIM and Prudential | Abstain or withhold | For | Against | Split or no vote | For | For * | Split or no vote |
| Jackson National funds | Abstain or withhold * | No report | For | Split or no vote | For | No report | No report |
| Northern Trust and FlexShares | Abstain or withhold | For | For | Split or no vote | For | Against * | For * |
| SEI | Abstain or withhold | For | For | Split or no vote | For | For | No report |
| T. Rowe Price | Abstain or withhold | Abstain or withhold | For | Split or no vote | For | Against * | Against |
| Thrivent | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| Lincoln Financial | Split or no vote | Split or no vote | Split or no vote | Split or no vote | Split or no vote | Split or no vote * | Against |
| Voya | Abstain or withhold | For | For | Split or no vote | For | Against * | Against |
| First Trust | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| Russell Investments | Abstain or withhold | For | For | Split or no vote | For | For | No report |
| Nationwide | Abstain or withhold | For | For | Split or no vote | For | For | Against |
| Victory Capital | Split or no vote | Split or no vote | Split or no vote | Split or no vote | Split or no vote | Split or no vote | Split or no vote |
| Brighthouse Funds | Abstain or withhold | For | For | Split or no vote | For | For | Split or no vote * |
| Guggenheim and Rydex | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| Columbia Threadneedle | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| BNY Mellon | For | Abstain or withhold | For | Split or no vote | For | For | Against |
| Principal | For | Abstain or withhold | For | Split or no vote | For | For | Against |
| Capital Group and American Funds | No report | No report | Split or no vote | Split or no vote | No report | No report | No report |
| Pacific Life funds | For | Abstain or withhold | For | Split or no vote | For | Against * | Against |
| Global X | Split or no vote | No report | For | Split or no vote | For | No report | No report |
| MFS | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| Transamerica | For | Abstain or withhold | For | Split or no vote | For | Against * | Against |
| Federated Hermes | Abstain or withhold | For | For | Split or no vote | For | For | No report |
| AllianceBernstein | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| Hartford Funds | Abstain or withhold | For | For | Split or no vote | For | Against | No report |
| DWS | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| PIMCO | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| Allspring | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| MassMutual | For | Abstain or withhold | For | Split or no vote | For | Against * | Against |
| Harbor Funds | Split or no vote | No report | For | Split or no vote | For | No report | No report |
| Virtus | Abstain or withhold | For | For | Split or no vote | For | Against * | Split or no vote |
| VanEck | Abstain or withhold | For | For | Split or no vote | For | For | No report |
| Macquarie and Delaware Funds | No report | No report | For | Split or no vote | No report | No report | No report |
| Janus Henderson | No report | No report | For | Split or no vote | No report | No report | No report |
| Neuberger Berman | Split or no vote | Split or no vote | For | Split or no vote | For | For | No report |
| American Beacon | For | Abstain or withhold | For | Split or no vote | For | No report | Against |
| Natixis and Loomis Sayles | Split or no vote | No report | For | Split or no vote | For | No report | No report |
| Cohen & Steers | For | Abstain or withhold | For | Split or no vote | For | Split or no vote | Against |
| Dodge & Cox | No report | No report | For | Split or no vote | No report | No report | No report |
| Harris Associates and Oakmark | Abstain or withhold | For | For | Split or no vote | For | For | Split or no vote |
| Baird | No report | No report | For | Split or no vote | No report | No report | No report |
* against management. A family's position is the way most of its reported shares were voted across its filers; "split" means no single position led. "No report" means none of the family's filers listed the item.
Questions
How did large funds vote at the Phillips 66 meeting?
1,486 Form N-PX filers reported votes at the meeting of 21 May 2025. On say-on-pay, 106 of 603 voted against management (17.6%). 2 proposals from security holders could be told apart in the filings. The family table lists each of the largest families item by item.
Is this the meeting result?
No. These are the votes of funds and managers that file Form N-PX, counted by filer and by the shares they reported. The certified result, which includes every shareholder, is reported by Phillips 66 on Form 8-K.
Why are director elections shown as counts only?
Director records name the nominee. This site does not publish pages or rows about individuals, so for director elections it keeps the number of nominees and the split of votes and discards the wording.
Every meeting on file for Phillips 66
Provenance: SEC EDGAR, Form N-PX and N-PX/A filings listing Phillips 66 with a meeting date within three days of 21 May 2025. Proposal titles are the most common wording among filers and are replaced by the SEC category where a wording could name a person. Not verified by the SEC. Filings read through 23 Sep 2026.