PLAINS ALL AMERICAN PIPELINE LP SEC Filings

Plains All American Pipeline, L.P. reporting person Chris R. Chandler, EVP & COO, shows a mix of grants and a sale on 08/14/2025. The filing reports a disposition of 89,665 common units at $17.78, leaving 493,904 units held direct. On the same date Chandler received 227,864 phantom units (long-term incentive) and additional phantom unit awards totaling 472,250 units that convert one-for-one to common units upon vesting. Vesting schedules and performance conditions apply, with final vesting dates tied to August 2028 distribution dates. The form was signed by an attorney-in-fact on 08/18/2025.

Willie C.W. Chiang, Chairman & CEO and director of Plains All American Pipeline, L.P. (PAA), reported multiple transactions on 08/14/2025. He acquired 561,055 common-unit-equivalent phantom units under the Long-Term Incentive Plan and had 561,055 phantom units deemed cancelled in a related adjustment. He disposed of 220,776 common units at $17.78 each and, following the transactions, reported beneficial ownership of 1,186,791 common units. The phantom units convert 1:1 to common units upon vesting and include distribution equivalent rights payable in cash. Several phantom-unit tranches have vesting schedules tied to service, PAA total shareholder return versus peers, and cumulative distributable cash flow per unit targets, with certain expiration and DER payment terms.

Plains All American Pipeline, L.P. (PAA) Form 4: Al Swanson, EVP & CFO, reported transactions on 08/14/2025. He received 176,731 phantom units under the long-term incentive plan and acquired an equivalent number of common-unit deliverable rights; these carry distribution-equivalent rights payable in cash. He disposed of 69,544 common units at $17.78 and reported total beneficial ownership of 671,445 common units before the $17.78 sale left him with 601,901 common units. The phantom units vest in three tranches with performance and service conditions through August 2028.

Richard K. McGee, EVP, General Counsel & Secretary of Plains All American Pipeline, L.P. (PAA), reported transactions dated 08/14/2025. The filing shows an acquisition of 176,731 common units (code M) at $0 and a separate disposition of 69,544 common units sold at $17.78, leaving 606,353 common units beneficially owned after the sale. The report also discloses long-term incentive awards of 122,650 phantom units that convert one-for-one into common units upon vesting and include distribution equivalent rights payable in cash. The phantom units vest in three tranches tied to service, relative total shareholder return and cumulative distributable cash flow metrics through mid-2028, with specified payout ranges and potential adjustments.

Plains All American Pipeline, L.P. disclosed compensation grants consisting of 500,000 phantom units that will be paid in PAA common units when they vest. Vesting is performance-based: 25% vests when trailing four-quarter DCF per unit reaches $3.00 and the remaining 75% vests when trailing four-quarter DCF per unit reaches $3.50. Distribution equivalent rights (DERs) for a prior 2018 Promotional Grant vest in three tranches tied to DCF thresholds of $2.60 and $2.80, with one-third having vested in May 2019. The new phantom units and DERs also accelerate on specified terminations and will expire if unvested by October 1, 2030. Separate grants for Goebel and Chandler have fixed service vesting dates in August 2030 and August 2028, respectively, with DER payout schedules beginning August 2026.

Plains All American Pipeline, L.P. (PAA) filed a Form 4 reporting issuance of equity tied to a long-term incentive plan. On 08/14/2025, 144,500 Class A shares of Plains GP Holdings, L.P. were issued upon vesting of LTIP awards. Pursuant to an Omnibus Agreement, an equal number of AAP Class A units were issued to Plains GP Holdings, L.P., and PAA issued an equal number of Common Units to Plains AAP, L.P. After the transaction, the reporting group beneficially owns 233,000,430 Common Units indirectly through the described ownership chain. The filing is signed by Ann F. Gullion on 08/18/2025.

Plains All American Pipeline, L.P. reported lower consolidated revenues for the quarter as crude product sales declined versus prior-year periods while continuing to generate strong operating cash flow. Total revenues were $10,642 million for the three months ended June 30, 2025, down from $12,757 million a year earlier. Net income for the quarter was $297 million, with net income attributable to PAA of $210 million. For the six months, net income rose to $813 million compared with $681 million in 2024, and operating cash provided totaled $1,333 million.

PAA entered a definitive agreement to sell its Canadian NGL business to Keyera Corp. for approximately CAD$5.15 billion (about $3.75 billion), which the company classified as held for sale and presented as discontinued operations; income from discontinued operations was $70 million for the quarter and $206 million for the six months. Total assets were $27,155 million and total debt was $8,679 million at June 30, 2025. The company repurchased approximately 12.7 million Series A preferred units for ~$333 million and recorded certain derivative and foreign-exchange related items, including a $49 million loss on a deal-contingent forward currency instrument related to the pending Canadian NGL sale.

Plains All American Pipeline, L.P. filed a current report to furnish its second-quarter 2025 financial results. The partnership explains that it issued a press release on August 8, 2025 detailing these results, and has attached that release as Exhibit 99.1 to this report for investors to review.

The disclosure is made under items covering results of operations and Regulation FD. Plains All American clarifies that the press release information is being furnished rather than filed, which limits certain securities law liabilities and controls how the information is incorporated into other regulatory documents.