Organization: Phillips 66

Year: 2015

Description: WHEREAS: The Securities and Exchange Commission recognized the financial impacts of climate change when it issued Interpretive Guidance on climate disclosure in February 2010. The Guidance outlines expectations for reporting material regulatory, physical, and indirect risks and opportunities related to climate change. These expectations include the following related to the physical effects of climate change related to severe weather: "Significant physical effects of climate change, such as effects on the severity of weather (for example, floods or hurricanes), sea levels, the arability of farmland, and water availability and quality, have the potential to affect a registrants operations and results. . . . Registrants whose businesses may be vulnerable to severe weather or climate related events should consider disclosing material risks of, or consequences from, such events in their publicly filed disclosure documents.”

Sea level rise (SLR) projections from the National Oceanic and Atmospheric Association suggest that the Gulf of Mexico is likely to see at least one to three feet of SLR in the next 100 years, with some coastal areas potentially seeing up to 1.7 feet in the next 25 years. Along the Mid-Atlantic and Northeast coastline, at least one to two feet of SLR is predicted in the next 100 years, with some areas seeing up to 14 feet in the next 25 years. Added to the SLR risk posed to coastal facilities is storm surge which has been as high as 28 feet above normal tide levels in recent hurricanes. Storm surges and SLR are physical financial risks for the Companys facilities, such as the Alliance and Lake Charles refineries in Louisiana as well as the Bayway refinery in New Jersey.

While the companys annual report filed using form 10-K on February 21, 2014 includes reference to more severe or frequent weather conditions, it fails to provide disclosure regarding the companys awareness of and preparation for material risks related to storm surges and sea level rise.

RESOLVED: Shareholders request that Phillips 66 issue specific disclosure regarding the companys awareness of and preparation for physical impacts and risks related to climate change including storm surges and sea level rise. The disclosure should be available by December 1, 2015, be prepared at reasonable cost, and omit proprietary information.

SUPPORTING STATEMENT: Diminished refining utilization rates, potential downtime or closure of facilities due to direct damage to facilities, danger to employees, disruption in supply chains, and power supply due to storm surges or sea level rise could have a material impact on the Companys production and related cash flows. This was made evident when the Companys Bayway refinery lost power after the Superstorm Sandy, was shut down for several weeks due to flood damage from the storm, and incurred significant maintenance and repair expenses.