PAGP

SEC source: 0001638397-21-000012 · 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: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On March 31, 2021, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 811 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

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

SEC source: 0001638397-21-000012 · 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: 811

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On March 31, 2021, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 811 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

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

SEC source: 0001638397-21-000013 · primary_doc.xml · derivative · entry 2

McCarthy Kevin S · CIK 0001304183 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 15,834,024

Underlying: Class A Shares · 811 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: Reporting person is the Vice Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), the managing member of the manager of KAFU Holdings (QP), L.P. ("KAFU"), and therefore he may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.exercise_date: The limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) and from time to time, to exchange (the "Exchange Right") its Class A Units in AAP (the "AAP Units"), along with the associated Class B shares in the Issuer (the "Class B Shares") and GP Units in PAA GP Holdings LLC (the "GP Units") for Class A Shares of the Issuer on a one-for-one basis. The Exchange Right may be settled in cash at the option of the Issuer and, as a result, the Reporting Person may not be deemed to beneficially own any of the securities reported herein as indirectly owned. For reporting purposes, however, the number of securities reported as indirectly owned represents the number of AAP Units, Class B Shares and GP Units owned by KAFU that are potentially exchangeable for an equivalent number of Class A Shares.

F1 · derivative.expiration_date: Reporting person is the Vice Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), the managing member of the manager of KAFU Holdings (QP), L.P. ("KAFU"), and therefore he may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.expiration_date: The limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) and from time to time, to exchange (the "Exchange Right") its Class A Units in AAP (the "AAP Units"), along with the associated Class B shares in the Issuer (the "Class B Shares") and GP Units in PAA GP Holdings LLC (the "GP Units") for Class A Shares of the Issuer on a one-for-one basis. The Exchange Right may be settled in cash at the option of the Issuer and, as a result, the Reporting Person may not be deemed to beneficially own any of the securities reported herein as indirectly owned. For reporting purposes, however, the number of securities reported as indirectly owned represents the number of AAP Units, Class B Shares and GP Units owned by KAFU that are potentially exchangeable for an equivalent number of Class A Shares.

F4 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 4,891 Class A units. As a result, such Class A units were cancelled and 4,891 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.

F1 · ownership.nature: Reporting person is the Vice Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), the managing member of the manager of KAFU Holdings (QP), L.P. ("KAFU"), and therefore he may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) and from time to time, to exchange (the "Exchange Right") its Class A Units in AAP (the "AAP Units"), along with the associated Class B shares in the Issuer (the "Class B Shares") and GP Units in PAA GP Holdings LLC (the "GP Units") for Class A Shares of the Issuer on a one-for-one basis. The Exchange Right may be settled in cash at the option of the Issuer and, as a result, the Reporting Person may not be deemed to beneficially own any of the securities reported herein as indirectly owned. For reporting purposes, however, the number of securities reported as indirectly owned represents the number of AAP Units, Class B Shares and GP Units owned by KAFU that are potentially exchangeable for an equivalent number of Class A Shares.

F3 · ownership.nature: Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

SEC source: 0001615619-21-000016 · 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: 138,204

Underlying: Class A Shares · 46,068 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 18, 2021, the Reporting Person exercised his right to convert 48,939 vested Class B Units into 46,068 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 exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. Reporting Person has not yet exercised the Exchange Right; the Exchange 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 exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

SEC source: 0001615619-21-000016 · 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: 0

Underlying: Class A Units/Class B Shares · 48,939 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 18, 2021, the Reporting Person exercised his right to convert 48,939 vested Class B Units into 46,068 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 18, 2021, the Reporting Person exercised his right to convert 48,939 vested Class B Units into 46,068 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 18, 2021, the Reporting Person exercised his right to convert 48,939 vested Class B Units into 46,068 Class A Units and Class B Shares.

SEC source: 0001615619-21-000012 · edgar.xml · derivative · entry 2

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 230,338

Underlying: Class A Shares · 230,338 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 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 4, 2021, the Reporting Person exercised his right to convert 244,694 vested Class B Units into 230,338 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 exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. The Reporting Person has not yet exercised the Exchange Right; the Exchange 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 exchange (the "Exchange Right") his Class A Units, together with a like number of Class B Shares, for Class A Shares of PAGP on a one-for-one basis. The Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

SEC source: 0001615619-21-000012 · edgar.xml · derivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Units/Class B Shares · 230,338 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 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 4, 2021, the Reporting Person exercised his right to convert 244,694 vested Class B Units into 230,338 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 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 4, 2021, the Reporting Person exercised his right to convert 244,694 vested Class B Units into 230,338 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 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 4, 2021, the Reporting Person exercised his right to convert 244,694 vested Class B Units into 230,338 Class A Units and Class B Shares.

SEC source: 0001615619-21-000020 · edgar.xml · derivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 414,607

Underlying: Class A Shares · 230,338 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: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), Reporting Person has the right, at any time and from time to time, to exchange (the "Exchange Right") his Class A Units of AAP, together with a like number of Class B Shares of Plains GP Holdings, L.P. ("PAGP"), for Class A Shares of PAGP on a one-for-one basis. Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), Reporting Person has the right, at any time and from time to time, to exchange (the "Exchange Right") his Class A Units of AAP, together with a like number of Class B Shares of Plains GP Holdings, L.P. ("PAGP"), for Class A Shares of PAGP on a one-for-one basis. Reporting Person has not yet exercised the Exchange Right; the Exchange Right does not expire.

F2 · balance_after: This amendment to Form 4 is being filed to correct the total number of derivative securities in Column 9.

SEC source: 0001638397-21-000002 · 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: 15,839,726

Underlying: Class A Shares · 666 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: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2020, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 666 Class A Units.

F2 · derivative.exercise_date: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F1 · derivative.expiration_date: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2020, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 666 Class A Units.

F2 · derivative.expiration_date: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

F4 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 21,566 Class A units. As a result, such Class A units were cancelled and 21,566 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2020, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 666 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

SEC source: 0001638397-21-000002 · 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: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2020, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 666 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

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

SEC source: 0001638397-21-000002 · 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: 666

F1 · ownership.nature: KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2020, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 666 Class A Units.

F2 · ownership.nature: Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security.

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

SEC source: 0001638397-21-000001 · primary_doc.xml · derivative · entry 2

McCarthy Kevin S · CIK 0001304183 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 15,839,726

Underlying: Class A Shares · 666 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: Reporting person is the Vice Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), the managing member of the manager of KAFU Holdings (QP), L.P. ("KAFU"), and therefore he may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.exercise_date: The limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) and from time to time, to exchange (the "Exchange Right") its Class A Units in AAP (the "AAP Units"), along with the associated Class B shares in the Issuer (the "Class B Shares") and GP Units in PAA GP Holdings LLC (the "GP Units") for Class A Shares of the Issuer on a one-for-one basis. The Exchange Right may be settled in cash at the option of the Issuer and, as a result, the Reporting Person may not be deemed to beneficially own any of the securities reported herein as indirectly owned. For reporting purposes, however, the number of securities reported as indirectly owned represents the number of AAP Units, Class B Shares and GP Units owned by KAFU that are potentially exchangeable for an equivalent number of Class A Shares.

F1 · derivative.expiration_date: Reporting person is the Vice Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), the managing member of the manager of KAFU Holdings (QP), L.P. ("KAFU"), and therefore he may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.expiration_date: The limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) and from time to time, to exchange (the "Exchange Right") its Class A Units in AAP (the "AAP Units"), along with the associated Class B shares in the Issuer (the "Class B Shares") and GP Units in PAA GP Holdings LLC (the "GP Units") for Class A Shares of the Issuer on a one-for-one basis. The Exchange Right may be settled in cash at the option of the Issuer and, as a result, the Reporting Person may not be deemed to beneficially own any of the securities reported herein as indirectly owned. For reporting purposes, however, the number of securities reported as indirectly owned represents the number of AAP Units, Class B Shares and GP Units owned by KAFU that are potentially exchangeable for an equivalent number of Class A Shares.

F4 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 21,566 Class A units. As a result, such Class A units were cancelled and 21,566 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction.

F1 · ownership.nature: Reporting person is the Vice Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), the managing member of the manager of KAFU Holdings (QP), L.P. ("KAFU"), and therefore he may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) and from time to time, to exchange (the "Exchange Right") its Class A Units in AAP (the "AAP Units"), along with the associated Class B shares in the Issuer (the "Class B Shares") and GP Units in PAA GP Holdings LLC (the "GP Units") for Class A Shares of the Issuer on a one-for-one basis. The Exchange Right may be settled in cash at the option of the Issuer and, as a result, the Reporting Person may not be deemed to beneficially own any of the securities reported herein as indirectly owned. For reporting purposes, however, the number of securities reported as indirectly owned represents the number of AAP Units, Class B Shares and GP Units owned by KAFU that are potentially exchangeable for an equivalent number of Class A Shares.

F3 · ownership.nature: Reporting Person disclaims beneficial ownership of the securities held by KAFU, except to the extent of his pecuniary interest therein.

SEC source: 0001615619-21-000010 · edgar.xml · nonDerivative · entry 2

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,108,653

SEC source: 0001615619-20-000134 · edgar.xml · derivative · entry 4

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Class A Shares · 6,220,955 shares

Expires not disclosed

F1 · security: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG") and the Reporting Person, has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F1 · derivative.exercise_price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG") and the Reporting Person, has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F2 · kind: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG") and the Reporting Person, has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG") and the Reporting Person, has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG") and the Reporting Person, has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F3 · ownership.nature: Beneficial ownership of the Class A Shares, Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder solely because the Reporting Person may be deemed to beneficially own such Class A Shares, Class A Units, Class B Shares and GP Units as a result of his status as the Chief Executive Officer of the designated manager of EMG. The Reporting Person disclaims beneficial ownership of the securities held by EMG except to the extent of his pecuniary interest therein.

SEC source: 0001615619-20-000134 · edgar.xml · nonDerivative · entry 2

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F2 · kind: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F3 · ownership.nature: Beneficial ownership of the Class A Shares, Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder solely because the Reporting Person may be deemed to beneficially own such Class A Shares, Class A Units, Class B Shares and GP Units as a result of his status as the Chief Executive Officer of the designated manager of EMG. The Reporting Person disclaims beneficial ownership of the securities held by EMG except to the extent of his pecuniary interest therein.

SEC source: 0001615619-20-000134 · edgar.xml · nonDerivative · entry 1

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 6,220,955

F2 · kind: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F2 · price: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F3 · ownership.nature: Beneficial ownership of the Class A Shares, Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder solely because the Reporting Person may be deemed to beneficially own such Class A Shares, Class A Units, Class B Shares and GP Units as a result of his status as the Chief Executive Officer of the designated manager of EMG. The Reporting Person disclaims beneficial ownership of the securities held by EMG except to the extent of his pecuniary interest therein.

SEC source: 0001615619-20-000132 · edgar.xml · derivative · entry 3

EMG Investment, LLC · CIK 0001507562 · See Remarks

NGP MR Management, LLC · CIK 0001576089 · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Shares · 6,220,955 shares

Expires not disclosed

F1 · security: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG"), has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F1 · derivative.exercise_price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG"), has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F2 · kind: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F1 · price: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG"), has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG"), has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), each limited partner of AAP, including EMG Investment, LLC ("EMG"), has the right, at any time and from time to time, to immediately exchange (the "Exchange Right") its Class A Units ("Class A Units") in AAP, together with a like number of Class B shares representing limited partner interests ("Class B Shares") in Plains GP Holdings, L.P. (the "Issuer") and Units ("GP Units") in PAA GP Holdings LLC, for Class A shares representing limited partner interests ("Class A Shares") in the Issuer on a one-for-one basis. The Exchange Right does not expire and may be settled in cash by AAP.

F3 · balance_after: Beneficial ownership of the Class A Shares, Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder by NGP MR Management, LLC solely because NGP MR Management, LLC may be deemed to beneficially own such Class A Shares, Class A Units, Class B Shares and GP Units as a result of its status as the designated manager of EMG. NGP MR Management, LLC disclaims beneficial ownership of the securities held by EMG except to the extent of its pecuniary interest therein.

SEC source: 0001615619-20-000132 · edgar.xml · nonDerivative · entry 2

EMG Investment, LLC · CIK 0001507562 · See Remarks

NGP MR Management, LLC · CIK 0001576089 · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F2 · kind: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

SEC source: 0001615619-20-000132 · edgar.xml · nonDerivative · entry 1

EMG Investment, LLC · CIK 0001507562 · See Remarks

NGP MR Management, LLC · CIK 0001576089 · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,220,955

F2 · kind: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F2 · price: On November 18, 2020, EMG elected to exchange 6,220,955 Class A Units, together with a like number of Class B Shares and GP Units, for Class A Shares on a one-for-one basis pursuant to the Exchange Right. EMG has agreed to sell the Class A Shares received pursuant to such election to exchange in a single transaction exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $8.05 per Class A Share. Following the completion of such sale, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F3 · balance_after: Beneficial ownership of the Class A Shares, Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder by NGP MR Management, LLC solely because NGP MR Management, LLC may be deemed to beneficially own such Class A Shares, Class A Units, Class B Shares and GP Units as a result of its status as the designated manager of EMG. NGP MR Management, LLC disclaims beneficial ownership of the securities held by EMG except to the extent of its pecuniary interest therein.

SEC source: 0001615619-21-000010 · edgar.xml · nonDerivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,333,653

SEC source: 0001615619-20-000126 · edgar.xml · derivative · entry 1

McCarthy Kevin S · CIK 0001304183 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,622

Underlying: Class A Shares · 10,622 shares

Expires not disclosed

F1 · security: Grant of Phantom Class A shares under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: 1-for-1 Class A Shares for Phantom Class A Shares upon vesting, for each Phantom Class A Share that vests.

F3 · derivative.exercise_date: 10,622 Phantom Class A Shares will vest on distribution date in August 2024.

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

SEC source: 0001615619-20-000124 · edgar.xml · derivative · entry 2

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,268,988

Underlying: Class A Shares · 500,000 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 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On October 21, 2020, the Reporting Person exchanged 500,000 Class A Units, Class B shares and GP units for 500,000 Class A shares.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On October 21, 2020, the Reporting Person exchanged 500,000 Class A Units, Class B shares and GP units for 500,000 Class A shares.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On October 21, 2020, the Reporting Person exchanged 500,000 Class A Units, Class B shares and GP units for 500,000 Class A shares.

SEC source: 0001615619-20-000124 · edgar.xml · nonDerivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,733,653

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 Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On October 21, 2020, the Reporting Person exchanged 500,000 Class A Units, Class B shares and GP units for 500,000 Class A shares.

SEC source: 0001615619-20-000116 · edgar.xml · nonDerivative · entry 1

Burk Victor · CIK 0001375349 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,134

SEC source: 0001615619-20-000112 · edgar.xml · derivative · entry 2

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,768,988

Underlying: Class A Shares · 1,000,000 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 · kind: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On September 1, 2020, the Reporting Person exchanged 1,000,000 Class A Units and Class B shares for 1,000,000 Class A shares.

F1 · derivative.exercise_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On September 1, 2020, the Reporting Person exchanged 1,000,000 Class A Units and Class B shares for 1,000,000 Class A shares.

F1 · derivative.expiration_date: Pursuant to the limited partnership agreement of Plains AAP, L.P. ("AAP"), a holder of Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On September 1, 2020, the Reporting Person exchanged 1,000,000 Class A Units and Class B shares for 1,000,000 Class A shares.

SEC source: 0001615619-20-000112 · edgar.xml · nonDerivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,233,653

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 Class A Units of AAP (the "Class A Units") and Class B shares (the "Class B shares") of Plains GP Holdings, L.P. (the "Issuer"), has the right at any time (without expiration) to exchange its Class A Units, together with a like number of associated Class B shares and GP units in PAA GP Holdings LLC, if applicable, for an equal number of Class A shares of the Issuer (the "Class A shares"). On September 1, 2020, the Reporting Person exchanged 1,000,000 Class A Units and Class B shares for 1,000,000 Class A shares.

SEC source: 0001615619-20-000067 · edgar.xml · derivative · entry 2

Temple Chris · CIK 0001464683 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,750

Underlying: Class A Shares · 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 Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

F2 · derivative.exercise_price: One Class A share is deliverable for each Phantom Class A share 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: 0001615619-20-000067 · edgar.xml · nonDerivative · entry 1

Temple Chris · CIK 0001464683 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

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: 0001615619-20-000063 · edgar.xml · derivative · entry 2

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,500

Underlying: Class A Shares · 2,500 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 Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

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

F3 · derivative.exercise_date: Phantom Class A Shares vests 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: 0001615619-20-000063 · edgar.xml · nonDerivative · entry 1

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 250,531

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: 0001615619-20-000065 · edgar.xml · derivative · entry 2

Ziemba Lawrence Michael · CIK 0001547334 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 19,440

Underlying: Class A Shares · 4,050 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 Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

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

F3 · derivative.exercise_date: Phantom Class A Shares 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: 0001615619-20-000065 · edgar.xml · nonDerivative · entry 1

Ziemba Lawrence Michael · CIK 0001547334 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,050

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: 0001615619-20-000069 · edgar.xml · derivative · entry 2

Pruner Alexandra · CIK 0001759034 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,632

Underlying: Class A Shares · 5,816 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 Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

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

F3 · derivative.exercise_date: Phantom Class A Shares vests 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: 0001615619-20-000069 · edgar.xml · nonDerivative · entry 1

Pruner Alexandra · CIK 0001759034 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,752

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: 0001615619-20-000073 · edgar.xml · derivative · entry 1

SHACKOULS BOBBY S · CIK 0001064171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,290

Underlying: Class A Shares · 15,290 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

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

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000082 · edgar.xml · derivative · entry 1

PETERSEN GARY R · CIK 0001181757 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,290

Underlying: Class A Shares · 15,290 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

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

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000067 · edgar.xml · derivative · entry 3

Temple Chris · CIK 0001464683 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,290

Underlying: Class A Shares · 15,290 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend 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.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000077 · edgar.xml · derivative · entry 1

Burk Victor · CIK 0001375349 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,290

Underlying: Class A Shares · 15,290 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend equivalent rights payable in cash).

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

F3 · derivative.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000063 · edgar.xml · derivative · entry 3

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,290

Underlying: Class A Shares · 15,290 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend 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.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000065 · edgar.xml · derivative · entry 3

Ziemba Lawrence Michael · CIK 0001547334 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,290

Underlying: Class A Shares · 15,290 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend 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.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001615619-20-000069 · edgar.xml · derivative · entry 3

Pruner Alexandra · CIK 0001759034 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,290

Underlying: Class A Shares · 15,290 shares

Expires not disclosed

F1 · security: Phantom Class A shares granted under Long-Term Incentive Plan (includes associated dividend 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.expiration_date: Upon termination of service as director, other than because of death, disability or retirement.

SEC source: 0001638397-20-000009 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Robert & Rosa Sinnott Living Trust

Disclosed balance after: 5,159

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: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 13

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Grandchildren's 2020 Trust

Disclosed balance after: 76,434

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 12

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,566

SEC source: 0001615619-20-000046 · edgar.xml · nonDerivative · entry 1

ARMSTRONG GREG L · CIK 0001184537 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,865,812

SEC source: 0001615619-20-000052 · edgar.xml · nonDerivative · entry 4

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 193,368

SEC source: 0001615619-20-000052 · edgar.xml · nonDerivative · entry 3

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 168,368

SEC source: 0001615619-20-000052 · edgar.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 118,368

SEC source: 0001615619-20-000050 · edgar.xml · nonDerivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 181,704

F1 · price: The price in column 4 reflects the weighted average price for the Class A shares. The shares were purchased in multiple transactions at prices ranging from $5.75 to $5.86. 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 shares purchased at each separate price.

SEC source: 0001615619-20-000052 · edgar.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 93,368