0000899243-22-010223.txt : 20220309 0000899243-22-010223.hdr.sgml : 20220309 20220309171852 ACCESSION NUMBER: 0000899243-22-010223 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220309 FILED AS OF DATE: 20220309 DATE AS OF CHANGE: 20220309 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Johnson Charles Douglas CENTRAL INDEX KEY: 0001547330 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36011 FILM NUMBER: 22726356 MAIL ADDRESS: STREET 1: 600 N. DAIRY ASHFORD CITY: HOUSTON STATE: TX ZIP: 77079 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PHILLIPS 66 PARTNERS LP CENTRAL INDEX KEY: 0001572910 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 383899432 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2331 CITYWEST BLVD. CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: 855-283-9237 MAIL ADDRESS: STREET 1: 2331 CITYWEST BLVD. CITY: HOUSTON STATE: TX ZIP: 77042 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-03-09 1 0001572910 PHILLIPS 66 PARTNERS LP PSXP 0001547330 Johnson Charles Douglas 2331 CITYWEST BLVD. HOUSTON TX 77042 1 0 0 0 Common Units 2022-03-09 4 D 0 8000 D 0 D Phantom Units 2022-03-09 4 D 0 7011 D Common Units 7011 0 D Pursuant to that certain Agreement and Plan of Merger dated October 26, 2021 (the "Merger Agreement") by and among the Issuer, Phillips 66, Phoenix Sub LLC, a Delaware limited liability company and jointly owned subsidiary of P66 Company and P66 PDI ("Merger Sub") and the other parties thereto, on March 9, 2022, Merger Sub merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Phillips 66 (the "Merger"). At the effective time of the Merger (the "Effective Time"), each outstanding Common Unit held by the Reporting Person was converted into the right to receive 0.500 shares (the "Exchange Ratio") of common stock, par value $0.01 per share, of Phillips 66 (the "Merger Consideration"). At the Effective Time, each of the outstanding equity awards held the Reporting Person became fully vested and automatically converted into the right to receive, with respect to each Common Unit subject thereto, the Merger Consideration (or, to the extent set forth under the terms of the applicable award, cash in an amount equal to the value of the Merger Consideration based on the closing price of a share of Phillips 66 Common Stock as of the closing date of the Merger) plus any accrued but unpaid amounts in relation to distribution equivalent rights. /s/ Julie P. Pradel, Attorney-in-fact 2022-03-09