PLAINS ALL AMERICAN PIPELINE LP
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 9, 2026
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7. Partners’ Capital and Distributions
Note 7—Partners’ Capital and Distributions
Units Outstanding
The following tables present the activity for our preferred and common units:
| Limited Partners | |||
|---|---|---|---|
| Series A Preferred Units | Series B Preferred Units | Common Units | |
| Outstanding at December 31, 2025 | 58,411,908 | 800,000 | 705,520,697 |
| Issuances of common units under equity-indexed compensation plans | — | — | 10,986 |
| Outstanding at March 31, 2026 | 58,411,908 | 800,000 | 705,531,683 |
| Issuances of common units under equity-indexed compensation plans | — | — | 34,777 |
| Outstanding at June 30, 2026 | 58,411,908 | 800,000 | 705,566,460 |
| Repurchase of Series A preferred units | (58,411,908) | — | — |
| Issuances of common units under equity-indexed compensation plans | — | — | 2,370,940 |
| Outstanding at September 30, 2026 | — | 800,000 | 707,937,400 |
| Limited Partners | |||
|---|---|---|---|
| Series A Preferred Units | Series B Preferred Units | Common Units | |
| Outstanding at December 31, 2024 | 71,090,468 | 800,000 | 703,770,300 |
| Repurchase of Series A preferred units | (12,678,560) | — | — |
| Issuances of common units under equity-indexed compensation plans | — | — | 5,650 |
| Outstanding at March 31, 2025 | 58,411,908 | 800,000 | 703,775,950 |
| Repurchase and cancellation of common units under the Common Equity Repurchase Program | — | — | (476,695) |
| Issuances of common units under equity-indexed compensation plans | — | — | 5,197 |
| Outstanding at June 30, 2025 | 58,411,908 | 800,000 | 703,304,452 |
| Issuances of common units under equity-indexed compensation plans | — | — | 2,193,318 |
| Outstanding at September 30, 2025 | 58,411,908 | 800,000 | 705,497,770 |
Repurchase of Series A and Series B Preferred Units
On September 14, 2026, we repurchased all 58.4 million Series A preferred units outstanding at a redemption price of $28.88 per unit for a purchase price of approximately $1.687 billion, plus accrued and unpaid distributions through September 13, 2026 of approximately $29 million. The repurchase also resulted in the reduction of the remaining related Preferred Distribution Rate Reset Option liability of approximately $78 million. See Note 13 to our Consolidated Financial Statements included in Part IV of our 2025 Annual Report on Form 10-K for additional information regarding the Preferred Distribution Rate Reset Option. The difference between the cash we paid for the repurchase of such units and their carrying value on our balance sheet was $358 million. Such amount was considered a return to Series A preferred unitholders and thus reduced amounts attributable to our common unitholders in our Condensed Consolidated Statement of Changes in Partners’ Capital and the calculation of net income/(loss) per common unit. Certain of our Series A preferred units were held by funds affiliated with The Energy & Minerals Group (“EMG”), which is associated with a member of the board of directors of PAGP GP.
On October 9, 2026, we also repurchased all 0.8 million Series B preferred units outstanding at a redemption price of $1,000 per unit for a purchase price of approximately $800 million, plus accrued and unpaid distributions through October 8, 2026 of approximately $10 million.
See Note 12 to our Consolidated Financial Statements included in Part IV of our 2025 Annual Report on Form 10-K for additional information regarding our Series A and Series B preferred units.
Distributions to Our Unitholders
Series A Preferred Unit Distributions. Prior to our repurchase of all outstanding Series A preferred units in September 2026, distributions on the Series A preferred units accumulated and were payable quarterly within 45 days following the end of each quarter. See Note 12 to our Consolidated Financial Statements included in Part IV of our 2025 Annual Report on Form 10-K for additional information regarding Series A preferred unit distributions. The following table details distributions to our Series A preferred unitholders paid during or pertaining to the first nine months of 2026, including distributions paid in connection with the redemption of Series A preferred units as discussed above (in millions, except per unit data):
| Series A Preferred Unitholders | ||||
|---|---|---|---|---|
| Distribution Payment Date | Record Date (1) | Distribution Period | Cash Distribution | Distribution per Unit |
| September 14, 2026 (2) | N/A | July 1, 2026 through September 13, 2026 | $29 | $0.502 |
| August 14, 2026 | July 31, 2026 | April 1, 2026 through June 30, 2026 | $36 | $0.615 |
| May 15, 2026 | May 1, 2026 | January 1, 2026 through March 31, 2026 | $36 | $0.615 |
| February 13, 2026 | January 30, 2026 | October 1, 2025 through December 31, 2025 | $36 | $0.615 |
(2)Represents pro-rated distribution paid in connection with the redemption of all outstanding Series A preferred units on September 14, 2026.
Series B Preferred Unit Distributions. Prior to our repurchase of all outstanding Series B preferred units on October 9, 2026, distributions on the Series B preferred units accumulated and were payable quarterly in arrears on the 15th day of February, May, August and November (or the immediately succeeding Business Day). See Note 12 to our Consolidated Financial Statements included in Part IV of our 2025 Annual Report on Form 10-K for additional information regarding Series B preferred unit distributions. The following table details distributions paid or to be paid to our Series B preferred unitholders, including distributions paid in connection with the redemption of Series B preferred units as discussed above (in millions, except per unit data):
| Series B Preferred Unitholders | ||||
|---|---|---|---|---|
| Distribution Payment Date | Record Date (1) | Distribution Period | Cash Distribution | Distribution per Unit |
| October 9, 2026 (2) (3) | N/A | August 15, 2026 through October 8, 2026 | $10 | $12.39 |
| August 17, 2026 | August 3, 2026 | May 15, 2026 through August 14, 2026 | $16 | $20.50 |
| May 15, 2026 | May 1, 2026 | February 15, 2026 through May 14, 2026 | $16 | $19.84 |
| February 17, 2026 | February 2, 2026 | November 15, 2025 through February 14, 2026 | $17 | $21.02 |
(2)Represents pro-rated distribution paid in connection with the redemption of all outstanding Series B preferred units on October 9, 2026.
(3)At September 30, 2026, approximately $8 million of accrued distributions payable to our Series B preferred unitholders was included in “Other current liabilities” on our Condensed Consolidated Balance Sheet.
Common Unit Distributions. The following table details distributions to our common unitholders paid during or pertaining to the first nine months of 2026 (in millions, except per unit data):
| Distributions · Distribution per Common Unit | ||||||
|---|---|---|---|---|---|---|
| Distribution Payment Date · Record Date (1) · Distribution Period · Common Unitholders · Total Cash Distribution | ||||||
| Public · AAP | ||||||
| November 13, 2026 | October 30, 2026 | July 1, 2026 through September 30, 2026 | $199 | $97 | $296 | $0.4175 |
| August 14, 2026 | July 31, 2026 | April 1, 2026 through June 30, 2026 | $198 | $97 | $295 | $0.4175 |
| May 15, 2026 | May 1, 2026 | January 1, 2026 through March 31, 2026 | $198 | $97 | $295 | $0.4175 |
| February 13, 2026 | January 30, 2026 | October 1, 2025 through December 31, 2025 | $198 | $97 | $295 | $0.4175 |
Noncontrolling Interests in Subsidiaries
As of September 30, 2026, noncontrolling interests in our subsidiaries consisted of (i) a 35% interest in Plains Oryx Permian Basin LLC (the “Permian JV”), (ii) a 30% interest in Cactus II Pipeline LLC (“Cactus II”) and (iii) a 33% interest in Red River Pipeline Company LLC (“Red River”).
Distributions to Noncontrolling Interests
The following table details distributions paid to noncontrolling interests during the periods presented (in millions):
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Permian JV | $88 | $85 | $253 | $268 |
| Cactus II | 20 | 21 | 52 | 59 |
| Red River | 4 | 4 | 12 | 12 |
| $112 | $110 | $317 | $339 | |
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