

Unless otherwise indicated, the company, we, our, us and ∼onocoPhillips are used in this report to Security Ownership of Certain Beneficial Owners and Management and RelatedĬertain Relationships and Related Transactions, and Director Independence Quantitative and Qualitative Disclosures About Market Riskįinancial Statements and Supplementary DataĬhanges in and Disagreements with Accountants on Accounting and Financial Disclosureĭirectors, Executive Officers and Corporate Governance Managements Discussion and Analysis of Financial Condition and Results

Market for Registrants Common Equity, Related Stockholder Matters and Portions of the Proxy Statement for the Annual Meeting of Stockholders to be held on May 16, 2017 (Part III) The registrant had 1,235,832,469 shares of common stock outstanding at January 31, 2017. The aggregate market value of common stock heldīy non-affiliates of the registrant on June 30, 2016, the last business day of the registrants most recently completed second fiscal quarter, based on the closing price on that date of $43.60, was $54.0 billion. Indicate by check mark whether the registrant is a shell company (asĭefined in Rule 12b-2 of the Act). Large accelerated filer Accelerated filer Non-accelerated filer The definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. The best of the registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to To be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act ofġ934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Securities registered pursuant to Section 12(g) of the Act: None Securities registered pursuant to Section 12(b) of the Act: Registrants telephone number, including area code: 28 (Address of principal executive offices) (Zip Code) Name of registrant as specified in its charter) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
