Document/ExhibitDescriptionPagesSize
1: 10-Q Quarterly Report HTML 2.14M
2: EX-10.1 Material Contract HTML 96K
3: EX-10.2 Material Contract HTML 33K
4: EX-31.1 Certification -- §302 - SOA'02 HTML 27K
5: EX-31.2 Certification -- §302 - SOA'02 HTML 27K
6: EX-32.1 Certification -- §906 - SOA'02 HTML 24K
7: EX-32.2 Certification -- §906 - SOA'02 HTML 24K
13: R1 Cover Page HTML 78K
14: R2 Condensed Consolidated Balance Sheets HTML 128K
15: R3 Condensed Consolidated Balance Sheets HTML 28K
(Parenthetical)
16: R4 Condensed Consolidated Statements of Operations HTML 128K
17: R5 Condensed Consolidated Statements of Operations HTML 26K
(Parenthetical)
18: R6 Condensed Consolidated Statements of Comprehensive HTML 53K
Income/(Loss)
19: R7 Condensed Consolidated Statements of Changes in HTML 57K
Accumulated Other Comprehensive Income/(Loss)
20: R8 Condensed Consolidated Statements of Cash Flows HTML 122K
21: R9 Condensed Consolidated Statements of Changes in HTML 63K
Partners' Capital
22: R10 Organization and Basis of Consolidation and HTML 55K
Presentation
23: R11 Revenues and Accounts Receivable HTML 137K
24: R12 Net Income Per Class A Share HTML 45K
25: R13 Inventory, Linefill and Long-term Inventory HTML 81K
26: R14 Debt HTML 47K
27: R15 Partners' Capital and Distributions HTML 149K
28: R16 Derivatives and Risk Management Activities HTML 159K
29: R17 Related Party Transactions HTML 45K
30: R18 Commitments and Contingencies HTML 61K
31: R19 Segment Information HTML 162K
32: R20 Acquisitions and Divestitures HTML 46K
33: R21 Pay vs Performance Disclosure HTML 36K
34: R22 Insider Trading Arrangements HTML 30K
35: R23 Revenues and Accounts Receivable (Tables) HTML 132K
36: R24 Net Income Per Class A Share (Tables) HTML 41K
37: R25 Inventory, Linefill and Long-term Inventory HTML 140K
(Tables)
38: R26 Debt (Tables) HTML 39K
39: R27 Partners' Capital and Distributions (Tables) HTML 157K
40: R28 Derivatives and Risk Management Activities HTML 162K
(Tables)
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42: R30 Segment Information (Tables) HTML 159K
43: R31 Acquisitions and Divestitures (Tables) HTML 40K
44: R32 Organization and Basis of Consolidation and HTML 42K
Presentation (Details)
45: R33 Revenues and Accounts Receivable - Disaggregation HTML 48K
of Revenue (Details)
46: R34 Revenues and Accounts Receivable - Segment Revenue HTML 53K
(Details)
47: R35 Revenues and Accounts Receivable - Counterparty HTML 32K
Deficiencies (Details)
48: R36 Revenues and Accounts Receivable - Contract HTML 30K
Balances (Details)
49: R37 Revenues and Accounts Receivable - Performance HTML 64K
Obligations (Details)
50: R38 Revenues and Accounts Receivable - Narrative HTML 26K
(Details)
51: R39 Revenues and Accounts Receivable - Trade Accounts HTML 32K
Receivable and Other Receivables (Details)
52: R40 Net Income Per Class A Share - Computation of HTML 62K
basic and diluted net income per Class A share
(Details)
53: R41 Inventory, Linefill and Long-term Inventory HTML 52K
(Details)
54: R42 Debt - Components (Details) HTML 62K
55: R43 Debt - Credit Facilities, Borrowings and HTML 65K
Repayments and Letters of Credit (Details)
56: R44 Partners' Capital and Distributions - Shares HTML 51K
Activity (Details)
57: R45 Partners' Capital and Distributions - HTML 33K
Distributions, Class A (Details)
58: R46 Partners' Capital and Distributions - Narrative HTML 66K
(Details)
59: R47 Partners' Capital and Distributions - Subsidiary HTML 34K
Distributions (Details)
60: R48 Partners' Capital and Distributions - PAA Series B HTML 43K
Preferred Unit Distributions (Details)
61: R49 Partners' Capital and Distributions - PAA Common HTML 47K
Unit Distributions (Details)
62: R50 Partners' Capital and Distributions - AAP HTML 36K
Distributions (Details)
63: R51 Partners' Capital and Distributions - Consolidated HTML 40K
Joint Venture Distributions (Details)
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Commodity Price Risk Hedging (Details)
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Financial Impact (Details)
66: R54 Derivatives and Risk Management Activities - HTML 36K
Broker Receivable/Payable (Details)
67: R55 Derivatives and Risk Management Activities - HTML 76K
Offsetting Asset and Liabilities (Details)
68: R56 Derivatives and Risk Management Activities - HTML 37K
Interest Rate Risk Hedging (Details)
69: R57 Derivatives and Risk Management Activities - Net HTML 51K
Unrealized Gain/(Loss) Recognized in AOCI
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70: R58 Derivatives and Risk Management Activities - HTML 43K
Preferred Distribution Rate (Details)
71: R59 Derivatives and Risk Management Activities - Fair HTML 63K
Value (Details)
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73: R61 Commitments and Contingencies - Legal, HTML 144K
Environmental or Regulatory (Details)
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Reconciliation (Details)
76: R64 Acquisitions and Divestitures - Narrative HTML 109K
(Details)
77: R65 Acquisitions and Divestitures - Schedule of Assets HTML 42K
Acquired and Liabilities Assumed (Details)
78: R66 Acquisitions and Divestitures - Schedule of HTML 43K
Amortization Expense (Details)
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I am pleased to inform you that you have been granted 8,050 Phantom Class A Shares as of the above date pursuant to the Plains GP Holdings, L.P. Long-Term Incentive Plan (the “Plan”). In tandem with each Phantom Class A Share granted hereby you have been granted a distribution equivalent right (a “DER”). A DER represents the right to receive a cash payment equivalent to the amount, if any, paid in cash distributions on one Class A Share of Plains GP Holdings, L.P. (“PAGP” or the “Partnership”) to the holder of such Class A Share. The terms and conditions of this grant are as set forth below.
1.Subject to the further provisions of this Agreement,
your Phantom Class A Shares shall vest (become payable in the form of one Class A Share of PAGP for each Phantom Class A Share that vests) on the August 2024 Distribution Date.
2.Subject to the further provisions of this Agreement, your DERs shall be payable in cash substantially contemporaneously with each Distribution Date.
3.Immediately after the vesting of any Phantom Class A Shares, an equal number of DERs shall expire.
4.Upon any forfeiture of Phantom Class A Shares, an equal number of DERs shall expire.
5.In the event that (i) you voluntarily terminate
your service on the Board of Directors (other than for Retirement) or (ii) your service on the Board of Directors is terminated by the Board (by a majority vote of the remaining Directors) for Cause (as defined in the LLC Agreement), all unvested Phantom Class A Shares (and tandem DERs) shall be forfeited as of the date service terminates.
6.In the event your service on the Board of Directors is terminated (i) because of your death or disability (as determined in good faith by the Board), (ii) due to your Retirement, or (iii) for any reason other than as described in clauses (i) and (ii) of paragraph 5 above, all unvested Phantom Class A Shares shall immediately become nonforfeitable and shall vest in full as of the next following Distribution Date. Upon such payment, the tandem DERs associated with the Phantom Class A Shares that are vesting shall expire.
7.For
the avoidance of doubt, to the extent the expiration of a DER relates to the vesting of a Phantom Class A Share on a Distribution Date, the intent is for the DER to be paid with respect to such Distribution Date before the DER expires.
As used herein, (i) “Company” refers to PAA GP Holdings LLC, (ii) “Distribution Date” means the day in February, May, August or November in any year (as context dictates) that is 45 days after the end of a calendar quarter (or, if not a business day, the closest previous business day), (iii) “Board of Directors” or “Board” means the Board of Directors of the Company, and (iv) “Retirement” means you have provided the Chairman of the Board of the
Company with written notice indicating that (a) you have retired (or will retire within the next sixty days) from full-time employment and from service as a director of the Company, and (b) excluding director positions held by you at such time, you do not intend to serve as a director of any other public company.
Terms used herein that are not defined herein shall have the meanings set forth in the Plan or, if not defined in the Plan, in the Second Amended and Restated Agreement of Limited Partnership of Plains GP Holdings, L.P., as amended (the “Partnership Agreement”) or the Fourth Amended and Restated Limited Liability Company Agreement of PAA GP Holdings LLC (the “LLC Agreement”). By signing
below, you agree that the Phantom Class A Shares and DERs granted hereunder are governed by the terms of the Plan. Copies of the Plan, the Partnership Agreement and the LLC Agreement are available upon request.
Please designate in the space provided below a beneficiary to receive benefits payable under this a grant in the event of your death. In addition, please execute and return a copy of this grant letter to me and retain a copy for your records.
