PAGP Director Kevin S. McCarthy Receives Award, Exercises Phantom Units

What Happened

• Kevin S. McCarthy, a director of Plains GP Holdings LP (PAGP), received a grant of 6,150 Phantom Class A shares on 2026-08-13 and on 2026-08-14 recorded the exercise/conversion of 7,400 Phantom Class A shares. Both the grant and the exercise/conversion were reported with $0 per-share exercise price, i.e., no cash was paid for the award or conversion in the filing. The 7,400-unit exercise also shows a corresponding disposition entry the same day (derivative settlement/delivery).

Key Details

• Transaction types and dates: Grant (A) — 6,150 phantom Class A shares on 2026-08-13; Exercise/Conversion (M) — 7,400 phantom Class A shares on 2026-08-14 (both an “Acquired” and a same-day “Disposed” derivative entry for 7,400).
• Price reported: $0.00 per share for all entries (no cash exercise price reported).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes: F1 = Phantom Class A shares granted under the Long‑Term Incentive Plan (includes cash dividend-equivalent rights). F2 = One Class A share is deliverable for each Phantom Class A share that vests. F3 = Special vesting/forfeiture condition on termination of service (other than death, disability or retirement).
• Filing/timeliness: Form 4 was filed 2026-08-17 reporting transactions dated 2026-08-13 and 2026-08-14; this appears timely under the Form 4 two-business-day filing rule.

Context

• These are director compensation and derivative-unit transactions (phantom units converting into Class A shares), not open-market purchases or sales. Phantom-unit grants and exercises are common parts of executive/director pay and may include cash settlement mechanics (here dividend equivalents are payable in cash per the footnote). The same-day acquired and disposed derivative entries suggest conversion/settlement activity rather than a standard cash purchase; the filing reports $0 exercise price, and no dollar values or market proceeds are disclosed in the excerpt.