Important DatesOctober 30

Annual Benefits Enrollment Begins

November 20 Annual Benefits Enrollment Ends

November 26 – 27 Thanksgiving Holiday

BenefitsNews 3rd Quarter 2015

Refuel, Recharge, Renew . . . . . . . . 2

Join Us for a Live Benefits Presentation . . . . . . . . . . . . . . . . . . 3

Quick Facts About Annual Benefits Enrollment . . . . . . . . . . . . . . . . . . . 3

What’s New for 2016 — Benefit Plan Changes . . . . . . . . . . . . . . . . . 4

Introducing Grand Rounds and Surgery Plus — for High Quality, Low Cost Care! . . . . . . . . . . . . . . . . 6

ValueOptions Merges with Beacon Health . . . . . . . . . . . . . . . . . 7

Alex Can Help You Understand Your Benefits . . . . . . . . . . . . . . . . . . 7

Fall Wellness Challenge Coming in October! . . . . . . . . . . . . . . . . . . . 8

Expand Your Investment Strategy with In-Plan Roth Conversions . . . . 9

Medical Moment . . . . . . . . . . . . . . 10

Did You Know? . . . . . . . . . . . . . . . 11

Inside this Issue

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Refuel, Recharge, RenewGetting a fresh start in life isn’t easy to come by . But with Annual Benefits Enrollment, we give you a fresh start once a year to choose coverage that can make a difference and address changing needs in the lives of you and your family . That’s one of the reasons why we chose Refuel, Recharge, Renew as the theme of 2016 Annual Benefits Enrollment .

We’re making several enhancements to our offerings for 2016, most notably the addition of Grand Rounds and Surgery Plus — two new partners that can make a big difference in your life when it comes to getting the best health care from the best providers at the best value . For an overview of their services, see “Introducing Grand Rounds and Surgery Plus — for High Quality, Low Cost Care!” on page 8 .

For a summary of these and other changes to our benefit offerings for 2016, be sure to read this newsletter and other Annual Benefits Enrollment materials . If you decide to make changes, you can make your elections beginning October 30 through midnight Central time November 20 (or 6 p .m . Central time if enrolling by phone) .

For more details on the changes ahead, I invite you to attend a live benefits presentation (see schedule on page 2) and visit the Annual Benefits Enrollment web page on the hr.phillips66.com website (available in October), accessible by computer or mobile phone .

Don’t miss your chance at a fresh start and the chance to Refuel, Recharge and Renew your benefits coverage and your life!

Jesse Stephan Benefits Manager

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BenefitsNews 3rd Quarter 2015

Join Us for a Live Benefits PresentationAsk questions and get answers — in person!Please join the benefits team for an in-person presentation at the following locations . Check out hr.phillips66.com for the latest times and scheduling details .

September 24 and 25• L .A . Refinery

September 28 and October 2• Houston, Westchase

October 6• Phillips Research Center

(Bartlesville West)

October 6 and 7• Bayway Refinery

October 8 and 9• Rodeo Refinery

October 12• Houston, Corridor

October 12 and 13• Selmer

October 15 and 16• Sweeny Refinery • Santa Maria Refinery

October 19 and 20• Bartlesville (Adams)

October 21 and 22• Lake Charles Refinery

October 22 and 23• Billings Refinery• Ferndale Refinery

October 26• Houston, Briar Lake

October 29 and 30• Ponca City Refinery• Alliance Refinery• Borger Refinery

November 3 and 4 • Wood River Refinery

Quick Facts About Annual Benefits EnrollmentTo participate in a Flexible Spending Account (FSA), you must make an election each year . Your prior year’s FSA election doesn’t carry forward to the next year . Additionally, you must certify as a non-tobacco user each year during Annual Benefits Enrollment since you aren’t allowed to change your tobacco status mid-year . Generally, your other 2015 benefit elections will carry over for 2016 if you don’t make any changes .

What you need to do: Why take action?Required actions during Annual Benefits Enrollment

• You must attest to your tobacco status if you elect supplemental life insurance

• You must enroll in a Flexible Spending Account if you want to participate

• You must confirm your spouse’s information if you elect spouse life insurance

• If you don’t, you’ll pay tobacco user rates in 2016

• If you don’t, you won’t have a Flexible Spending Account in 2016

• If you don’t have a spouse on file, you won’t be able to enroll in spouse life

Optional actions during Annual Benefits Enrollment

Review your medical, dental, or vision coverage . If you don’t make changes, your 2015 elections will carry over to 2016 .

Make changes during Annual Benefits Enrollment or any time during the year

Review your supplemental life, child life, Accidental Death & Dismemberment (AD&D) or Long-Term Disability Insurance . Evidence of insurability may be required .

It’s always a good idea to make sure you have the right coverage for you and your family .

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BenefitsNews 3rd Quarter 2015

To help you understand and make the most of your Phillips 66 benefits, be sure to review the changes to our 2016 benefits, summarized below .

Medical• New vendors — Grand Rounds and

Surgery Plus: These new partners will help you make better health care decisions, provide expert second opinions and give you access to quality medical care . Check out page 6 for more details about these partners and their services .

• For the Consumer Plan only: The Health Savings Account (HSA) employer contribution will increase to $1,000 for You + 2 or more coverage .

• For both the Consumer Plan and the PPO Plan: The family out-of-pocket maximum will include an “embedded” individual out-of-pocket maximum . With this change, if you elect “family”

What’s New for 2016 — Benefit Plan Changescoverage (You + 1 or You + 2 or more) your plan will pay:

– 100% for any covered individual who meets the individual annual out-of-pocket maximum; and

– 100% for you and all your covered dependents when you meet your family out-of-pocket maximum (You + 1 or You + 2 or more) .

• Non-network annual deductibles and annual out-of-pocket maximums will increase:

– Consumer Plan: The non-network annual out-of-pocket maximum will increase to $6,000 for Individual and $12,000 for Family .

– PPO Plan: The non-network annual deductible will increase to $1,200 for You only and $2,400 for Family, and the annual out-of-pocket maximum will increase to $8,000 for Individual and $16,000 for Family .

• Reasonable and Customary non-network reimbursement for providers and facilities will decrease: For non-network services, the maximum the plan will pay for providers and facilities (reasonable and customary) will decrease to 200% of the Medicare allowable rate for the geographic area .

• If there aren’t at least two network providers available within 50 miles, the plan may treat a non-network provider as if it were an in-network provider until a viable network provider becomes available — subject to plan approval .

• Changes to Aetna and BCBS: Medical carrier locations for Aetna and BCBS will change as follows:

– Arkansas, Mississippi, Oklahoma and Tennessee will move from Aetna to BCBS .

– Missouri, Illinois and Indiana will move from BCBS to Aetna .

The 2016 map of the Aetna and BCBS service territories is shown below:

Aetna BCBS

(AK & HI not to scale)

Multiple

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Prescription Drugs• For the Consumer Plan:

– The coinsurance for non-preferred drugs will increase from 20% to 30% .

– The plan will adopt the CVS/caremark standard preventive list to remove proton pump inhibitors (for example drugs like Nexium and Omeprazole), and estrogen medications (Estradiol, Premarin, Prempro, etc .) . CVS/caremark will send letters to impacted members later in the fall .

• For the PPO Plan: For preferred and non-preferred drugs, the minimum copay will be eliminated and the maximum copay will be increased to:

Maximum Copay Retail

Mail Order

Preferred $150 $300

Non-Preferred $300 $600

Life Insurance• Spouse Life Insurance: Instead of

electing a high or low option, the coverage options have been expanded so you can choose coverage in increments of $50,000, up to $500,000 . (Those with coverage today will default to $50,000 with no Evidence of Insurability (EOI) required .) During Annual Benefits Enrollment please be sure to confirm or add your spouse’s information .

• Child Life Insurance: Instead of electing a high or low option, you’ll choose from $15,000, $20,000 and $25,000 coverage options . If you have coverage today, it will default to your current election amount (either $15,000 or $25,000) .

Accidental Death and Dismemberment (AD&D) Insurance• Employee AD&D: You can elect coverage in increments of $50,000, up to $1 million .

Those with coverage today will have their coverage amount rounded up to the next $50,000 increment .

• Spouse AD&D: You can elect coverage in increments of $50,000, up to $500,000 . Those with coverage today will have their coverage amount rounded up to the next $50,000 increment .

Wellness Program• Expanded eligibility for Kaiser members: Employees enrolling

in the Kaiser HMO in 2017 will be eligible to earn the Wellness Incentive Credit based on the number of points earned under the Wellness Incentive Program in 2016 .

• Next year’s wellness program will run from January 1, 2016 to November 30, 2016 .

• Wellness Incentive Points: See below for a summary of eligible activities and related points — changes effective January 1, 2016 are noted in red:

Activity* Description*Points* (450 possible)

Health Assessment and Biometric Screening

You must complete these as your “gateway” to earn gift cards and Wellness Incentive Credits

0

Biometric outcomes: healthy range or 5% improvementOne “redo” allowed

Reasonable alternative available

• BMI: less than 30, or 5% improvement in weight

• Cholesterol: 200 or less, or 5% improvement; or ratio of 3 .5 or less

• Glucose: 100 or less, or 5% improvement• Blood pressure: less than 140/90, or 5%

improvement

(Improvements measured against most recent results .)

60 each (240 max)

Tobacco free, or tobacco coaching

Have not used tobacco more than 4 times in the past 6 months, or complete the WebMD Tobacco Cessation program in 2016

50

Challenge and Preventive Care

• One challenge annually through WebMD (e .g ., a walking challenge, Reasonable Alternative available)

• Each preventive exam, including dental (2x per year), vision, annual physical and flu shot, etc .

25 each (100 max)

Other • Participation in approved company sponsored local events

• Participation in a Love Your Lungs initiative

10 each (60 max)

* Point values and requirements subject to periodic change .

Introducing Grand Rounds and Surgery Plus — for High Quality, Low Cost Care!Nothing matters more than getting the right health care at the right time . That’s why Phillips 66 is introducing two new partners — Grand Rounds and Surgery Plus — to give you access to expert medical advice and the best care from leading doctors . And because we know that getting high quality care is the most important way to stay healthy, Phillips 66 is making these services available at little or no cost so you can get the care you need .

Grand RoundsGrand Rounds’ services are included for those enrolled in the Phillips 66 medical plans at no cost and can be used when you:

• Need to see a doctor in person: You’ll be connected with one of the highest quality physicians in your insurance network with expertise in treating your condition . What’s more, Grand Rounds will make the appointment and forward your medical records — you don’t have to do a thing!

• Want an expert second opinion: Grand Rounds will provide an expert second opinion on your current diagnosis and treatment plan from a world-class physician specializing in your area of need . More than two out of three patients see a change in their diagnosis or treatment plan . You’ll also receive a full report that you can share with your treating physician if you choose .

• Are already hospitalized and want help: When you or an immediate family member are in the hospital, Grand Rounds will quickly provide support — connecting with you, your family members or directly with your care team at the hospital . You or a family member can also arrange a phone consultation with a Grand Rounds physician who specializes in your condition, to help ensure you receive best-in-class care .

Grand Rounds will be available January 1, 2016. Activate your account ahead of time by going to www.grandrounds.com/phillips66.

Surgery PlusFor certain surgeries, such as neck, shoulder or knee procedures, Grand Rounds will refer those enrolled in the Consumer or PPO Plan to another new Phillips 66 partner, Surgery Plus . Surgery Plus will help you find a board-certified surgeon with extensive experience performing your exact surgery with excellent results .

This quality care also comes with great savings! When you use a Surgery Plus physician your out-of-pocket cost for your procedure is waived and you only have to pay the remainder of your deductible . Covered services for your procedure include:

• An initial consultation;

• Your hospital stay;

• Lab work;

• Radiology;

• Medications directly related to the procedure; and

• Three follow-up visits with your Surgery Plus physician .

Please note that post-procedure services (such as physical therapy) aren’t covered through Surgery Plus. Physical therapy and similar services are generally covered under the medical plan.

Top Care, Top SavingsWhether it’s for a routine office visit, surgery or a serious condition like heart disease, Grand Rounds and Surgery Plus can ensure you receive top care from the nation’s top doctors — at unbeatable savings . Look for more details on these partners and their valuable services coming soon!

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Alex Can Help You Understand Your BenefitsWhether you need help selecting your benefits for 2016 or want to double-check the choices you’ve made, Alex can help!

Alex, your virtual benefits advisor, will help you understand your benefits choices for 2016 . “Talking” with him is easy . He’ll ask some basic questions about your personal situation (your answers remain anonymous, of course), crunch some numbers, and explain your available benefit options . Visit him at: www.myalex.com/p66 to learn more .

ValueOptions Merges with Beacon HealthValueOptions, our mental health/substance abuse and Employee Assistance Plan (EAP) partner, has merged with Beacon Health Strategies . The new merged company, known as “Beacon Health Options,” is committed to providing you and your family with excellent behavioral health services and resources, just as you have today .

Please note that there will be no changes to the benefits provided through ValueOptions. There will simply be a new name, logo and design for program materials. Your benefits, provider network, website and access number all remain the same.

Included as a separate brochure in this newsletter, you received a Resources for Life brochure which provides an overview of Beacon Health services, as well as the other work/life resources that make up Resources for Life .

Fall Wellness Challenge Coming in October!It’s Time to Rock the Route AgainLace up your shoes and get ready to walk your way to a healthier you . Once again, we’re challenging you to join Rock the Route! In addition to burning some calories and having some fun, you’ll earn 25 points toward the Wellness Incentive Program .

How it Works:• Sign Up

Between September 21 and October 9 access your WebMD account at www.webmdhealth.com/phillips66, or via HR Express and sign up for the Rock the Route challenge .

• Start Walking Get moving starting October 1 . If you walk at least 250,000 steps between October 1 and October 31 you’ll earn 25 Wellness Incentive Program points .

• Record Your Progress Keep track of your steps as you go (you must record at least 12 days of steps) . Just enter your steps into the WebMD Steps tracker or sync up data from your fitness tracker . Keep in mind that you must enter your Rock the Route steps by November 6 to get credit for participation .

While not required to earn the points, it never hurts to have a partner to rock with you . Encourage your coworkers to join you before or after work, or even during your lunch break! Start some friendly competition or simply encourage each other along the way .

If there’s a medical reason you can’t participate in the Rock the Route challenge, contact WebMD at (888) 321-1529 to discuss and obtain a reasonable alternative standard so that you can still earn the 25 Wellness Incentive Program points . Recommendations by your personal physician will be accommodated .

For more details on the Rock the Route challenge, check out the full FAQ on the WebMD site at www.webmdhealth.com/phillips66 .

Looking for an easy way to track your steps?Download a free pedometer app at:

• Google Play store, https://play.google.com/; or

• iTunes store, https://www.apple.com/itunes/ .

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BenefitsNews 3rd Quarter 2015

Expand Your Investment Strategy with In-Plan Roth ConversionsBeginning in September you have more choice in saving for retirement . The new In-Plan Roth Conversion (IPRC) feature in the Phillips 66 Savings Plan allows you to convert pre-tax, after-tax, rollover, company match and Success Share contributions to Roth contributions (excluding loan balances) .

Once your Savings Plan contributions are converted to Roth contributions, future earnings on those contributions grow tax-free . However, you’ll be required to pay income tax on the amount you convert upfront . Federal law requires that:

• You pay taxes on pre-tax contributions and associated earnings, and on the earnings-to-date for after-tax and rollover contributions . Vanguard will issue a 1099R at the end of the year reflecting the amounts on which taxes will be owed .

• You CANNOT directly pay any tax due using money you have invested under the Savings Plan .

When you reach age 59½, you’ll be able to withdraw money from your Roth without paying taxes (provided certain Internal Revenue Code requirements are satisfied) or due to your death or total and permanent disability .

As with any important investment decision, you should consult your personal financial or tax advisor for guidance before electing an IPRC .

Need More Details About the IPRC?To learn more about an IPRC, or obtain details on other features of the Phillips 66 Savings Plan, call Vanguard and speak with a representative or visit http:// www.vanguard.com/phillips66 .

How Interest Rates Affect Phillips 66 Retirement Plan BenefitsFluctuating interest rates affect many aspects of business, including our retirement benefits from both the cash balance and final average pay plans:

• Cash Balance Account: Under a cash balance plan, which is the type of pension benefit in which most employees participate, an interest credit is applied to your account each month . This credit is calculated by multiplying the value of your account times the interest credit rate . That rate is based on 30-year U .S . Treasury security rates and is adjusted on a quarterly basis . When interest rates fall, the interest credit rate applied to your account is lower . Conversely, when interest rates rise, the interest credit rate applied to your account is higher .

• Heritage Final Average Pay Plans: Under a final average pay plan, interest rates only have an effect if the benefit is taken in the form of a lump-sum payment . Benefits taken in an annuity form are not affected by interest rate changes . However, when the benefit is converted to a lump-sum, higher interest rates will result in a lower lump sum and lower interest rates will result in a higher lump sum . You should carefully consider your personal situation and consult with a financial advisor before deciding whether to take your benefit as an annuity or a lump sum .

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Cholesterol is a major risk factor for coronary heart disease, heart attack and stroke. It’s also a controllable factor — if you take action.

First, you need to know your cholesterol levels . A biometric screening will measure the total amount of cholesterol in your blood, which includes:

• LDL (bad) cholesterol: the main source of cholesterol buildup and blockage in the arteries .

• HDL (good) cholesterol: HDL helps remove cholesterol from your arteries .

• Triglycerides: another form of fat in your blood that provides energy to your body and can raise your risk for heart disease if you have too much .

A total cholesterol reading of more than 200 milligrams per deciliter (mg/dL) could indicate an increased risk for coronary heart disease .

The good news is there are simple actions you can take to help lower your cholesterol:

• Eat a healthy diet. Reducing the amount of saturated fat and cholesterol in your diet helps lower your blood cholesterol level .

• Stay active. Exercise can lower your triglyceride levels and raise your “good” (HDL) cholesterol . Both are good for your heart .

• Maintain a healthy weight. Being overweight is a risk factor for heart disease . It also tends to increase your cholesterol . Losing weight can help lower your “bad” LDL and total cholesterol levels, as well as raise your “good” HDL and lower your triglyceride levels .

• Don’t smoke. Smoking increases your risk for heart attack, heart disease and stroke .

With a little bit of knowledge and some simple actions, you can start reducing your cholesterol .

Cholesterol: What You Need To KnowMedical Moment

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Did you know that the biggest contributor to sodium consumption is not the salt shaker? More than 75 percent of the sodium Americans eat comes from sodium added to processed foods . Check out the Salty Six infographic from the American Heart Association (AHA) to learn about the top six sources of sodium in Americans’ diets .

Salt ShockersDid You Know?

BenefitsNews 3rd Quarter 2015

BenefitsNews is produced by Phillips 66 U .S . Benefits . To provide feedback on the articles in the newsletter, send an email to BenefitsNews@p66.com . This newsletter provides highlights of the health, welfare, retirement and savings benefits and is for information purposes only . Receipt of this document does not guarantee eligibility for the associated plan . Eligibility for benefits is governed by the specific terms and conditions of the official plan document and any underlying insurance contracts . If there is any discrepancy or conflict between these highlights and the terms of the official plan documents and any underlying insurance contracts, as applicable, the official plan documents and insurance contracts, as applicable, will control . Phillips 66 reserves the right to amend, change or terminate the plans, any underlying contract or any other program, at any time without notice, at its sole discretion, according to the terms of the plan or program .

411 S . Keeler Bartlesville, OK 74003-6670

PRSRT STDU.S. POSTAGE

PAIDPhillips 66 Company

• 2016 changes to benefit programs, including the introduction of Grand Rounds and Surgery Plus

• Enhancements to the Wellness Program

• Information on benefits presentations coming to a city near you

• In-Plan Roth Conversions added to the Savings Plan

Don’t miss in this issue!