PAA

SEC source: 0001615619-20-000089 · edgar.xml · nonDerivative · entry 1

Chiang Willie CW · CIK 0001421559 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 259,302

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001615619-20-000084 · edgar.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 245,828,323

F1 · kind: Pursuant to that certain Omnibus Agreement (the "Omnibus Agreement") dated November 15, 2016, by and among PAA GP Holdings LLC ("PAGP GP"), Plains GP Holdings, L.P. ("PAGP"), Plains All American GP LLC ("GP LLC"), Plains AAP, L.P. ("AAP"), PAA GP LLC and Plains All American Pipeline, L.P. ("PAA"), AAP is obligated to issue to PAGP a number of AAP Class A units equal to the number of PAGP Class A shares issued upon vesting of awards under PAGP's long-term incentive plan. The Omnibus Agreement also provides that immediately following such issuance, PAA is obligated to issue to AAP an equivalent number of PAA Common Units. On August 14, 2020, a total of 26,215 PAGP Class A shares were issued in connection with the vesting of outstanding LTIP awards under PAGP's long-term incentive plan. An equal number of AAP Class A units was issued to PAGP and an equal number of PAA Common Units was issued to AAP.

F1 · price: Pursuant to that certain Omnibus Agreement (the "Omnibus Agreement") dated November 15, 2016, by and among PAA GP Holdings LLC ("PAGP GP"), Plains GP Holdings, L.P. ("PAGP"), Plains All American GP LLC ("GP LLC"), Plains AAP, L.P. ("AAP"), PAA GP LLC and Plains All American Pipeline, L.P. ("PAA"), AAP is obligated to issue to PAGP a number of AAP Class A units equal to the number of PAGP Class A shares issued upon vesting of awards under PAGP's long-term incentive plan. The Omnibus Agreement also provides that immediately following such issuance, PAA is obligated to issue to AAP an equivalent number of PAA Common Units. On August 14, 2020, a total of 26,215 PAGP Class A shares were issued in connection with the vesting of outstanding LTIP awards under PAGP's long-term incentive plan. An equal number of AAP Class A units was issued to PAGP and an equal number of PAA Common Units was issued to AAP.

F2 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001615619-20-000079 · edgar.xml · derivative · entry 2

PETERSEN GARY R · CIK 0001181757 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,750

Underlying: Common Units · 3,750 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F3 · derivative.exercise_date: Phantom Units vest annually on August distribution date.

F4 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000079 · edgar.xml · nonDerivative · entry 1

PETERSEN GARY R · CIK 0001181757 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 64,450

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001615619-20-000075 · edgar.xml · derivative · entry 2

Burk Victor · CIK 0001375349 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,000

Underlying: Common Units · 5,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F3 · derivative.exercise_date: Phantom Units vest annually on August distribution date.

F4 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000075 · edgar.xml · nonDerivative · entry 1

Burk Victor · CIK 0001375349 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 32,043

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001615619-20-000071 · edgar.xml · derivative · entry 5

SHACKOULS BOBBY S · CIK 0001064171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,750

Underlying: Common Units · 3,750 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F3 · derivative.exercise_date: Phantom Units vest annually on August distribution date.

F4 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000071 · edgar.xml · nonDerivative · entry 1

SHACKOULS BOBBY S · CIK 0001064171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,732

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001615619-20-000104 · edgar.xml · derivative · entry 4

Swanson Al · CIK 0001292270 · Executive VP & CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 150,380

Underlying: Common Units · 150,380 shares

Expires not disclosed

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes associated distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A share is deliverable for each Phantom Class A share that vests.

F4 · derivative.exercise_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.exercise_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

F4 · derivative.expiration_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.expiration_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

SEC source: 0001615619-20-000102 · edgar.xml · derivative · entry 7

Goebel Jeremy L. · CIK 0001769336 · EVP - Commercial

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 150,380

Underlying: Common Units · 150,380 shares

Expires not disclosed

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F4 · derivative.exercise_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.exercise_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

F4 · derivative.expiration_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.expiration_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

SEC source: 0001615619-20-000100 · edgar.xml · derivative · entry 1

Chandler Chris R. · CIK 0001769245 · EVP & COO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 150,380

Underlying: Common Units · 150,380 shares

Expires not disclosed

F1 · security: Grant of Phantom Units under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F3 · derivative.exercise_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F4 · derivative.exercise_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

F3 · derivative.expiration_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F4 · derivative.expiration_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

SEC source: 0001615619-20-000094 · edgar.xml · derivative · entry 7

Herbold Chris · CIK 0001497929 · Sr. VP and Chief Acctg Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 75,190

Underlying: Common Units · 75,190 shares

Expires not disclosed

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes associated distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F4 · derivative.exercise_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 37,595 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 18,798 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 37,596 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 18,797 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 37,594 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.exercise_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

F4 · derivative.expiration_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 37,595 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 18,798 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 37,596 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 18,797 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 37,594 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.expiration_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

SEC source: 0001615619-20-000091 · edgar.xml · derivative · entry 4

McGee Richard K. · CIK 0001490023 · EVP, General Counsel & Sec.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 150,380

Underlying: Common Units · 150,380 shares

Expires not disclosed

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F4 · derivative.exercise_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.exercise_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

F4 · derivative.expiration_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 75,190 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 37,595 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 75,190 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.expiration_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

SEC source: 0001615619-20-000089 · edgar.xml · derivative · entry 7

Chiang Willie CW · CIK 0001421559 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 375,940

Underlying: Common Units · 375,940 shares

Expires not disclosed

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One common unit is deliverable, upon vesting, for each Phantom Unit that vests.

F4 · derivative.exercise_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 187,970 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 93,985 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 187,970 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 93,985 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 187,970 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.exercise_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

F4 · derivative.expiration_date: These phantom units will vest as follows: (a) Tranche 1, consisting of 187,970 phantom units, will vest on the August 2023 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 93,985 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 187,970 units) based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2023 compared to the TSR of a selected peer group; and (c) Tranche 3, consisting of 93,985 phantom units (assuming 100% payout at target), will potentially vest on the August 2023 distribution date at a scaled payout range of between 0% to 200% (0 units to 187,970 units) based on (i) PAA achieving cumulative distributable cash flow per common unit equivalent of $6.00 over the three-year period ending June 30, 2023 and (ii) PAA achieving a leverage ratio as of June 30, 2023 consistent with the leverage ratio assumed in its long term plan as of August 2020.

F5 · derivative.expiration_date: DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2021 distribution date; beginning in November 2021, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2023 distribution date with respect to each phantom unit that vests on such date.

SEC source: 0001615619-20-000061 · edgar.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 245,802,108

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · kind: Effective August 7, 2020, a limited partner of AAP exercised the Redemption Right with respect to 2,551,618 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 2,551,618 Common Units from AAP to the redeeming partner.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · price: Effective August 7, 2020, a limited partner of AAP exercised the Redemption Right with respect to 2,551,618 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 2,551,618 Common Units from AAP to the redeeming partner.

F3 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001638397-20-000008 · primary_doc.xml · derivative · entry 3

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 15,923,666

Underlying: Common Units · 40,679 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On June 30, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 40,679 Class A Units.

F2 · derivative.exercise_date: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F1 · derivative.expiration_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On June 30, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 40,679 Class A Units.

F2 · derivative.expiration_date: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F1 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On June 30, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 40,679 Class A Units.

F2 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

SEC source: 0001638397-20-000008 · primary_doc.xml · nonDerivative · entry 2

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On June 30, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 40,679 Class A Units.

F2 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F3 · ownership.nature: The reported transactions involve an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638397-20-000008 · primary_doc.xml · nonDerivative · entry 1

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 40,679

F1 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On June 30, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 40,679 Class A Units.

F2 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F3 · ownership.nature: The reported transactions involve an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001104659-20-080565 · a4.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 248,353,726

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · kind: Effective June 30, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to 40,679 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 40,679 Common Units from AAP to the redeeming partner.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · price: Effective June 30, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to 40,679 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 40,679 Common Units from AAP to the redeeming partner.

F3 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001615619-21-000004 · edgar.xml · nonDerivative · entry 1

PEFANIS HARRY N · CIK 0001217250 · Director · President & CCO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 550,194

SEC source: 0001615619-20-000056 · edgar.xml · derivative · entry 3

Chandler Chris R. · CIK 0001769245 · EVP & COO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 90,000

Underlying: Common Units · 45,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One Common Unit is deliverable, upon vesting, for each Phantom Unit that vests.

F3 · derivative.expiration_date: N/A

SEC source: 0001615619-20-000056 · edgar.xml · nonDerivative · entry 2

Chandler Chris R. · CIK 0001769245 · EVP & COO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 55,632

SEC source: 0001615619-20-000056 · edgar.xml · nonDerivative · entry 1

Chandler Chris R. · CIK 0001769245 · EVP & COO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 73,340

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001615619-20-000058 · edgar.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 248,394,405

F1 · kind: Pursuant to that certain Omnibus Agreement (the "Omnibus Agreement") dated November 15, 2016, by and among PAA GP Holdings LLC ("PAGP GP"), Plains GP Holdings, L.P. ("PAGP"), Plains All American GP LLC ("GP LLC"), Plains AAP, L.P. ("AAP"), PAA GP LLC and Plains All American Pipeline, L.P. ("PAA"), AAP is obligated to issue to PAGP a number of AAP Class A units equal to the number of PAGP Class A shares issued upon vesting of awards under PAGP's long-term incentive plan. The Omnibus Agreement also provides that immediately following such issuance, PAA is obligated to issue to AAP an equivalent number of PAA Common Units. On May 15, 2020, a total of 20,099 PAGP Class A shares were issued in connection with the vesting of outstanding LTIP awards under PAGP's long-term incentive plan. An equal number of AAP Class A units was issued to PAGP and an equal number of PAA Common Units was issued to AAP.

F1 · price: Pursuant to that certain Omnibus Agreement (the "Omnibus Agreement") dated November 15, 2016, by and among PAA GP Holdings LLC ("PAGP GP"), Plains GP Holdings, L.P. ("PAGP"), Plains All American GP LLC ("GP LLC"), Plains AAP, L.P. ("AAP"), PAA GP LLC and Plains All American Pipeline, L.P. ("PAA"), AAP is obligated to issue to PAGP a number of AAP Class A units equal to the number of PAGP Class A shares issued upon vesting of awards under PAGP's long-term incentive plan. The Omnibus Agreement also provides that immediately following such issuance, PAA is obligated to issue to AAP an equivalent number of PAA Common Units. On May 15, 2020, a total of 20,099 PAGP Class A shares were issued in connection with the vesting of outstanding LTIP awards under PAGP's long-term incentive plan. An equal number of AAP Class A units was issued to PAGP and an equal number of PAA Common Units was issued to AAP.

F2 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001615619-20-000106 · edgar.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Robert & Rosa Sinnott Living Trust

Disclosed balance after: 3,666

F1 · kind: The reported transaction is an in-kind distribution to limited partners of Kayne Anderson Non-Traditional Investments, L.P. ("KANTI") and KANTI (QP), L.P. ("KANTI QP"). Reporting Person owns limited partner interests in KANTI and KANTI QP.

SEC source: 0001615619-20-000054 · edgar.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 248,374,306

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · kind: Effective March 31, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to 61,962 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 61,962 Common Units from AAP to the redeeming partner.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · price: Effective March 31, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to 61,962 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 61,962 Common Units from AAP to the redeeming partner.

F3 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001638385-20-000001 · primary_doc.xml · derivative · entry 3

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 15,964,345

Underlying: Common Units · 61,962 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On March 31, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 61,962 Class A Units.

F2 · derivative.exercise_date: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F1 · derivative.expiration_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On March 31, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 61,962 Class A Units.

F2 · derivative.expiration_date: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F1 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On March 31, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 61,962 Class A Units.

F2 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

SEC source: 0001638385-20-000001 · primary_doc.xml · nonDerivative · entry 2

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On March 31, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 61,962 Class A Units.

F2 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F3 · ownership.nature: The reported transactions involve an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001638385-20-000001 · primary_doc.xml · nonDerivative · entry 1

KAFU Holdings (QP), L.P. · CIK 0001638385 · Director · See remarks

KAYNE ANDERSON CAPITAL ADVISORS LP · CIK 0000949615 · Director · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 61,962

F1 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On March 31, 2020, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 61,962 Class A Units.

F2 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the manager of the general partner of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.

F3 · ownership.nature: The reported transactions involve an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.

SEC source: 0001615619-20-000048 · edgar.xml · nonDerivative · entry 1

Chiang Willie CW · CIK 0001421559 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 223,302

F1 · price: The price in column 4 reflects the weighted average price for the common units. The units were purchased in multiple transactions at prices ranging from $5.39 to $5.50. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of units purchased at each separate price.

SEC source: 0001615619-20-000044 · edgar.xml · nonDerivative · entry 1

Goebel Jeremy L. · CIK 0001769336 · EVP - Commercial

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 108,051

SEC source: 0001615619-20-000042 · edgar.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 248,436,268

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · kind: Effective March 13, 2020, a limited partner of AAP exercised its Redemption Right with respect to 87,894 Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 87,894 Common Units from AAP to the redeeming partner.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · price: Effective March 13, 2020, a limited partner of AAP exercised its Redemption Right with respect to 87,894 Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 87,894 Common Units from AAP to the redeeming partner.

F3 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001615619-20-000036 · edgar.xml · nonDerivative · entry 1

PEFANIS HARRY N · CIK 0001217250 · Director · President & CCO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 650,194

F1 · price: The price in column 4 reflects the weighted average price for the common units. The units were purchased in multiple transactions at prices ranging from $6.90 to $7.06. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of common units purchased at each separate price.

SEC source: 0001615619-20-000032 · edgar.xml · nonDerivative · entry 1

PEFANIS HARRY N · CIK 0001217250 · Director · President & CCO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 630,194

F1 · price: The price in column 4 reflects the weighted average price for the common units. The units were purchased in multiple transactions at prices ranging from $14.14 to $14.17. The reporting person will provide upon request by the SEC staff, the issuer or any security holder of the issuer full information regarding the number of common units purchased at each separate price.

SEC source: 0001615619-20-000026 · edgar.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 248,524,162

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · kind: Effective February 4, 2020, various limited partners of AAP exercised the Redemption Right with respect to an aggregate 918,539 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 918,539 Common Units from AAP to the redeeming partners.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · price: Effective February 4, 2020, various limited partners of AAP exercised the Redemption Right with respect to an aggregate 918,539 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of 918,539 Common Units from AAP to the redeeming partners.

F3 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001638385-20-000002 · primary_doc.xml · nonDerivative · entry 11

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Spouse's 2020 GRAT

Disclosed balance after: 54,140

SEC source: 0001638385-20-000002 · primary_doc.xml · nonDerivative · entry 10

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By 2020 GRAT

Disclosed balance after: 54,140

SEC source: 0001638385-20-000002 · primary_doc.xml · nonDerivative · entry 9

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Family Trust

Disclosed balance after: 0

SEC source: 0001638385-20-000002 · primary_doc.xml · nonDerivative · entry 8

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Family Trust

Disclosed balance after: 108,280

SEC source: 0001638385-20-000002 · primary_doc.xml · nonDerivative · entry 7

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By Spouse's 2010 GRAT

Disclosed balance after: 0

SEC source: 0001638385-20-000002 · primary_doc.xml · nonDerivative · entry 6

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By 2010 GRAT

Disclosed balance after: 0

SEC source: 0001615619-20-000022 · edgar.xml · derivative · entry 2

Herbold Chris · CIK 0001497929 · Sr. VP and Chief Acctg Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 92,136

Underlying: Common Units · 92,136 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

F2 · derivative.exercise_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to redeem (the "Redemption Right") his Class A Units, together with a like number of Class B Shares, for common units of Plains All American Pipeline, L.P. on a one-for-one basis. Reporting Person has not yet exercised the Redemption Right; the Redemption Right does not expire.

F2 · derivative.expiration_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to redeem (the "Redemption Right") his Class A Units, together with a like number of Class B Shares, for common units of Plains All American Pipeline, L.P. on a one-for-one basis. Reporting Person has not yet exercised the Redemption Right; the Redemption Right does not expire.

SEC source: 0001615619-20-000022 · edgar.xml · derivative · entry 1

Herbold Chris · CIK 0001497929 · Sr. VP and Chief Acctg Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,939

Underlying: Class A Units/Class B Shares · 92,136 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 21, 2020, the Reporting Person exercised his right to convert 97,878 vested Class B Units into 92,136 Class A Units and Class B Shares.

SEC source: 0001615619-20-000020 · edgar.xml · nonDerivative · entry 2

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 249,442,701

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · kind: Certain limited partners of AAP exercised their Redemption Right with respect to an aggregate of 138,204 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of an aggregate of 138,204 Common Units from AAP to the redeeming partners.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · price: Certain limited partners of AAP exercised their Redemption Right with respect to an aggregate of 138,204 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of an aggregate of 138,204 Common Units from AAP to the redeeming partners.

F3 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001615619-20-000020 · edgar.xml · nonDerivative · entry 1

PAA GP Holdings LLC · CIK 0001581928 · Director · 10% owner

Plains AAP, L.P. · CIK 0001490401 · Director · 10% owner

Plains All American GP LLC · CIK 0001490402 · Director · 10% owner

PLAINS GP HOLDINGS LP · CIK 0001581990 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By Plains AAP, L.P.

Disclosed balance after: 249,488,769

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · kind: Certain limited partners of AAP exercised their Redemption Right with respect to an aggregate of 138,204 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of an aggregate of 138,204 Common Units from AAP to the redeeming partners.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, other than Plains GP Holdings, L.P. ("PAGP") and Plains All American GP LLC ("GP LLC"), has the right, from time to time, to cause AAP to redeem and cancel such partner's AAP Class A units in exchange for the distribution of an equal number of common units representing limited partner interests ("Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP (the "Redemption Right"). In connection with the exercise of a Redemption Right, such limited partner must also surrender to PAGP an equal number of Class B shares of PAGP and Company Units of PAA GP Holdings LLC ("PAGP GP").

F2 · price: Certain limited partners of AAP exercised their Redemption Right with respect to an aggregate of 138,204 AAP Class A units, resulting in the cancellation of such AAP Class A units and the distribution of an aggregate of 138,204 Common Units from AAP to the redeeming partners.

F3 · ownership.nature: PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.

SEC source: 0001615619-20-000016 · edgar.xml · derivative · entry 2

McGee Richard K. · CIK 0001490023 · EVP, General Counsel & Sec.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 184,269

Underlying: Common Units · 184,269 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

F2 · derivative.exercise_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to redeem (the "Redemption Right") his Class A Units, together with a like number of Class B Shares, for common units of Plains All American Pipeline, L.P. on a one-for-one basis. Reporting Person has not yet exercised the Redemption Right; the Redemption Right does not expire.

F2 · derivative.expiration_date: Pursuant to the limited partnership agreement of AAP, Reporting Person has the right, at any time and from time to time, to redeem (the "Redemption Right") his Class A Units, together with a like number of Class B Shares, for common units of Plains All American Pipeline, L.P. on a one-for-one basis. Reporting Person has not yet exercised the Redemption Right; the Redemption Right does not expire.

SEC source: 0001615619-20-000016 · edgar.xml · derivative · entry 1

McGee Richard K. · CIK 0001490023 · EVP, General Counsel & Sec.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 244,694

Underlying: Class A Units/Class B Shares · 184,269 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of vested Class B Units of AAP (the "Class B Units") may convert (the "Conversion Right"), at any time and from time to time, such Class B Units into an equal number of Class A Units of AAP (the "Class A Units") and Class B Shares (the "Class B Shares") of Plains GP Holdings, L.P. ("PAGP"), at a conversion ratio of approximately 0.941 Class A Units and Class B Shares for each Class B Unit. The Conversion Right does not expire. On January 14, 2020, the Reporting Person exercised his right to convert 195,755 vested Class B Units into 184,269 Class A Units and Class B Shares.

SEC source: 0001615619-20-000114 · edgar.xml · nonDerivative · entry 6

Goebel Jeremy L. · CIK 0001769336 · EVP - Commercial

10b5-1 filing: Not disclosed

Ownership: Indirect · By Family Limited Partnership

Disclosed balance after: 105,051

F1 · kind: The reported transactions were gifts by the Reporting Person to his family limited partnership for no consideration.

SEC source: 0001615619-20-000114 · edgar.xml · nonDerivative · entry 5

Goebel Jeremy L. · CIK 0001769336 · EVP - Commercial

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · kind: The reported transactions were gifts by the Reporting Person to his family limited partnership for no consideration.

SEC source: 0001615619-20-000004 · edgar.xml · derivative · entry 3

Goebel Jeremy L. · CIK 0001769336 · EVP - Commercial

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 90,000

Underlying: Common Units · 30,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash).

F2 · derivative.exercise_price: One Common Unit is deliverable, upon vesting, for each Phantom Unit that vests.

F3 · derivative.expiration_date: N/A