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As Of Filer Filing For·On·As Docs:Size 11/07/19 Plains GP Holdings LP 10-Q 9/30/19 93:16M |
Document/Exhibit Description Pages Size 1: 10-Q Quarterly Report HTML 2.04M 2: EX-10.1 Material Contract HTML 32K 3: EX-10.2 Material Contract HTML 51K 4: EX-10.3 Material Contract HTML 43K 5: EX-31.1 Certification -- §302 - SOA'02 HTML 31K 6: EX-31.2 Certification -- §302 - SOA'02 HTML 31K 7: EX-32.1 Certification -- §906 - SOA'02 HTML 27K 8: EX-32.2 Certification -- §906 - SOA'02 HTML 27K 40: R1 Cover Page HTML 81K 83: R2 Condensed Consolidated Balance Sheets HTML 125K 57: R3 Condensed Consolidated Balance Sheets HTML 32K (Parenthetical) 28: R4 Condensed Consolidated Statements of Operations HTML 115K 41: R5 Condensed Consolidated Statements of Operations HTML 28K (Parenthetical) 84: R6 Condensed Consolidated Statements of Comprehensive HTML 47K Income 58: R7 Condensed Consolidated Statements of Changes in HTML 60K Accumulated Other Comprehensive Income/(Loss) 30: R8 Condensed Consolidated Statements of Cash Flows HTML 133K 38: R9 Condensed Consolidated Statements of Changes in HTML 71K Partners' Capital 85: R10 Organization and Basis of Consolidation and HTML 61K Presentation 59: R11 Summary of Significant Accounting Policies HTML 44K 29: R12 Revenues and Accounts Receivable HTML 214K 42: R13 Net Income Per Class A Share HTML 79K 82: R14 Inventory, Linefill and Base Gas and Long-term HTML 124K Inventory 56: R15 Goodwill HTML 41K 27: R16 Investments in Unconsolidated Entities HTML 88K 39: R17 Debt HTML 59K 86: R18 Partners' Capital and Distributions HTML 168K 55: R19 Derivatives and Risk Management Activities HTML 432K 23: R20 Leases HTML 191K 53: R21 Related Party Transactions HTML 58K 81: R22 Commitments and Contingencies HTML 71K 72: R23 Operating Segments HTML 232K 21: R24 Income Taxes HTML 30K 52: R25 Summary of Significant Accounting Policies HTML 43K (Policies) 80: R26 Summary of Significant Accounting Policies HTML 33K (Tables) 71: R27 Revenues and Accounts Receivable (Tables) HTML 208K 19: R28 Net Income Per Class A Share (Tables) HTML 74K 54: R29 Inventory, Linefill and Base Gas and Long-term HTML 123K Inventory (Tables) 36: R30 Goodwill (Tables) HTML 41K 24: R31 Investments in Unconsolidated Entities (Tables) HTML 78K 60: R32 Debt (Tables) HTML 50K 87: R33 Partners' Capital and Distributions (Tables) HTML 174K 37: R34 Derivatives and Risk Management Activities HTML 482K (Tables) 25: R35 Leases (Tables) HTML 132K 61: R36 Related Party Transactions (Tables) HTML 52K 89: R37 Operating Segments (Tables) HTML 233K 35: R38 Organization and Basis of Consolidation and HTML 47K Presentation - Additional Information (Details) 26: R39 Summary of Significant Accounting Policies - Cash HTML 37K and Restricted Cash (Details) 50: R40 Summary of Significant Accounting Policies - HTML 32K Additional Information (Details) 16: R41 Revenues and Accounts Receivable - Disaggregation HTML 59K of Revenue (Details) 66: R42 Revenues and Accounts Receivable - Segment Revenue HTML 59K (Details) 74: R43 Revenues and Accounts Receivable - Contract HTML 35K Balances (Details) 51: R44 Revenues and Accounts Receivable - Narrative HTML 34K (Details) 17: R45 Revenues and Accounts Receivable - Performance HTML 58K Obligations (Details) 67: R46 Revenues and Accounts Receivable - Trade Accounts HTML 42K Receivable and Other Receivables (Details) 75: R47 Net Income Per Class A Share (Details) HTML 68K 49: R48 Inventory, Linefill and Base Gas and Long-term HTML 58K Inventory (Details) 18: R49 Goodwill (Details) HTML 43K 34: R50 Investments in Unconsolidated Entities Investments HTML 121K in Unconsolidated Entities (Details) 45: R51 Debt - Components (Details) HTML 80K 91: R52 Debt - Letters of Credit, Borrowings and HTML 47K Repayments (Details) 63: R53 Partners' Capital and Distributions - Exchange HTML 48K Rights and Shares Activity (Details) 33: R54 Partners' Capital and Distributions - HTML 37K Distributions, Class A (Details) 44: R55 Partners' Capital and Distributions - HTML 49K Noncontrolling Interests in Subsidiaries (Details) 90: R56 Partners' Capital and Distributions - Subsidiary HTML 88K Distributions (Details) 62: R57 Derivatives and Risk Management Activities - HTML 52K Commodity Price Risk Hedging (Details) 32: R58 Derivatives and Risk Management Activities - HTML 37K Interest Rate Risk Hedging (Details) 46: R59 Derivatives and Risk Management Activities - HTML 34K Currency Exchange Rate Risk Hedging (Details) 77: R60 Derivatives and Risk Management Activities - HTML 57K Financial Impact (Details) 70: R61 Derivatives and Risk Management Activities - HTML 97K Assets and Liabilities (Details) 15: R62 Derivatives and Risk Management Activities - HTML 36K Broker Receivable/Payable (Details) 48: R63 Derivatives and Risk Management Activities - HTML 66K Offsetting (Details) 76: R64 Derivatives and Risk Management Activities - Fair HTML 75K Value (Details) 69: R65 Leases - Narrative Information (Details) HTML 32K 14: R66 Leases - Lease Costs (Details) HTML 34K 47: R67 Leases - Other Information (Details) HTML 49K 78: R68 Leases - Assets and Liabilities (Details) HTML 63K 68: R69 Leases - Maturity of Lease Liabilities (Details) HTML 66K 64: R70 Leases - Lessor Information (Details) HTML 45K 92: R71 Related Party Transactions (Details) HTML 58K 43: R72 Commitments and Contingencies - Legal, HTML 128K Environmental or Regulatory (Details) 31: R73 Operating Segments - Segment Financial Data HTML 76K (Details) 65: R74 Operating Segments - Segment Adjusted EBITDA HTML 89K Reconciliation (Details) 93: R75 Income Taxes (Details) HTML 33K 22: XML IDEA XML File -- Filing Summary XML 164K 20: XML XBRL Instance -- pagpq3201910-q_htm XML 4.98M 73: EXCEL IDEA Workbook of Financial Reports XLSX 119K 10: EX-101.CAL XBRL Calculations -- paa-20190930_cal XML 279K 11: EX-101.DEF XBRL Definitions -- paa-20190930_def XML 1.08M 12: EX-101.LAB XBRL Labels -- paa-20190930_lab XML 2.10M 13: EX-101.PRE XBRL Presentations -- paa-20190930_pre XML 1.33M 9: EX-101.SCH XBRL Schema -- paa-20190930 XSD 233K 88: JSON XBRL Instance as JSON Data -- MetaLinks 419± 627K 79: ZIP XBRL Zipped Folder -- 0001581990-19-000013-xbrl Zip 439K
Exhibit |
Re: | Grant
of Phantom Units |
1. | Subject
to the further provisions of this Agreement, your Phantom Units shall vest (become payable in the form of one Common Unit of PAA for each Phantom Unit) 50% on the August 2022 Distribution Date and 50% on the later of the August 2022 Distribution Date and the first Distribution Date following PAA’s achievement of distributable cash flow (“DCF”) per Common Unit on a trailing four quarter basis of at least $2.65 (such amount being subject to adjustment in the reasonable discretion of the CEO to account for significant asset sales). The applicable four quarter period for determining whether the requisite DCF per common unit has been achieved for vesting of your Phantom Units may not begin until after December 31, 2020. Any remaining Phantom Units that have not vested by the August 2024 Distribution Date shall expire on such date. |
2. | Subject
to the further provisions of this Agreement, your DERs shall vest (become payable in cash) (i) 50% on the August 2020 Distribution Date and (ii) 50% on the first Distribution Date following January 1, 2021 on which PAA achieves DCF per common unit of at least $2.50 on a trailing four quarter basis. |
3. | Your DERs shall not accrue payments prior to vesting. |
4. | The number of Phantom Units
subject to this award and the distributable cash flow level required for vesting under paragraphs 1 and 2 above shall be proportionately reduced or increased for any split or reverse split, respectively, of PAA Common Units, or any event or transaction having a similar effect. |
5. | Upon vesting of any Phantom Units, an equivalent number of DERs will expire. Any such DERs that are payable on the Distribution Date on which the Phantom Units vest, shall be payable on such Distribution Date prior to their expiration. |
6. | In
the event of the termination of your employment with the Company and its Affiliates for any reason (other than in connection with a Change in Status or by reason of your death or “disability,” as defined in paragraph 7 below), all of your then outstanding Phantom Units and DERs shall automatically be forfeited as of the date of termination; provided, however, that if the Company or its Affiliates terminate your employment other than as a result of a Termination for Cause, (i) all of your then outstanding Phantom Units shall be deemed nonforfeitable on the date of termination and shall vest on the next following Distribution Date, and (ii) any DERs associated with such unvested, nonforfeitable Phantom Units shall not be forfeited on the date of termination, but shall be payable and shall expire
on the next following Distribution Date. |
7. | In the event of the termination of your employment with the Company and its Affiliates by reason of your death or your “disability” (a physical or mental infirmity that impairs your ability substantially to perform your duties for a period of eighteen months or that the Company otherwise determines constitutes a “disability”), the following provisions shall apply: (i) if such termination takes place prior to the first anniversary of the date of this grant, all of your then
outstanding Phantom Units and DERs shall automatically be forfeited as of the date of termination; and (ii) if such termination takes place on or after the first anniversary of the date of this grant, (x) all of your then outstanding Phantom Units shall be deemed nonforfeitable on the date of termination and shall vest on the next following Distribution Date, and (y) any DERs associated with such unvested, nonforfeitable Phantom Units shall not be forfeited on the date of termination, but shall be payable and shall expire on the next following Distribution Date. As soon as administratively practicable after the vesting of any Phantom Units pursuant to this paragraph 7, payment will be made in cash in an amount equal to the Market Value of the number of Phantom Units vesting. |
8. | In the event of a Change in Status, (i) all of your then outstanding Phantom Units shall be deemed nonforfeitable on such date and shall vest on the next following Distribution Date, and (ii) any DERs associated with such unvested, nonforfeitable Phantom Units shall not be forfeited on such date, but shall be payable and shall expire on the next following Distribution Date. |
9. | Upon
payment pursuant to a DER, the Company will withhold any taxes due from your compensation as required by law. Upon vesting of a Phantom Unit, the Company will withhold any taxes due from your compensation as required by law, which (in the sole discretion of the Company) may include withholding a number of Common Units otherwise payable to you. |
(i) | any Person (other than Plains GP Holdings, L.P. (“PAGP”) and any affiliate of PAGP that is controlled by PAGP) becomes the beneficial owner, directly or indirectly (in one transaction or a series of related transactions and whether by merger or otherwise), of 50% or more of the membership interest in PAA GP Holdings LLC, a Delaware limited liability company (“PAGP GP”); |
(ii) | any Person (other than PAGP GP, PAGP or any affiliate of PAGP that is controlled by PAGP) acquires (in one transaction or a series of related transactions and whether by merger or otherwise) direct or indirect control of the general partner interest of PAGP; |
(iii) | PAGP ceases to retain direct or indirect control (in one transaction or a series of related transactions
and whether by merger or otherwise) of the general partner of the Partnership; or |
(iv) | the consummation of a reorganization, merger or consolidation with, or any direct or indirect sale, lease, exchange or other transfer (in one transaction or a series of related transactions) of all or substantially all of the assets of the Partnership to, one or more Persons (other than PAGP or any affiliates of PAGP that are controlled by PAGP). |
By: | ______________________________ |
Name: |
Title: | Executive Vice President & General Counsel |
Primary Beneficiary Name | Relationship | Percent (Must total 100%) |
Secondary
Beneficiary Name | Relationship | Percent (Must total 100%) |
This ‘10-Q’ Filing | Date | Other Filings | ||
---|---|---|---|---|
1/1/21 | ||||
12/31/20 | ||||
Filed on: | 11/7/19 | |||
For Period end: | 9/30/19 | 4 | ||
8/15/19 | 4, 8-K | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/29/24 Plains GP Holdings LP 10-K 12/31/23 137:21M 3/01/23 Plains GP Holdings LP 10-K 12/31/22 135:24M 3/01/22 Plains GP Holdings LP 10-K 12/31/21 136:40M 3/01/21 Plains GP Holdings LP 10-K 12/31/20 132:28M |