Glass Lewis Recommends Shareholders Support Elliott's Case for Urgent Board Change at Phillips 66

Glass Lewis Recognizes Need for Independent Perspectives in the Phillips 66 Boardroom and Recommends Support for Elliott Director Nominees Brian Coffman, Sigmund Cornelius and Michael Heim 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 BoardroomDetails 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:"In our view, the more compelling case is offered by Elliott, in this case by a relatively decisive margin.""...we believe the core argument that P66 has failed to drive compelling shareholder returns or a differentiated valuation as an extension of management's pursuit of further integration is fundamentally sound. We further consider Elliott lands much more effective ripostes on matters of cost management, synergy value and capital allocation, crimping core tenets of P66's defense.""These issues stack on what we consider to be fairly disconcerting corporate governance considerations, including a dubious commitment to good faith engagement, a questionable and counterproductive realignment of key oversight roles and a late-stage candidate pivot which seems to call ...Full story available on Benzinga.com