Callouts & quotes from 97+ activist slides

"“In a somewhat surprising tactic, PSX management talked down the potential SOTP upside (i.e.. [stating that the Company is] fairly valued), with ~1.0x multiple market premium vs. peers reflective of some of that value capture… [PSX considers the] potential uplift would be further reduced by meaningful compression on the “remainco”, with the stand-alone Refining business closer to a 5.0x EBITDA business…” — Piper Sandler, March 2025"

"Shareholders need to be satisfied that the peer group is appropriate and not cherry-picked for the purpose of justifying or inflating pay. In general, we believe a peer group should range from 0.5 to 2 times the market capitalization of the Company. In this case, Glass Lewis has identified 10 peers outside of this range, which represents approximately 62.5% of the peer group. — Glass Lewis, Hess Proxy Paper 2011"

""We believe the new BDC (ACAP) will have inferior returns relative to peers because it has lower asset yields and a higher cost structure. As a result we believe this investment will continue to trade at a deep discount to its book value" — KBW Research Note, November 9, 2015; "We apply an 80% book value multiple to the net assets of American Capital Income" — Cantor Fitzgerald Research Note, November 9, 2015"

"“Vote AGAINST the Compensation Committee members for approving executive employment agreements that contain egregious pay practices and problematic pay-for-failure risks.” — ISS 2009 Report on Motorola; “Motorola’s executive compensation received an F grade.... Overall, the Company paid significantly more than its peers but performed significantly worse than its peers.” — Glass Lewis 2009 Report on Motorola"

""ISS' quantitative analysis indicates that CEO pay significantly outranked peer companies within similar sector and size ranges, while 1- and 3-year TSRs were at or near the bottom ranking of the same peer group. Specifically, relative TSR performance has been at the lower end of the bottom quartile of peers while CEO pay has been in the top quartile." — ISS Proxy Advisory Services, Hess Core Report 2012"

"Elliott Investment Management has won support from a prominent Phillips 66 investor for its campaign to replace some of the oil refiner's board members. Gregory Goff said...that Phillips 66's pursuit of midstream assets alongside its refining business has failed to deliver shareholder value relative to more streamlined peers. — The Wall Street Journal"

"“The midstream portfolio is made up of high-quality assets – these assets are just not getting the level of attention or capital allocation required to compete against peers. We need a renewed focus on stewarding these assets while exploring the most accretive mechanisms to realize value from the midstream portfolio.” — Michael Heim"

"The midstream portfolio is made up of high-quality assets – these assets are just not getting the level of attention or capital allocation required to compete against peers. We need a renewed focus on stewarding these assets while exploring the most accretive mechanisms to realize value from the midstream portfolio. — Mr. Heim"

""If you look at our TSR performance since July of 2022, when I moved into the CEO position, TSR has been something like 66%, 65%, again, higher than the basket of our refining peers, higher than the S&P Energy Index as well. And so all of those metrics are firm and indisputable." — Phillips 66 CEO Mark Lashier, March 18, 2025"

"“If you look at our TSR performance since July of 2022, when I moved into the CEO position, TSR has been something like 66%, 65%, again, higher than the basket of our refining peers, higher than the S&P Energy Index as well. And so all of those metrics are firm and indisputable.” — Phillips 66 CEO Mark Lashier, March 18, 2025"

""If you look at our TSR performance since July of 2022, when I moved into the CEO position, TSR has been something like 66%, 65%, again, higher than the basket of our refining peers, higher than the S&P Energy Index as well. And so all of those metrics are firm and indisputable." — Phillips 66 CEO Mark Lashier, March 18, 2025"

"If you look at our TSR performance since July of 2022, when I moved into the CEO position, TSR has been something like 66%, 65%, again, higher than the basket of our refining peers, higher than the S&P Energy Index as well. And so all of those metrics are firm and indisputable. — Phillips 66 CEO Mark Lashier, March 18, 2025"

"On the sales side, I want to talk about sales and talk about our leasing activity and our leasing spread... The moods of the retailers, and you've heard this on the other conference calls with our peers, is improving dramatically. — Art Coppola, Chairman & CEO of Macerich, November 5, 2009"

"I would have to go through at least five layers [at Bristol-Myers], whereas I would have to go through three layers at a different company to do the same thing. This would result in the same process taking 4-6 months at Bristol versus 1-2 months at [peers]. — Former Bristol-Myers Executive"

"We believe that PSX' debt levels are already appropriate for their mix of businesses (using 3.5x for midstream, 2.5x for chems, and 1.0x for refining based on peers, we would expect a 2.5x debt/EBITDA target is appropriate which they are already below). — Bank of America, February 7, 2025"

"We believe that PSX' debt levels are already appropriate for their mix of businesses (using 3.5x for midstream, 2.5x for chems, and 1.0x for refining based on peers, we would expect a 2.5x debt/EBITDA target is appropriate which they are already below). — Bank of America, February 7, 2025"

"We believe that PSX' debt levels are already appropriate for their mix of businesses (using 3.5x for midstream, 2.5x for chems, and 1.0x for refining based on peers, we would expect a 2.5x debt/EBITDA target is appropriate which they are already below). — Bank of America, February 7, 2025"

"The other large cap public midstream companies would all have an eye on Phillips 66’s midstream business if it were for sale. Given how underperforming the business has been, all the peers would know that $4 billion of EBITDA could easily be turned into $5 billion or more. — Michael Heim"

"We aren't going to give you a specific margin target, but it should result in between 100 to 150 bps of margin improvement annually on the pathway to narrow the margin gap with peers and deliver industry competitive margins. — CEO Alan Shaw, Q4 2023 Earnings Call, Jan. 26, 2024"

"“Despite’s Crown’s massive investment in fiber and small cells, which we acknowledge are less attractive relative to towers, we view the company’s underlying domestic macro business as under-appreciated relative to peers.” — JPMorgan, November 2019"

""I’ve heard it said that there’s a belief that maybe the assets are old and tired. And I don’t buy that argument. Phillips 66 refineries are every bit as good as [those of its peers], Valero and Marathon." — Brian Coffman, Streamline 66 Podcast"

"I’ve heard it said that there’s a belief that maybe the assets are old and tired. And I don’t buy that argument. Phillips 66 refineries are every bit as good as [those of its peers], Valero and Marathon. — Brian Coffman, Streamline 66 Podcast"

"Under CEO Mike Hennigan, MPC has shown the most visible improvement among their peers over the past 3 years in both reliability, unit cost and profitability. — Scotiabank, June 30, 2023"

"Under CEO Mike Hennigan, MPC has shown the most visible improvement among their peers over the past 3 years in both reliability, unit cost and profitability. — Scotiabank, June 30, 2023"

"Under CEO Mike Hennigan, MPC has shown the most visible improvement among their peers over the past 3 years in both reliability, unit cost and profitability. — Scotiabank, June 30, 2023"

"Huntsman has received an “F” from Glass Lewis on executive compensation for two consecutive years as pay was more than its Proxy Peers, notwithstanding poor relative performance"

""[We're] having less volatility than refining peers when refining margins flex to the downside, so we get the best of both worlds." — Phillips 66 CEO Mark Lashier, March 6, 2025"

""[We're] having less volatility than refining peers when refining margins flex to the downside, so we get the best of both worlds." — Phillips 66 CEO Mark Lashier, March 6, 2025"

"“retail is evolving, and no one knows exactly where the transition will take it” — Taubman; “strong demand for our real estate from a wide and growing area of tenants” — Peers"

"We[re] having less volatility than refining peers when refining margins flex to the downside, so we get the best of both worlds. — Phillips 66 CEO Mark Lashier, March 6, 2025"

"Since our CEO transition, we have consistently outperformed what an investor could have earned by buying a synthetic basket of our segment peers. — Company Proxy Materials"

"“AOL's actual total cash compensation is high as a percentage of EBITDA in relation to peers.” — A leading independent compensation consulting firm"

"“The stock is trading at such a discount to peers because of management – no one trusts Matt.” — Top 20 shareholder of Dye & Durham – June 2024"

"a preponderance of self-selected peers that are larger than the subject company may drive up compensation without regard to performance. — ISS"

"Our strong business performance has driven total shareholder returns that have outperformed our peers. — Autodesk Board and Management"

""Phillips 66 refineries are every bit as good as [those of its peers], Valero & Marathon." — Brian S. Coffman"

"We sold our holding in Kao as the company continues to underperform its peers — AXA Investment Managers"