| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PAA | Common Units | Options Exercise | $0 | +419K | +70.63% | $0.00 | 1.01M | Aug 14, 2024 | Direct | |
| transaction | PAA | Common Units | Tax liability | -$2.81M | -165K | -16.29% | $17.05 | 847K | Aug 14, 2024 | Direct |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PAA | Phantom Units | Options Exercise | $0 | -419K | -100% | $0.00* | 0 | Aug 14, 2024 | Common Units | 419K | Direct | F1, F2 | |
| transaction | PAA | Phantom Units | Award | $0 | +358K | $0.00 | 358K | Aug 15, 2024 | Common Units | 358K | Direct | F1, F2, F3, F4, F5 |
| Id | Content |
|---|---|
| F1 | Phantom Units granted under Long-Term Incentive Plan (includes distribution equivalent rights payable in cash). |
| F2 | One common unit is deliverable, upon vesting, for each Phantom Unit that vests. |
| F3 | These phantom units will vest as follows: (a) Tranche 1, consisting of 178,875 phantom units, will vest on the August 2027 distribution date assuming continued service through such date; (b) Tranche 2, consisting of 89,437 phantom units (assuming 100% payout at target), will potentially vest on the August 2027 distribution date at a scaled payout range of between 0% to 200% based on PAA's total shareholder return (TSR) over the three-year period ending June 30, 2027 compared to the TSR of a selected peer group (payout based on numeric rank with 100% earned at median and interpolation between ranks, and with payout being subject to reduction by up to 25 basis points, but not below 100%, if actual TSR is negative); and |
| F4 | (c) Tranche 3, consisting of 89,438 phantom units (assuming 100% payout at target), will potentially vest on the Aug. 2027 distribution date at a scaled payout range of between 0% and 200% based on PAA achieving cumul. distributable cash flow (DCF) per common unit equivalent (CUE) of $7.75 over the 3-year period ending 6/30/27 (with payout equaling 100% at cumul. DCF/CUE over such period of $7.75 and being equal to 0% for cumul. DCF/CUE over such period of $6.975 or lower and 200% for cumul. DCF/CUE over such period of $8.71875 or higher, with interpolation btw. such points, and with payout being subject to reduction by 25 basis pts. if PAA's leverage ratio (long term debt to adj. EBITDA as calculated pursuant to PAA's sr. unsecured revolving credit facility) as of 6/30/27 is greater than the leverage ratio that equals the upper end of our then applicable target leverage ratio range (e.g., 3.0x is the upper end of PAA's current target leverage ratio range of 2.5x to 3.0x). |
| F5 | DERs associated with Tranche 1 will accrue for the first year and be paid in cash in a lump sum on the August 2025 distribution date; beginning in November 2025, DERs associated with Tranche 1 will be paid quarterly until the phantom units vest or terminate. DERs associated with Tranches 2 and 3 will accrue during the three-year vesting period and be paid in cash in a lump sum on the August 2027 distribution date with respect to each phantom unit that vests, if any, on such date. Any Tranche 2 or Tranche 3 phantom units that are determined to not have vested as of the August 2027 distribution date shall expire as of such date. |