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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

PAA$23.67+0.3%Stored close · as of Nov 10, 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 UnitsSeries B Preferred UnitsCommon Units
Outstanding at December 31, 202558,411,908800,000705,520,697
Issuances of common units under equity-indexed compensation plans——10,986
Outstanding at March 31, 202658,411,908800,000705,531,683
Issuances of common units under equity-indexed compensation plans——34,777
Outstanding at June 30, 202658,411,908800,000705,566,460
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—800,000707,937,400
Limited Partners
Series A Preferred UnitsSeries B Preferred UnitsCommon Units
Outstanding at December 31, 202471,090,468800,000703,770,300
Repurchase of Series A preferred units(12,678,560)——
Issuances of common units under equity-indexed compensation plans——5,650
Outstanding at March 31, 202558,411,908800,000703,775,950
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, 202558,411,908800,000703,304,452
Issuances of common units under equity-indexed compensation plans——2,193,318
Outstanding at September 30, 202558,411,908800,000705,497,770

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 DateRecord Date (1)Distribution PeriodCash DistributionDistribution per Unit
September 14, 2026 (2)N/AJuly 1, 2026 through September 13, 2026$29$0.502
August 14, 2026July 31, 2026April 1, 2026 through June 30, 2026$36$0.615
May 15, 2026May 1, 2026January 1, 2026 through March 31, 2026$36$0.615
February 13, 2026January 30, 2026October 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 DateRecord Date (1)Distribution PeriodCash DistributionDistribution per Unit
October 9, 2026 (2) (3)N/AAugust 15, 2026 through October 8, 2026$10$12.39
August 17, 2026August 3, 2026May 15, 2026 through August 14, 2026$16$20.50
May 15, 2026May 1, 2026February 15, 2026 through May 14, 2026$16$19.84
February 17, 2026February 2, 2026November 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, 2026October 30, 2026July 1, 2026 through September 30, 2026$199$97$296$0.4175
August 14, 2026July 31, 2026April 1, 2026 through June 30, 2026$198$97$295$0.4175
May 15, 2026May 1, 2026January 1, 2026 through March 31, 2026$198$97$295$0.4175
February 13, 2026January 30, 2026October 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,
2026202520262025
Permian JV$88$85$253$268
Cactus II20215259
Red River441212
$112$110$317$339
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