1. Glass Lewis supports Elliott's nominees, citing poor governance at PSX. 2. Elliott presents a compelling case for board change at Phillips 66. 3. PSX has underperformed in shareholder returns and governance accountability. 4. Concerns raised over PSX's leadership structure and engagement practices. 5. Egan-Jones also backs Elliott's nominees for improved management.
Elliott's push for board change is likely to enhance shareholder value. Historical examples show that activist involvement often leads to improved corporate governance and better stock performance.
The article highlights significant governance issues at PSX, which are critical for long-term shareholder value. Support from proxy firms may accelerate changes, positively impacting PSX's market perception.
Positive changes in governance typically take time to reflect in share price. However, if Elliott's nominees are elected, structural changes could enhance performance over the long term.
Concludes Elliott Has Presented a More Compelling Case By a "Relatively Decisive Margin" and Phillips 66's Underperformance and Poor Governance Should be of "Significant Concern" to Investors
Cites Company's "Increasingly Dubious" Commitment to Corporate Governance and "Creative Representation" of the Facts as Further Evidence That Meaningful Change is Needed in the Boardroom
Details How Phillips 66's Arguments are "Disconnected from … Reality" And Put the Board on the "Back Foot From a Credibility Standpoint"
Notes Phillips 66's "Inability to Draw … a Strong, Straightforward Throughline to Shareholder Value is a Bust"
WEST PALM BEACH, Fla., May 10, 2025 /PRNewswire/ -- Elliott Investment Management L.P. ("Elliott"), which manages funds that together make it a top-five shareholder in Phillips 66 (NYSE: PSX) (the "Company" or "Phillips"), today announced that leading independent proxy advisory firm Glass, Lewis & Co., LLC ("Glass Lewis") has recommended shareholders support meaningful boardroom change by voting for the election of three Elliott director nominees – Brian Coffman, Sigmund Cornelius and Michael Heim – to the Company's Board of Directors (the "Board") at the 2025 Annual Meeting of Shareholders (the "Annual Meeting").
Elliott stated:
"Glass Lewis' report definitively exposes the arguments Phillips 66 has sought to make throughout this campaign for what they are: false narratives and distortions of the facts. On every topic that should matter to shareholders – financial and operational performance, corporate governance and the merits of Elliott's nominees versus the incumbents – Glass Lewis not only concludes that the Company's case is inferior, but also several aspects of its case appear to be intentionally misleading. Shareholders should not stand for this. We believe it is now clearer than ever that immediate, meaningful change is needed in the Phillips 66 boardroom and that the best way to achieve this is by supporting all four of Elliott's independent and highly qualified nominees. We look forward to continuing to make our case to our fellow shareholders between now and the Annual Meeting on May 21."
In its report, Glass Lewis confirmed Elliott's case for change at Phillips 66, stating:
Glass Lewis detailed the broken corporate governance that has taken root under the current Board at Phillips 66, stating:
Glass Lewis criticized Phillips 66's performance and poor shareholder returns, noting:
Glass Lewis detailed the strong qualifications of Elliott's nominees:
Recently, leading independent proxy advisory firm Egan-Jones Proxy Services ("Egan-Jones") recommended support for all four of Elliott's nominees, writing that:
For more information, including how to vote on Elliott's GOLD proxy card, please visit Streamline66.com.
Elliott Investment Management L.P., together with the other participants in Elliott's proxy solicitation (collectively, "Elliott"), has filed a definitive proxy statement and accompanying GOLD universal proxy card with the Securities and Exchange Commission ("SEC") to be used to solicit proxies with respect to the election of Elliott's slate of highly qualified director candidates and the other proposals to be presented at the 2025 annual meeting of stockholders (the "Annual Meeting") of Phillips 66, a Delaware corporation ("Phillips" or the "Company"). Stockholders are advised to read the proxy statement and any other documents related to the solicitation of stockholders of the Company in connection with the Annual Meeting because they contain important information, including information relating to the participants in Elliott's proxy solicitation. These materials and other materials filed by Elliott with the SEC in connection with the solicitation of proxies are available at no charge on the SEC's website at http://www.sec.gov. The definitive proxy statement and other relevant documents filed by Elliott with the SEC are also available, without charge, by directing a request to Elliott's proxy solicitor, Okapi Partners LLC, at its toll-free number (877) 629-6357 or via email at info@okapipartners.com.
Elliott Investment Management L.P. (together with its affiliates, "Elliott") manages approximately $72.7 billion of assets as of December 31, 2024. Founded in 1977, it is one of the oldest funds under continuous management. The Elliott funds' investors include pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families, and employees of the firm.
Casey Friedman
Elliott Investment Management L.P.
(212) 478-1780
cfriedman@elliottmgmt.com
Bruce Goldfarb / Pat McHugh
Okapi Partners LLC
(877) 629-6357
(212) 297-0720
info@okapipartners.com
SOURCE Elliott Investment Management L.P.