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

Role: Other*
Signature: /s/ Michael J. O'Neil
Stock symbol: PAA
Transactions as of: Dec 31, 2021
Transactions value $: $0
Form type: 4
Date filed: 1/3/2022, 03:53 PM
Previous filing: Oct 4, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PAA	Common Stock	Other	$0	+141K		$0.00	141K	Dec 31, 2021	See footnotes	F1, F2, F3
transaction	PAA	Common Stock	Other	$0	-141K	-100%	$0.00^*	0	Dec 31, 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	-141K	-1.18%	$0.00	11.7M	Dec 31, 2021	Common Units	141K	$0.00	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.