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PAGP

PLAINS GP HOLDINGS LP

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3737
SEC CIK
0001581990
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217

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Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
August 15, 2019 Filed Aug 16, 2019 20:41 UTC GrantPhantom Class A Shares · Derivative 5,220 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000086 · edgar.xml · derivative · entry 3

Pruner Alexandra · CIK 0001759034 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,220

Underlying: Class A Shares · 5,220 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, upon vesting, 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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 20:57 UTC
Temple ChrisDirector
Exercise / conversionPhantom Class A Shares · Derivative 3,750 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000096 · edgar.xml · derivative · entry 2

Temple Chris · CIK 0001464683 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,500

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, upon vesting, 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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 20:57 UTC
Temple ChrisDirector
Exercise / conversionClass A Shares 3,750 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000096 · edgar.xml · nonDerivative · entry 1

Temple Chris · CIK 0001464683 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,250

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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 16:35 UTC Exercise / conversionPhantom Class A Shares · Derivative 5,000 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000082 · edgar.xml · derivative · entry 2

GOYANES EVERARDO · CIK 0001184541 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Class A Shares · 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 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, upon vesting, 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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 16:35 UTC Exercise / conversionClass A Shares 5,000 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000082 · edgar.xml · nonDerivative · entry 1

GOYANES EVERARDO · CIK 0001184541 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 37,305

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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 20:44 UTC Exercise / conversionPhantom Class A Shares · Derivative 2,500 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000088 · edgar.xml · derivative · entry 2

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,000

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, upon vesting, 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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 20:44 UTC Exercise / conversionClass A Shares 2,500 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000088 · edgar.xml · nonDerivative · entry 1

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 248,031

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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 20:41 UTC Exercise / conversionPhantom Class A Shares · Derivative 3,936 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000086 · edgar.xml · derivative · entry 2

Pruner Alexandra · CIK 0001759034 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,448

Underlying: Class A Shares · 3,936 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, upon vesting, 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.

Read SEC document
August 14, 2019 Filed Aug 16, 2019 20:41 UTC Exercise / conversionClass A Shares 3,936 $0.00 $0.00
Disclosure

SEC source: 0001615619-19-000086 · edgar.xml · nonDerivative · entry 1

Pruner Alexandra · CIK 0001759034 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,936

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.

Read SEC document
June 28, 2019 Filed Jul 1, 2019 18:14 UTC Exercise / conversionClass B Shares/Class A Units/GP Units · Derivative 3,454 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001638397-19-000007 · primary_doc.xml · derivative · entry 8

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 16,278,228

Underlying: Class A Shares · 3,454 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: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.exercise_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 Class A Units.

F1 · derivative.expiration_date: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.expiration_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 Class A Units.

F6 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 1,009 Class A units. As a result, such Class A units were cancelled and 1,009 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: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 Class A Units.

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

Read SEC document
June 28, 2019 Filed Jul 1, 2019 18:14 UTC OtherClass A Shares 3,454 $0.00 $0.00
Disclosure

SEC source: 0001638397-19-000007 · primary_doc.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 3,454

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 Class A Units.

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

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

Read SEC document
June 28, 2019 Filed Jul 1, 2019 18:14 UTC OtherClass A Shares 3,454 $0.00 $0.00
Disclosure

SEC source: 0001638397-19-000007 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,454

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 Class A Units.

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

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

Read SEC document
June 28, 2019 Filed Jul 1, 2019 21:38 UTC
KAFU Holdings (QP), L.P.Director · See remaks
Exercise / conversionClass B Shares/Class A Units/GP Units · Derivative 3,454 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001638397-19-000006 · primary_doc.xml · derivative · entry 3

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

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 16,278,228

Underlying: Class A Shares · 3,454 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 June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 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 June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 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 1,009 Class A units. As a result, such Class A units were cancelled and 1,009 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 June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 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.

Read SEC document
June 28, 2019 Filed Jul 1, 2019 21:38 UTC
KAFU Holdings (QP), L.P.Director · See remaks
OtherClass A Shares 3,454 $0.00 $0.00
Disclosure

SEC source: 0001638397-19-000006 · primary_doc.xml · nonDerivative · entry 2

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

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee 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 June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 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.

Read SEC document
June 28, 2019 Filed Jul 1, 2019 21:38 UTC
KAFU Holdings (QP), L.P.Director · See remaks
OtherClass A Shares 3,454 $0.00 $0.00
Disclosure

SEC source: 0001638397-19-000006 · primary_doc.xml · nonDerivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 3,454

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 June 28, 2019, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 3,454 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.

Read SEC document
May 28, 2019 Filed May 29, 2019 01:41 UTC OtherClass A Units/Class B Shares/GP Units · Derivative 15,507,575 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032154 · a4.xml · derivative · entry 7

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 9,404,171

Underlying: Class A Shares · 15,507,575 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.

F6 · kind: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, 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.

F7 · ownership.nature: Beneficial ownership of 3,183,216 Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder because the Reporting Person beneficially owns such Class A Units, Class B Shares and GP Units as a result of his ownership of Lynx Holdings I, LLC. Beneficial ownership of the remaining 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.

Read SEC document
May 28, 2019 Filed May 29, 2019 01:41 UTC SaleClass A Shares 7,328,291 $23.10 $169,283,522.10
Disclosure

SEC source: 0001104659-19-032154 · a4.xml · nonDerivative · entry 2

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F6 · kind: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F7 · ownership.nature: Beneficial ownership of 3,183,216 Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder because the Reporting Person beneficially owns such Class A Units, Class B Shares and GP Units as a result of his ownership of Lynx Holdings I, LLC. Beneficial ownership of the remaining 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.

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May 28, 2019 Filed May 29, 2019 01:41 UTC OtherClass A Shares 7,328,291 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032154 · a4.xml · nonDerivative · entry 1

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 7,328,291

F6 · kind: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F6 · price: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F7 · ownership.nature: Beneficial ownership of 3,183,216 Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder because the Reporting Person beneficially owns such Class A Units, Class B Shares and GP Units as a result of his ownership of Lynx Holdings I, LLC. Beneficial ownership of the remaining 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.

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May 28, 2019 Filed May 28, 2019 21:41 UTC OtherClass A Units/Class B Shares/GP Units · Derivative 15,507,575 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032153 · a4.xml · derivative · entry 5

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

Underlying: Class A Shares · 15,507,575 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.

F6 · kind: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, 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.

F7 · 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.

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May 28, 2019 Filed May 28, 2019 21:41 UTC SaleClass A Shares 7,328,291 $23.10 $169,283,522.10
Disclosure

SEC source: 0001104659-19-032153 · a4.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

F6 · kind: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

Read SEC document
May 28, 2019 Filed May 28, 2019 21:41 UTC OtherClass A Shares 7,328,291 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032153 · a4.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: 7,328,291

F6 · kind: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F6 · price: On May 28, 2019, EMG elected to exchange 7,328,291 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. In addition, in lieu of exercising the Exchange Right, EMG requested redemption of 8,179,284 Class A Units in exchange for PAA Common Units on a one-for-one basis pursuant to its Redemption Right. EMG has agreed to sell the Class A Shares and PAA Common Units it will receive pursuant to such election to exchange and request for redemption in multiple transactions exempt from registration under Rule 144 of the Securities Act of 1933, as amended, at a price of $23.10 per Class A Share or PAA Common Unit, as applicable. Following the completion of such sales, EMG will distribute the proceeds thereof to its remaining members on a pro rata basis.

F7 · 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.

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May 23, 2019 Filed May 29, 2019 01:41 UTC OtherClass A Units/Class B Shares/GP Units · Derivative 8,275,520 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032154 · a4.xml · derivative · entry 6

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,275,520

Underlying: Class A Shares · 8,275,520 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.

F4 · kind: On May 23, 2019, EMG distributed to certain of its members, in-kind and on a pro rata basis based on their ownership interests in EMG, bundled interests comprising Class A Units, Class B Shares and GP Units. As part of such distribution, EMG distributed to the Reporting Person, in-kind, bundled interests comprising 8,275,520 Class A Units, Class B Shares and GP Units. Pursuant to the limited partnership agreement of AAP, the members to whom such bundled interests were transferred, including the Reporting Person, will have an Exchange Right and a Redemption Right with respect thereto.

F5 · kind: Each member receiving such bundled interests is bound by a lock-up, which restricts the sale of PAA Common Units or Class A Shares into which such bundled interests are convertible (i) in any amount prior to the 61st day following the date of redemption, (ii) in an amount exceeding 1/3 of the PAA Common Units or Class A Shares into which the bundled interests distributed to such Member are convertible prior to the 121st day following the date of redemption, and (iii) in an amount exceeding 2/3 of the PAA Common Units or Class A Shares into which the bundled interests distributed to such Member are convertible prior to the 181st day following the date of redemption.

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.

Read SEC document
May 23, 2019 Filed May 29, 2019 01:41 UTC OtherClass A Units/Class B Shares/GP Units · Derivative 19,890,113 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032154 · a4.xml · derivative · entry 5

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 24,911,746

Underlying: Class A Shares · 19,890,113 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.

F4 · kind: On May 23, 2019, EMG distributed to certain of its members, in-kind and on a pro rata basis based on their ownership interests in EMG, bundled interests comprising Class A Units, Class B Shares and GP Units. As part of such distribution, EMG distributed to the Reporting Person, in-kind, bundled interests comprising 8,275,520 Class A Units, Class B Shares and GP Units. Pursuant to the limited partnership agreement of AAP, the members to whom such bundled interests were transferred, including the Reporting Person, will have an Exchange Right and a Redemption Right with respect thereto.

F5 · kind: Each member receiving such bundled interests is bound by a lock-up, which restricts the sale of PAA Common Units or Class A Shares into which such bundled interests are convertible (i) in any amount prior to the 61st day following the date of redemption, (ii) in an amount exceeding 1/3 of the PAA Common Units or Class A Shares into which the bundled interests distributed to such Member are convertible prior to the 121st day following the date of redemption, and (iii) in an amount exceeding 2/3 of the PAA Common Units or Class A Shares into which the bundled interests distributed to such Member are convertible prior to the 181st day following the date of redemption.

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.

F7 · ownership.nature: Beneficial ownership of 3,183,216 Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder because the Reporting Person beneficially owns such Class A Units, Class B Shares and GP Units as a result of his ownership of Lynx Holdings I, LLC. Beneficial ownership of the remaining 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.

Read SEC document
May 23, 2019 Filed May 29, 2019 01:41 UTC OtherClass A Units/Class B Shares/GP Units · Derivative 4,013,478 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032154 · a4.xml · derivative · entry 4

RAYMOND JOHN T · CIK 0001186173 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 44,801,859

Underlying: Class A Shares · 4,013,478 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 May 23, 2019, in lieu of exercising the Exchange Right, EMG redeemed, in accordance with its right pursuant to the limited partnership agreement of AAP (the "Redemption Right"), 4,013,478 Class A Units for common units ("PAA Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP on a one-for-one basis, by delivering such Class A Units to Plains AAP along with the associated Class B Shares and GP Units to the Issuer. Immediately following such redemption, EMG distributed to certain of its members, in-kind and on a pro rata basis based on their ownership interests in EMG, the PAA Common Units received in such redemption.

F3 · kind: Each member receiving such PAA Common Units is bound by a lock-up, which restricts the sale of such PAA Common Units (i) in any amount prior to the 61st day following the date of redemption, (ii) in an amount exceeding 1/3 of the PAA Common Units distributed to such Member prior to the 121st day following the date of redemption, and (iii) in an amount exceeding 2/3 of the PAA Common Units distributed to such Member prior to the 181st day following the date of redemption.

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.

F7 · ownership.nature: Beneficial ownership of 3,183,216 Class A Units, Class B Shares and GP Units referred to herein is being reported hereunder because the Reporting Person beneficially owns such Class A Units, Class B Shares and GP Units as a result of his ownership of Lynx Holdings I, LLC. Beneficial ownership of the remaining 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.

Read SEC document
May 23, 2019 Filed May 28, 2019 21:41 UTC OtherClass A Units/Class B Shares/GP Units · Derivative 19,890,113 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032153 · a4.xml · derivative · entry 4

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: 21,728,530

Underlying: Class A Shares · 19,890,113 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.

F4 · kind: On May 23, 2019, EMG distributed to certain of its members, in-kind and on a pro rata basis based on their ownership interests in EMG, bundled interests comprising Class A Units, Class B Shares and GP Units. Pursuant to the limited partnership agreement of AAP, the members to whom such bundled interests were transferred will have an Exchange Right and a Redemption Right with respect thereto. Each member receiving such bundled interests is bound by a lock-up, which restricts the sale of PAA Common Units or Class A Shares into which such bundled interests are convertible (i) in any amount prior to the 61st day following the date of redemption,

F5 · kind: (ii) in an amount exceeding 1/3 of the PAA Common Units or Class A Shares into which the bundled interests distributed to such Member are convertible prior to the 121st day following the date of redemption, and (iii) in an amount exceeding 2/3 of the PAA Common Units or Class A Shares into which the bundled interests distributed to such Member are convertible prior to the 181st day following the date of redemption.

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.

F7 · 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.

Read SEC document
May 23, 2019 Filed May 28, 2019 21:41 UTC OtherClass A Units/Class B Shares/GP Units · Derivative 4,013,478 Not disclosed Not disclosed
Disclosure

SEC source: 0001104659-19-032153 · a4.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: 41,618,643

Underlying: Class A Shares · 4,013,478 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 May 23, 2019, in lieu of exercising the Exchange Right, EMG redeemed, in accordance with its right pursuant to the limited partnership agreement of AAP (the "Redemption Right"), 4,013,478 Class A Units for common units ("PAA Common Units") of Plains All American Pipeline, L.P. ("PAA") held by AAP on a one-for-one basis, by delivering such Class A Units to Plains AAP along with the associated Class B Shares and GP Units to the Issuer. Immediately following such redemption, EMG distributed to certain of its members, in-kind and on a pro rata basis based on their ownership interests in EMG, the PAA Common Units received in such redemption. Each member receiving such PAA Common Units is bound by a lock-up, which restricts the sale of such PAA Common Units

F3 · kind: (i) in any amount prior to the 61st day following the date of redemption, (ii) in an amount exceeding 1/3 of the PAA Common Units distributed to such Member prior to the 121st day following the date of redemption, and (iii) in an amount exceeding 2/3 of the PAA Common Units distributed to such Member prior to the 181st day following the date of redemption.

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.

F7 · 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.

Read SEC document
May 15, 2019 Filed May 16, 2019 16:21 UTC SaleClass A Shares 20,000 $24.60 $491,994.00
Disclosure

SEC source: 0001615619-19-000036 · edgar.xml · nonDerivative · entry 1

GOYANES EVERARDO · CIK 0001184541 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 32,305

F1 · price: The price in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $24.59 to $24.63. Reporting Person undertakes to provide to the SEC staff, the Issuer or any shareholder of the Issuer, upon request, full information regarding the number of shares sold at each separate price.

Read SEC document
February 05, 2019 Filed Apr 15, 2020 19:08 UTC GiftClass A Shares 68,368 $0.00 $0.00
Disclosure

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Family Trust

Disclosed balance after: 105,920

Read SEC document
February 05, 2019 Filed Apr 15, 2020 19:08 UTC GiftClass A Shares 68,368 $0.00 $0.00
Disclosure

SEC source: 0001638385-20-000003 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Read SEC document
December 31, 2018 Filed Jan 3, 2019 20:47 UTC
KAFU Holdings (QP), L.P.Director · See remaks
KAYNE ANDERSON CAPITAL ADVISORS LPDirector · See remarks
Exercise / conversionClass B Shares/Class A Units/GP Units · Derivative 324,803 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001304186-19-000002 · primary_doc.xml · derivative · entry 3

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

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: 16,308,178

Underlying: Class A Shares · 324,803 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 Eight 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, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 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 Eight 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, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 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 1,640 Class A units. As a result, such Class A units were cancelled and 1,640 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 Eight 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, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 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.

Read SEC document
December 31, 2018 Filed Jan 3, 2019 20:47 UTC
KAFU Holdings (QP), L.P.Director · See remaks
KAYNE ANDERSON CAPITAL ADVISORS LPDirector · See remarks
OtherClass A Shares 324,803 $0.00 $0.00
Disclosure

SEC source: 0001304186-19-000002 · primary_doc.xml · nonDerivative · entry 2

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

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 Eight 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, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 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.

Read SEC document
December 31, 2018 Filed Jan 3, 2019 20:47 UTC
KAFU Holdings (QP), L.P.Director · See remaks
KAYNE ANDERSON CAPITAL ADVISORS LPDirector · See remarks
OtherClass A Shares 324,803 $0.00 $0.00
Disclosure

SEC source: 0001304186-19-000002 · primary_doc.xml · nonDerivative · entry 1

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

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: 324,803

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 Eight 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, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 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.

Read SEC document
December 31, 2018 Filed Jan 3, 2019 16:35 UTC Exercise / conversionClass B Shares/Class A Units/GP Units · Derivative 324,803 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001304186-19-000003 · primary_doc.xml · derivative · entry 8

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 16,308,178

Underlying: Class A Shares · 324,803 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: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.exercise_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 Class A Units.

F1 · derivative.expiration_date: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.expiration_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 Class A Units.

F6 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 1,640 Class A units. As a result, such Class A units were cancelled and 1,640 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: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 Class A Units.

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

Read SEC document
December 31, 2018 Filed Jan 3, 2019 16:35 UTC OtherClass A Shares 324,803 $0.00 $0.00
Disclosure

SEC source: 0001304186-19-000003 · primary_doc.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 Class A Units.

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

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

Read SEC document
December 31, 2018 Filed Jan 3, 2019 16:35 UTC OtherClass A Shares 324,803 $0.00 $0.00
Disclosure

SEC source: 0001304186-19-000003 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 324,803

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On December 31, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 324,803 Class A Units.

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

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

Read SEC document
December 28, 2018 Filed Jan 2, 2019 21:10 UTC PurchaseClass A Shares 1,000 $19.82 $19,820.00
Disclosure

SEC source: 0001615619-19-000002 · edgar.xml · nonDerivative · entry 1

Brown Oscar K · CIK 0001715126 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,000

Read SEC document
December 27, 2018 Filed Dec 28, 2018 20:43 UTC PurchaseClass A shares 3,000 $19.55 $58,650.00
Disclosure

SEC source: 0001615619-18-000100 · edgar.xml · nonDerivative · entry 2

Brown Oscar K · CIK 0001715126 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,000

F1 · price: Reflects the weighted average purchase price for the Class A shares. These shares were purchased in multiple transactions at prices ranging from $19.25 to $20.00, inclusive. 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.

Read SEC document
December 26, 2018 Filed Dec 28, 2018 20:43 UTC PurchaseClass A Shares 1,400 $19.53 $27,341.16
Disclosure

SEC source: 0001615619-18-000100 · edgar.xml · nonDerivative · entry 1

Brown Oscar K · CIK 0001715126 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,000

Read SEC document
December 10, 2018 Filed Dec 12, 2018 21:59 UTC GrantPhantom Class A Shares - Long Term Incentive Plan · Derivative 21,384 $0.00 $0.00
Disclosure

SEC source: 0001615619-18-000096 · edgar.xml · derivative · entry 1

Pruner Alexandra · CIK 0001759034 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,384

Underlying: Class A Shares · 21,384 shares

Expires not disclosed

F1 · derivative.exercise_price: 1-for-1 Class A Shares for Phantom Class A Shares upon vesting, for each Phantom Class A Share that vests.

F2 · derivative.exercise_date: 3,936 Phantom Class A Shares will vest in August 2019 and 5,816 Phantom Class A Shares will vest in each of August 2020, 2021 and 2022.

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

Read SEC document
November 23, 2018 Filed Nov 27, 2018 22:09 UTC PurchaseClass A Shares 2,500 $20.42 $51,048.50
Disclosure

SEC source: 0001615619-18-000088 · edgar.xml · nonDerivative · entry 1

Brown Oscar K · CIK 0001715126 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,600

F1 · price: Reflects the weighted average purchase price for the Class A shares. These shares were purchased in multiple transactions at prices ranging from $20.41 to $20.43, inclusive. 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.

Read SEC document
October 22, 2018 Filed Oct 24, 2018 23:54 UTC
KAFU Holdings (QP), L.P.Director · See remaks
KAYNE ANDERSON CAPITAL ADVISORS LPDirector · See remarks
OtherClass A Shares 272,288 $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000017 · primary_doc.xml · nonDerivative · entry 1

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

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 remarks

Disclosed balance after: 0

F1 · kind: The reported transaction is an in-kind pro-rata distribution to limited partners of Kayne Anderson Capital Advisors, L.P. ("KACALP").

Read SEC document
October 22, 2018 Filed Oct 24, 2018 20:09 UTC OtherClass A Shares 68,368 $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000018 · primary_doc.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 68,368

F1 · kind: The Reporting transaction is an in-kin pro-rata distribution to limited partners of Kayne Anderson Capital Advisors, L.P. ("KACALP"), in which Reporting Person holds a limited partner interest.

Read SEC document
October 22, 2018 Filed Oct 24, 2018 20:09 UTC OtherClass A Shares 272,288 $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000018 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 0

F1 · kind: The Reporting transaction is an in-kin pro-rata distribution to limited partners of Kayne Anderson Capital Advisors, L.P. ("KACALP"), in which Reporting Person holds a limited partner interest.

F2 · ownership.nature: The Reporting Person is the Co-Chairman of KACALP, an SEC registered investment adviser. The Reporting Person may be deemed to be the beneficial owner of all of the Class A shares held by KACALP.

Read SEC document
September 28, 2018 Filed Sep 28, 2018 22:08 UTC Amendment
KAFU Holdings (QP), L.P.Director · See remaks
KAYNE ANDERSON CAPITAL ADVISORS LPDirector · See remarks
Exercise / conversionClass B Shares/Class A Units/GP Units · Derivative 45,405 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000014 · primary_doc.xml · derivative · entry 4

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

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: 16,634,621

Underlying: Class A Shares · 45,405 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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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.

F5 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 183,225 Class A units. As a result, such Class A units were cancelled and 183,225 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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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.

Read SEC document
September 28, 2018 Filed Sep 28, 2018 22:08 UTC Amendment
KAFU Holdings (QP), L.P.Director · See remaks
KAYNE ANDERSON CAPITAL ADVISORS LPDirector · See remarks
OtherClass A Shares 45,405 $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000014 · primary_doc.xml · nonDerivative · entry 2

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

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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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.

Read SEC document
September 28, 2018 Filed Sep 28, 2018 22:08 UTC Amendment
KAFU Holdings (QP), L.P.Director · See remaks
KAYNE ANDERSON CAPITAL ADVISORS LPDirector · See remarks
GrantClass A Shares 45,405 $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000014 · primary_doc.xml · nonDerivative · entry 1

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

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: 45,405

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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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.

Read SEC document
September 28, 2018 Filed Sep 28, 2018 17:31 UTC Exercise / conversionClass B Shares/Class A Units/GP Units · Derivative 45,405 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000013 · primary_doc.xml · derivative · entry 8

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 16,634,621

Underlying: Class A Shares · 45,405 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: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.exercise_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 Class A Units.

F1 · derivative.expiration_date: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · derivative.expiration_date: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 Class A Units.

F6 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 183,225 Class A units. As a result, such Class A units were cancelled and 183,225 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: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 Class A Units.

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

Read SEC document
September 28, 2018 Filed Sep 28, 2018 17:31 UTC OtherClass A Shares 45,405 $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000013 · primary_doc.xml · nonDerivative · entry 2

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 Class A Units.

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

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

Read SEC document
September 28, 2018 Filed Sep 28, 2018 17:31 UTC GrantClass A Shares 45,405 $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000013 · primary_doc.xml · nonDerivative · entry 1

SINNOTT ROBERT V · CIK 0001188625 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Ssee footnotes

Disclosed balance after: 45,405

F1 · ownership.nature: As of the date of this Form 4, the Reporting Person holds an indirect ownership interest in Plains GP Holdings, L.P. (the "Issuer") through his ownership in KAFU Holdings (QP), L.P. ("KAFU"). Further the Reporting Person is the Co-Chairman of Kayne Anderson Capital Advisors, L.P. ("KACALP"), an SEC registered investment adviser and the managing member of KAFU. The Reporting Person may be deemed to be the beneficial owner of all of the interests held by KAFU.

F2 · ownership.nature: The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner 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 associated Class B shares in the Issuer and GP units in PAA GP Holdings LLC, for a like number of Class A shares of the Issuer. On September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 Class A Units.

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

F4 · ownership.nature: The reported transactions involve in-kind distributions to redeeming limited partners of KAFU Holdings (QP), L.P.

Read SEC document
September 28, 2018 Filed Sep 28, 2018 21:02 UTC
KAFU Holdings (QP), L.P.Director · See remaks
Exercise / conversionClass B Shares/Class A Units/GP Units · Derivative 45,405 $0.00 Strike: $0.00 $0.00
Disclosure

SEC source: 0001304186-18-000012 · primary_doc.xml · derivative · entry 4

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 16,634,621

Underlying: Class A Shares · 45,405 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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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.

F5 · balance_after: In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 183,225 Class A units. As a result, such Class A units were cancelled and 183,225 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 September 28, 2018, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 45,405 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.

Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.