PLAINS GP HOLDINGS LP 4

Accession 0001237769-16-000038

$PAGPCIK 0001581990operating

View on SEC.gov Company Profile

Filed

Feb 8, 7:00 PM ET

Accepted

Feb 9, 4:57 PM ET

Size

15.2 KB

Accession

0001237769-16-000038

Insider Transaction Report

Form 4

Period: 2016-02-05

PLAINS GP HOLDINGS LPPAGP

GORMAN MARK J

EVP-Operations & Bus. Devel

Transactions

Exercise/Conversion
Class B Units in Plains AAP, L.P
2016-02-05−2,867,092→ 0 total
Exercise: $0.00From: 2015-12-31→ Class B Shares/Class A Units of Plains AAP, L.P. (2,689,707 underlying)
Exercise/Conversion
Class A Units in Plains AAP, L.P.
2016-02-05+2,689,707→ 2,689,707 total
Exercise: $0.00From: 2015-12-31→ Class A Shares (2,689,707 underlying)
Exercise/Conversion
Class B Shares representing limited partner interests
2016-02-05+2,689,707→ 2,689,707 total
Exercise: $0.00From: 2015-12-31→ Class A Shares (2,689,707 underlying)

Holdings

Class B Shares representing limited partner interests
(indirect: see footnotes)
43,672
Units in PAA GP Holdings LLC
(indirect: see footnotes)
43,672
Class A Units in Plains AAP, L.P.
(indirect: see footnotes)
Exercise: $0.00→ Class A Shares (43,672 underlying)
43,672

Footnotes (4)

[F1]The Reporting Person is a member of PAA Management LLC, the general partner of PAA Management, L.P. ("PAA Management"). 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 PAA Management. Therefore he may be deemed to be a beneficial owner of the interests held by PAA Management. The limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner of AAP, including PAA Management, will have the right, at any time and from time to time, to exchange (the "Exchange Right") its Class A Units in AAP (the "Class A Units"), together with a like number of Class B shares of the Issuer (the "Class B shares") and units of the Issuer's general partner (the "GP Units"), for Class A shares of the Issuer on a one-for-one basis.
[F2]The Exchange Right does not expire and may be settled in cash at the option of the Issuer. As such, the Reporting Person may not be deemed to beneficially own the Class A shares reported herein. The number of Class A shares included in the table above represents the number of Class B shares, Class A Units and GP Units owned by PAA Management that are exchangeable for an equivalent number of Class A shares. The Reporting Person disclaims beneficial ownership of the securities held by PAA Management, except to the extent of his pecuniary interest therein.
[F3]Pursuant to the limited partnership agreement of AAP, after December 31, 2015, a holder of vested Class B Units of AAP (the "Class B Units") may convert, from time to time, such Class B Units into an equal number of Class A Units and Class B shares, at the then applicable conversion ratio. On 2/5/2016 the Reporting Person exercised his right to convert 2,867,092 Class B Units into 2,689,707 Class A Units and 2,689,707 Class B shares, at the current conversion ratio of 0.938.
[F4]Pursuant to the limited partnership agreement of AAP, the right to convert Class B Units into Class A Units does not expire.

Documents

1 file

4
edgar.xmlPrimary
PRIMARY DOCUMENT

Issuer

PLAINS GP HOLDINGS LP

CIK 0001581990

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001581990

Filing Metadata

Form type: 4
Filed: Feb 8, 7:00 PM ET
Accepted: Feb 9, 4:57 PM ET
Size: 15.2 KB

View on SEC.gov