Phillips 66 Gets a Wake-Up Call From Activist Investor — Why Elliott Investments’ Intervention Could Unlock Value!

The battle for boardroom influence at Phillips 66 has entered a new phase. On March 25, 2025, activist hedge fund Elliott Investment Management filed a lawsuit against Phillips 66 and its board, demanding that four board seats be opened for election at the upcoming annual shareholder meeting. This move comes just weeks after Elliott revealed it had increased its stake in the oil refiner to $2.5 billion and nominated seven directors. The lawsuit alleges that Phillips 66 is violating its own governance policies by not equalizing director classes and withholding clarity about the upcoming elections. The company quickly responded by nominating two new directors and proposing the declassification of its board. At the heart of the dispute is Elliott’s long-standing demand: a sale or spinoff of Phillips 66’s midstream business, which it believes could unlock significant value. As this proxy fight intensifies, it raises important questions about how Elliott’s involvement could influence the company’s strategic direction and shareholder value.