SEC Form 4 · accession 0001615619-16-000118
PLAINS ALL AMERICAN PIPELINE LP · PAA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Harry N Pefanis
Officer — President & COO
Period of report
Nov 15, 2016
Accepted (ET)
Nov 17, 2016 · 5:42 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001070423
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Shares/Class A UnitsF2,F3 | $0.00 | Nov 15, 2016 | J | 2,587,312 | A | Nov 15, 2017 | — | Common Units | 2,587,312 | 2,587,312 | D |
| Class B Shares/Class A Units/GP UnitsF4,F3 | $0.00 | Nov 15, 2016 | J | 1,181,676 | A | — | — | Common Units | 1,181,676 | 1,181,676 | I |
Explanation of responses
- F1The limited partnership agreement of Plains AAP, L.P. ("AAP") was amended and restated on November 15, 2016 to provide, among other things, that each limited partner of AAP holding Class A Units, including the Reporting Person, will have the right, subject to certain limitations, to redeem its Class A Units in AAP (the "Class A Units"), for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") 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 (the "Class B Shares") in Plains GP Holdings, L.P. ("PAGP") and GP Units (the "GP Units") in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right").
- F2Pursuant to the limited partnership agreement of AAP, the Reporting Person may not exercise his Redemption Right with respect to any Class A Units until November 15, 2017.
- F3Pursuant to the limited partnership agreement of AAP, the Redemption Right does not expire.
- F4PAA Management, L.P. ("PAA Management") is also a limited partner of AAP and may from time to time exercise the Redemption Right with respect to its Class A Units. The Reporting Person is a member of PAA Management LLC, the general partner of PAA Management, and a limited partner of PAA Management. Therefore he may be deemed to be a beneficial owner of the interests held by PAA Management. The Reporting Person disclaims beneficial ownership of the securities held by PAA Management, except to the extent of his pecuniary interest therein. Pursuant to the limited partnership agreement of AAP, PAA Management may not exercise its Redemption Right with respect to any Class A Units attributable to the interest of the Reporting Person until November 15, 2017.