PLAINS GP HOLDINGS LP

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549​

SCHEDULE 14A

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PLAINS GP HOLDINGS, L.P.

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April 11, 2025​

Dear Fellow Plains Investors,

We sincerely appreciate your continued support and investment in Plains. Your trust and partnership play a vital role in our success, and we are pleased to invite you to join us for our May 21, 2025 Annual Meeting.

2024 was a year of solid execution for Plains, with tangible progress on the three primary objectives of our financial strategy: generating significant multi-year free cash flow, maintaining capital discipline, and returning capital to investors while preserving financial flexibility.

This past year we were able to deliver on nearly all our key initiatives, including:

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Delivered strong financial results, with 2024 Adjusted EBITDA attributable to PAA of $2.78 billion (~$105 million / ~4% above guidance) and Implied Distributable Cash Flow per Common Unit and Common Unit Equivalent of $2.49/unit ($0.05/unit / ~2% above guidance);

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Generated $1.17 billion in Adjusted Free Cash Flow (excluding changes in Assets and Liabilities), returned approximately $1.15 billion to our common and preferred equity holders via distributions, and invested approximately $571 million of investment and maintenance capital (net to our interest);

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Progressed our efficient growth strategy and executed seven accretive bolt-on acquisitions in 2024 and early 2025 for an aggregate of approximately $800 million (net to our interest), while maintaining capital discipline and generating strong returns;

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Extended contract terms and increased contracted volumes in Plains’ Permian long-haul portfolio, providing greater cash flow stability while maintaining the flexibility to capture higher margins over time;

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Exited 2024 with a leverage ratio of ~3.0x (below our leverage ratio target range) and received a credit rating upgrade from Moody’s to Baa2 with a stable outlook, achieving our long-term target of mid-BBB or equivalent investment grade ratings from all three credit rating agencies; and

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Increased our annual distribution by $0.20/unit (19%) in 2024, and by another $0.25/unit (20%) in February 2025, and delivered strong total unitholder and shareholder returns in 2024 of 21% and 24% for PAA and PAGP, respectively.

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Overall, Plains’ 2024 performance was strong, enabling us to enter 2025 with momentum. We are well-positioned to play offense and enhance equity holder value amidst what we expect to be a generally constructive, yet volatile, environment. While overall U.S. crude production growth is projected to continue at a modest pace, the majority of the growth is expected to come from the Permian, where we have a sizable footprint. We are optimistic about the future of the U.S. energy industry as it remains essential to global energy reliability, affordability and security, and in the near-term we anticipate benefits from improvements to energy policy and regulatory frameworks.

With our network of strategically located North American midstream assets and our focus on the long-term optimization of our business, we believe we are very well positioned to play a critical role in the delivery of energy across North America and globally. As we do so, we will remain focused on our key objectives of being a safe, reliable and responsible operator, generating strong cash flow, exercising capital discipline, increasing returns of capital to our investors, and maintaining financial flexibility. We believe the execution of our plan will deliver strong performance and enhanced value for our investors over the long term.

We appreciate your continued investment and support and we look forward to your participation in our 2025 annual meeting in May.

Sincerely,

Willie Chiang

Chairman of the Board & CEO

333 Clay Street, Suite 1600

Houston, Texas 77002​

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NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

To Be Held On May 21, 2025

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To holders of Class A, Class B and Class C shares of Plains GP Holdings, L.P.:

The 2025 Annual Meeting (the “PAGP Annual Meeting”) of the Class A, Class B and Class C shareholders (collectively, our “Shareholders”) of Plains GP Holdings, L.P. will be held on May 21, 2025, at 10:30 a.m. Central Time, in the Texas Room located on the 19 th Floor of Three Allen Center, 333 Clay Street, Houston, Texas 77002. At the PAGP Annual Meeting, our Shareholders will consider and vote on the following matters:

The election of four Class II directors to serve on the board of directors (the “Board”) of PAA GP Holdings LLC until the 2028 annual meeting;

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The ratification of the appointment of PricewaterhouseCoopers LLP as our and Plains All American Pipeline, L.P.’s (“PAA”) independent registered public accounting firm for the fiscal year ending December 31, 2025;

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The approval, on a non-binding advisory basis, of our 2024 named executive officer compensation; and

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Any proposal to transact such other business as may properly come before the PAGP Annual Meeting and any adjournment or postponement thereof.

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The Board unanimously recommends that our Shareholders vote “FOR” the election of each director listed in proposal 1 and “FOR” proposals 2 and 3. Additional information regarding these proposals is included in the attached proxy statement. See “Information About the PAA and PAGP Annual Meetings” below for more information.

Shareholders as of the close of business on March 24, 2025 (the “Record Date”) are entitled to receive notice of and to vote at the PAGP Annual Meeting and any postponements or adjournments thereof. A list of Shareholders entitled to vote is on file at our principal offices, 333 Clay Street, Suite 1600, Houston, TX 77002.

Your vote is very important. Whether or not you plan to attend the PAGP Annual Meeting, please cast your vote by following the Internet or telephone voting instructions on the proxy card. You may also vote by completing, signing and dating the accompanying proxy card and returning it promptly in the postage-prepaid envelope provided. See “Questions and Answers About the PAGP Annual Meeting — How do I vote?” in the attached proxy statement for more details. Returning the proxy card or voting on the Internet or by telephone does not deprive you of your right to attend the PAGP Annual Meeting and to vote your shares for the matters to be acted upon at the PAGP Annual Meeting.

By Order of the Board of Directors of

PAA GP Holdings LLC, general partner of

Richard McGee

Executive Vice President, General Counsel and Secretary

Houston, Texas

April 11, 2025