KAFU Holdings (QP), L.P. - 31 Dec 2021 Form 4 Insider Report for PLAINS ALL AMERICAN PIPELINE LP (PAA)

Role
Other*
Signature
/s/ Michael J. O'Neil
Issuer symbol
PAA
Transactions as of
31 Dec 2021
Net transactions value
$0
Form type
4
Filing time
03 Jan 2022, 15:53:36 UTC
Previous filing
04 Oct 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PAA Common Stock Other $0 +140,505 $0.000000 140,505 31 Dec 2021 See footnotes F1, F2, F3
transaction PAA Common Stock Other $0 -140,505 -100% $0.000000* 0 31 Dec 2021 See footnotes F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PAA Class B Shares/Class A Units/GP Units Options Exercise $0 -140,505 -1.2% $0.000000 11,722,210 31 Dec 2021 Common Units 140,505 $0.000000 See footnote F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Eighth Amended and Restated limited partnership agreement of Plains AAP, L.P. ("AAP") provides that each limited partner holding Class A Units will have the right, subject to certain limitations, to redeem its Class A Units for common units ("Common Units") of Plains All American Pipeline, L.P. (the "Issuer") held by AAP on a one-for-one basis, by delivering Class A Units to AAP with the associated Class B Shares in Plains GP Holdings, L.P. ("PAGP") and GP Units in PAA GP Holdings LLC (if applicable), to PAGP (the "Redemption Right"). The Redemption Right does not expire. On December 31, 2021, KAFU Holdings (QP), L.P. exercised the Redemption Right with respect to an aggregate 140,505 Class A Units.
F2 KAFU Holdings (QP), L.P. ("KAFU") owns an equivalent number of Class A Units, Class B Shares and GP Units. KACALP is the managing member of the manager of KAFU and may be deemed to beneficially own the Class A Units, Class B Shares and GP Units held by KAFU.
F3 The reported transactions involve an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P.
F4 In a simultaneous transaction, KAFU exercised the exchange right provided for in the limited partnership agreement of AAP with respect to 29,700 Class A units. As a result, such Class A units were cancelled and 29,700 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the redemption transaction reported herein and the simultaneous exchange transaction.

Remarks:

As noted in the Issuer's press release dated August 24, 2021, KACALP's legacy contractual right to designate an individual to serve on the Plains Board has been eliminated effective August 19, 2021.