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PLAINS GP HOLDINGS LP

For the period ended Sep 30, 2026. Filed Nov 9, 2026.

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About this filing

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

PAGP$25.51+0.4%Stored close · as of Nov 10, 2026

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7. Partners’ Capital and Distributions

Note 7—Partners’ Capital and Distributions

Shares Outstanding

The following tables present the activity for our Class A, Class B and Class C shares:

Class A SharesClass B SharesClass C Shares
Outstanding at December 31, 2025197,904,12435,096,306530,932,175
Other——10,986
Outstanding at March 31, 2026197,904,12435,096,306530,943,161
Other——34,777
Outstanding at June 30, 2026197,904,12435,096,306530,977,938
Exchange Right exercises (1)137,925(137,925)—
Repurchase of Series A preferred units by a subsidiary——(58,411,908)
Other59,200—2,311,740
Outstanding at September 30, 2026198,101,24934,958,381474,877,770
Class A SharesClass B SharesClass C Shares
Outstanding at December 31, 2024197,465,69935,390,231542,004,838
Exchange Right exercises (1)277,925(277,925)—
Repurchase of Series A preferred units by a subsidiary——(12,678,560)
Other——5,650
Outstanding at March 31, 2025197,743,62435,112,306529,331,928
Repurchase and cancellation of common units by a subsidiary under the Common Equity Repurchase Program——(476,695)
Other——5,197
Outstanding at June 30, 2025197,743,62435,112,306528,860,430
Other144,500—2,048,818
Outstanding at September 30, 2025197,888,12435,112,306530,909,248

(1)See Note 12 to our Consolidated Financial Statements included in Part IV of our 2025 Annual Report on Form 10-K for information regarding conversions of AAP Management Units, Exchange Rights and Redemption Rights.

Distributions to Our Shareholders

The following table details distributions to our Class A shareholders paid during or pertaining to the first nine months of 2026 (in millions, except per share data):

Class A Shareholders
Distribution Payment DateRecord Date (1)Distribution PeriodCash DistributionDistribution per Unit
November 13, 2026October 30, 2026July 1, 2026 through September 30, 2026$83$0.4175
August 14, 2026July 31, 2026April 1, 2026 through June 30, 2026$83$0.4175
May 15, 2026May 1, 2026January 1, 2026 through March 31, 2026$83$0.4175
February 13, 2026January 30, 2026October 1, 2025 through December 31, 2025$83$0.4175

(1)Payable to shareholders of record at the close of business on the applicable Record Date.

Consolidated Subsidiaries

Noncontrolling Interests in Subsidiaries

As of September 30, 2026, noncontrolling interests in our subsidiaries consisted of (i) limited partner interests in PAA including a 67% interest PAA’s common units and 100% of PAA’s Series B preferred units, (ii) an approximate 15% limited partner interest in AAP, (iii) a 35% interest in Plains Oryx Permian Basin LLC (the “Permian JV”), (iv) a 30% interest in Cactus II Pipeline LLC (“Cactus II”) and (v) a 33% interest in Red River Pipeline Company LLC (“Red River”).

Repurchase of PAA Series A and Series B Preferred Units

On September 14, 2026, PAA repurchased all of its 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 PAA paid for the repurchase of such units and their carrying value on the balance sheet was $358 million. Certain of PAA’s Series A preferred units were held by funds affiliated with The Energy & Minerals Group (“EMG”), which is associated with a member of our board of directors.

On October 9, 2026, PAA also repurchased all 0.8 million of its 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 PAA’s Series A and Series B preferred units.

Subsidiary Distributions

PAA Series A Preferred Unit Distributions. Prior to PAA’s repurchase of all outstanding Series A preferred units in September 2026, distributions on PAA’s 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 the PAA Series A preferred unit distributions. The following table details distributions to PAA’s Series A preferred unitholders paid during or pertaining to the first nine months of 2026, including distributions paid in connection with the redemption of PAA’s Series A preferred units as discussed above (in millions, except per unit data):

PAA 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 PAA’s Series A preferred units on September 14, 2026.

PAA Series B Preferred Unit Distributions. Prior to the PAA’s repurchase of all outstanding Series B preferred units on October 9, 2026, distributions on PAA’s 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 the PAA Series B preferred unit distributions. The following table details distributions paid or to be paid to PAA’s Series B preferred unitholders, including distributions paid in connection with the redemption of PAA’s Series B preferred units as discussed above (in millions, except per unit data):

PAA 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 PAA’s Series B preferred unitholders was included in “Other current liabilities” on our Condensed Consolidated Balance Sheet.

PAA Common Unit Distributions. The following table details distributions to PAA’s 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 · PAA 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

AAP Distributions. The following table details the distributions to AAP’s partners paid during or pertaining to the first nine months of 2026 from distributions received from PAA (in millions):

Distributions to AAP’s Partners
Distribution Payment DateRecord Date (1)Distribution PeriodNoncontrolling InterestsPAGPTotal Cash Distribution
November 13, 2026October 30, 2026July 1, 2026 through September 30, 2026$14$83$97
August 14, 2026July 31, 2026April 1, 2026 through June 30, 2026$14$83$97
May 15, 2026May 1, 2026January 1, 2026 through March 31, 2026$14$83$97
February 13, 2026January 30, 2026October 1, 2025 through December 31, 2025$14$83$97

Consolidated Joint Venture Distributions. The following table details distributions paid to noncontrolling interests in consolidated joint ventures 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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