SEC Form 4 · accession 0001615619-17-000014
PLAINS ALL AMERICAN PIPELINE LP · PAA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Plains AAP, L.P.
Director · 10% Owner
Plains All American GP LLC
Director · 10% Owner
PAA GP Holdings LLC
Director · 10% Owner
PLAINS GP HOLDINGS LP
Director · 10% Owner
Period of report
Jan 10, 2017
Accepted (ET)
Jan 12, 2017 · 12:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001070423
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units (Limited Partner Interests)F2,F3 | Jan 10, 2017 | A | 162,851 | — | A | 243,076,670 | I | By Plains AAP, L.P. |
| Common Units (Limited Partner Interests)F4,F3 | Jan 11, 2017 | A | 208,132 | — | A | 243,284,802 | I | By Plains AAP, L.P. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to that certain Omnibus Agreement (the "Omnibus Agreement") dated November 15, 2016, by and among PAA GP Holdings LLC ("PAGP GP"), Plains GP Holdings, L.P. ("PAGP"), Plains All American GP LLC ("GP LLC"), Plains AAP, L.P. ("AAP"), PAA GP LLC and Plains All American Pipeline, L.P. ("PAA"), PAGP is obligated to use the net proceeds from any public or private offering and sale of PAGP's Class A shares to purchase from AAP a number of AAP Class A units equal to the number of Class A shares sold in such offering at a price equal to the net proceeds from such offering. The Omnibus Agreement also provides that immediately following such purchase and sale, AAP is obligated to use the net proceeds it receives from such sale of AAP Class A units to PAGP to purchase from PAA an equivalent number of common units representing limited partner interests of PAA ("Common Units").
- F2On January 10, 2017, PAGP sold an aggregate 162,851 Class A shares under its continuous equity offering program and used the net proceeds therefrom ($5,385,911.35) to purchase an equivalent number of AAP Class A units. AAP used such net proceeds to purchase an equivalent number of Common Units from PAA.
- F3PAGP GP is the general partner of PAGP, which is the managing member of GP LLC, which is the general partner of AAP. Each of PAGP GP, PAGP and GP LLC may be deemed to indirectly beneficially own the Common Units directly held by AAP, but disclaim beneficial ownership of such Common Units except to the extent of their respective pecuniary interests therein.
- F4On January 11, 2017, PAGP sold an aggregate 208,132 Class A shares under its continuous equity offering program and used the net proceeds therefrom ($6,893,878.81) to purchase an equivalent number of AAP Class A units. AAP used such net proceeds to purchase an equivalent number of Common Units from PAA.