DEF 14A of Plains GP Holdings LP, Apr 10, 2026

DEF 14A of Plains GP Holdings LP

Filed Apr 10, 2026 · FY20250001104659-26-041724

Open on EDGAR

  1. PROPOSAL 1 — ELECTION OF CLASS I DIRECTORS

    PROPOSAL 1 — ELECTION OF CLASS I DIRECTORS THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” THE ELECTION OF EACH OF WILLIE CHIANG, ELLEN DESANCTIS, ALEXANDRA PRUNER AND LAWRENCE ZIEMBA TO SERVE AS A CLASS I DIRECTOR ON OUR GENERAL PARTNER’S BOARD OF DIRECTORS UNTIL THE 2029 ANNUAL MEETING.

  2. Board Structure

    Board Structure General Overview and Board Makeup. Our Board has responsibility for managing the business and affairs of PAGP and PAA. The Board currently has 11 members, including the CEO, who also serves as Chairman of the Board and President. As contemplated by our governing documents, because the roles of CEO and Board Chair are held by the same person, the Board has designated one of our independent directors to serve as Lead Director. Mr. Raymond currently serves as Lead Director, having replaced Mr. Shackouls who served in that role from January 2020 until June 2025. It is the Board’s belief that rotation of the Lead Director role after approximately five years is a good governance practice. Our governing documents also require that at least a majority of directors must meet the independence requirements of the national securities exchange on which the securities of PAA and PAGP are listed (currently Nasdaq). The Board is divided into three staggered classes such that the terms for the directors within each class expire on a rotating three-year basis, as set forth below. The Board (excluding directors whose terms are expiring) and, subject to certain ownership and notice requirements, holders of Class A, B or C shares have the right to nominate individuals to stand for election at an annual meeting. For a description of such ownership and notice requirements, see “Director Nominations and Shareholder Proposals for the 2027 Annual Meeting” on page 70. Individuals elected at an annual meeting will serve for a term of three years, subject to their earlier resignation, death or removal. If an individual is elected to the Board to fill a vacancy, that director will have the same remaining term as his or her predecessor. All directors standing for election at the 2026 PAA and PAGP Annual Meetings were nominated by the Board (excluding the vote of the directors whose terms are expiring); no other nominations were received.

  3. Board Structure

    | | Independent | Audit Committee | Compensation Committee | Governance Committee | HSES Committee | Board Chair | Lead Director | | Class I Directors (Term expires 2026) | | | | | | | | | Willie Chiang, Chairman of the Board, CEO and President* | | | | | | | | | Ellen DeSanctis* | | | | | | | | | Alexandra D. Pruner* | | | | | | | | | Lawrence M. Ziemba* | | | | | | | | | Class II Directors (Term expires 2028) | | | | | | | | | Victor Burk | | | | | | | | | Kevin S. McCarthy | | | | | | | | | Harry N. Pefanis, Senior Advisor to the CEO (former President) | | | | | | | | | Gary R. Petersen | | | | | | | | | Class III Directors (Term expires 2027) | | | | | | | | | Greg L. Armstrong, Senior Advisor to the CEO (former Chairman of the Board and CEO) | | | | | | | | | John T. Raymond | | | | | | | | | Bobby S. Shackouls | | | | | | | |

  4. Board Structure

    Nominated by the Board for election at the 2026 Annual Meeting. Determined by the Board to be independent under applicable Nasdaq and SEC rules. Company Employee — independence has not been assessed by the Board. Committee Member Committee Chair Board Chair Lead Director

  5. Director and Nominee Experience and Qualifications

    Director and Nominee Experience and Qualifications With respect to any director nominations made by the Board in connection with annual director elections or in the event of a vacancy on the Board, in each case to the extent requested by the Chairman of the Board, the Governance Committee assists in identifying and screening potential candidates. The Governance Committee makes its recommendations based on an assessment of the skills, experience and attributes of the candidate in the context of the needs of the Board. It is the policy and practice of the Governance Committee and the Board to consider a candidate’s background and attributes in connection with the process of identifying and assessing potential Board candidates. Our board assessment, refreshment and succession planning process involves (i) the periodic assessment of the skills, background and experience of our directors, which is used to identify potential enhancement areas relative to the ideal mix of skills, background and experience for our board, (ii) the development and maintenance of a board succession plan that identifies near and longer-term actions and includes succession plans for each board committee, and (iii) the annual evaluation by each director of the performance of every other director in a variety of categories that directly impact overall board performance and effectiveness. Board succession planning efforts and individual director evaluations are updated on a regular basis with assistance and oversight of the Governance Committee. The Governance Committee also oversees the Board’s annual self-assessment process as well as the process by which the Board assesses the effectiveness of the Board and its various committees. In evaluating director nominees and in reviewing the qualifications and experience of the directors continuing in office, the Governance Committee and Board consider a variety of factors, including independence, financial literacy, personal and professional accomplishments, attributes, background and experience in light of the needs of the Board. For incumbent directors, factors also include past performance on the Board. The Board has determined that it is beneficial to have individuals on the Board with the following skills, experiences and attributes (See the Director Skills Matrix below for an overview of the skills, experiences and attributes of our current Board members):

  6. Director and Nominee Experience and Qualifications

    | • Public Company Experience (Officer/Director) • Finance/Accounting • Business Development/Strategy/Commercial • Governance/Government Relations/Legal • Operations/Engineering/Construction/Technical | • Industry Experience (Upstream/Midstream/Downstream) • Private Equity • International • Cybersecurity/IT |

  7. Director Skills Matrix

    Director Skills Matrix

  8. Director Skills Matrix

    | | Armstrong | Burk | Chiang | DeSanctis | McCarthy | Pefanis | Petersen | Pruner | Raymond | Shackouls | Ziemba | | Public Company Experience | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | | Finance/Accounting | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | | Business Development/ Strategy/Commercial | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | | Governance/ Government Relations/Legal | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | | Operations/Engineering/ Construction/ Technical | ✓ | | ✓ | ✓ | | ✓ | | | ✓ | ✓ | ✓ | | Industry Experience | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | | Private Equity | | | | | ✓ | | ✓ | | ✓ | | | | International | ✓ | ✓ | ✓ | ✓ | | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | | Cybersecurity/IT | | | ✓ | | | | | | | | |

  9. Class I Directors Standing for Election at the 2026 PAA and PAGP Annual Meetings

    Class I Directors Standing for Election at the 2026 PAA and PAGP Annual Meetings The Board has nominated Mr. Chiang, Ms. DeSanctis, Ms. Pruner and Mr. Ziemba, current Class I directors, for election at the 2026 PAA and PAGP Annual Meetings. Each nominee has consented to serve if elected and, if elected, will serve until the 2029 annual meeting, subject to their earlier resignation, death or removal. If any of the nominees becomes unavailable to serve as a director prior to the 2026 PAA and PAGP Annual Meetings, the Board may designate a substitute nominee, or the Board may decide to reduce the size of the Board. In the case of a substitute nominee, the persons named as proxies will vote for the substitute nominee designated by the Board.

  10. Class I Directors Standing for Election at the 2026 PAA and PAGP Annual Meetings

    | WILLIE CHIANG Not Independent PAGP/PAA Director since 2017 Chairman, CEO and President Committees: None Other Current Public Company Boards: Delta Airlines | Willie Chiang, age 65, has served as a director of PAGP GP since February 2017, as Chief Executive Officer of PAGP GP and GP LLC since October 2018, as Chairman of the Board since January 2020 and as President since Mr. Pefanis’ retirement in June 2025. Mr. Chiang served as Executive Vice President and Chief Operating Officer of PAGP GP and GP LLC from January 2018 until October 2018. He also served as Executive Vice President and Chief Operating Officer (U.S.) of PAGP GP and GP LLC from August 2015 through December 2017. Prior to joining Plains, Mr. Chiang served as Executive Vice President — Operations for Occidental Petroleum Corporation from 2012 until 2015. From 1996 until 2012, he served in various positions at ConocoPhillips, including most recently as Senior Vice President — Refining, Marketing, Transportation and Commercial. He currently serves on the board of Delta Airlines and previously served on the boards of DCP Midstream and Chevron Phillips Chemical. He also serves on the board of Performing Arts Houston. Mr. Chiang serves as a director of the Federal Reserve Bank of Dallas, Houston Branch, and is a member of the Energy Advisory Council. He serves as chair of the American Fuel & Petrochemical Manufacturers (AFPM) trade association and is also involved in a number of other industry organizations including the American Petroleum Institute (API) and National Petroleum Council. He received a BS in Mechanical Engineering from South Dakota School of Mines and Technology and completed the Advanced Management Program at the University of Pennsylvania. Mr. Chiang’s role as CEO and President and his broad experience in the energy industry, together with his leadership capabilities and strategic focus, make him highly qualified to serve on the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Operations/ Engineering/ Construction/ Technical • Industry Experience • International • Cybersecurity/IT |

  11. Class I Directors Standing for Election at the 2026 PAA and PAGP Annual Meetings

    | ELLEN R. DESANCTIS Independent PAGP/PAA Director since 2022 Committees: Audit HSES | Ellen R. DeSanctis, age 69, has served as a director of PAGP GP since August 2022. She has served as a Senior Counselor at H/Advisors Abernathy since September 2024. She previously served as Senior Vice President of Corporate Relations for ConocoPhillips, where she worked from 2012 until her retirement in 2022. In that capacity, she was responsible for investor relations, corporate communications and charitable programs. Prior to ConocoPhillips, Ms. DeSanctis had responsibility for similar functions, as well as strategic planning roles, for a number of upstream energy companies, including Petrohawk Energy Corporation, Rosetta Resources, Burlington Resources, Vastar Resources and ARCO. Ms. DeSanctis spent her early career as an engineer for Shell Oil Company. Ms. DeSanctis served on the board of SilverBow Resources, Inc. from November 2023 until August 2024. She also served as past chair of the Girl Scouts of San Jacinto Council. Ms. DeSanctis holds a BA in Geological and Geophysical Sciences from Princeton University and an MBA from UCLA. Ms. DeSanctis’s diverse, strategic and stakeholder-focused background brings a valuable perspective to the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Operations/ Engineering/ Construction/ Technical • Industry Experience • International | | ALEXANDRA D. PRUNER Independent PAGP/PAA Director since 2018 Committees: Audit (Chair) Other Current Public Company Boards: NRG Energy, Inc. | Alexandra D. Pruner, age 64, has served as a director of PAGP GP since December 2018. Ms. Pruner has served as a Senior Advisor of Perella Weinberg Partners (“PWP”), a global independent advisory firm providing strategic and financial advice and asset-management services, and its energy division, Tudor, Pickering, Holt & Co., since December 2018. She previously served as Partner and Chief Financial Officer of PWP from December 2016 through November 2018. She served as CFO and a member of the Management Committee at Tudor, Pickering, Holt & Co. from the firm’s founding in 2007 until its combination with PWP in 2016. Ms. Pruner served as a director and member of the audit committee of Anadarko Petroleum Corporation from November 2018 until its sale in August 2019. She has also served as a director of NRG Energy, Inc. since October 2019 and as chair of NRG’s audit committee since August 2024. She also served as chair of the board of Malta Inc. from April 2022 through December 2025, and as a director of Encino Acquisition Partners, LLC from November 2019 and as chair of the Encino board from December 2021 until the company’s sale to EOG Resources in August 2025. She is the founder and an advisory board member of the Women’s Global Leadership Conference in Energy and she also serves as chair of the Texas Medical Center Board, among other volunteer efforts. Ms. Pruner holds a BA in Economics from Brown University. Ms. Pruner’s extensive experience in the energy industry from a variety of perspectives, along with her strong finance and investment banking background, make her uniquely qualified to serve on the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Industry Experience • International |

  12. Class I Directors Standing for Election at the 2026 PAA and PAGP Annual Meetings

    | LAWRENCE M. ZIEMBA Independent PAGP/PAA Director since 2020 Committees: Audit HSES (chair) Other Current Public Company Boards: PBF Energy | Lawrence M. Ziemba, age 70, has served as a director of PAGP GP since January 2020. Mr. Ziemba served as Executive Vice President, Refining, and on the executive committee of Phillips 66 from May 2012 until his retirement in December 2017. From 2001 to May 2012, he served in various downstream positions with ConocoPhillips, including President, Global Refining, and chairman of WRB LLC, a downstream joint venture with Cenovus, a Canadian oil producer. He also held various positions of increasing responsibility with Tosco/Unocal from 1977 to 2001. He has held a number of industry leadership positions, including with API and AFPM. Mr. Ziemba has served on the board of directors of PBF Energy since 2023. From 2020 through 2022 he served as a director of PBF Logistics GP LLC. He also serves as chair of the board of trustees of Duchesne Academy in Houston. Mr. Ziemba received a BS in mechanical engineering from the University of Illinois — Champaign and an MBA from the University of Chicago. We believe that his operations, technical and project management expertise, coupled with his business sense and understanding of strategic positioning in the energy space, adds a diverse operating and downstream perspective to the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Operations/ Engineering/ Construction/ Technical • Industry Experience • International |

  13. Other Directors (Directors with terms expiring after the 2026 PAA and PAGP Annual Meetings)

    | VICTOR BURK Independent PAGP/PAA Director since 2010 Committees: Audit Compensation | Victor Burk, age 76, has served as a director of PAGP GP since January 2014. He served as a Senior Advisor for Alvarez and Marsal, a privately owned professional services firm, from January 2023 until his retirement in October 2024. He also served as Managing Director of Alvarez and Marsal from April 2009 through December 2022. From 2005 to 2009, Mr. Burk was the global energy practice leader for Spencer Stuart, a privately owned executive recruiting firm. Prior to joining Spencer Stuart, Mr. Burk served as managing partner of Deloitte & Touche’s global oil and natural gas group from 2002 to 2005. He began his professional career in 1972 with Arthur Andersen and served as managing partner of Arthur Andersen’s global oil and natural gas group from 1989 until 2002. Mr. Burk served on the board of directors and audit committee of EV Energy Partners, L.P. from September 2006 until June 2018. Mr. Burk served as a director and as chair of the audit committee of PNGS GP LLC, the general partner of PAA Natural Gas Storage, L.P., from April 2010 through December 2013. Mr. Burk also serves as a board member of the Sam Houston Area Council of the Boy Scouts of America. He received a BBA in Accounting from Stephen F. Austin State University, graduating with highest honors. We believe that Mr. Burk’s background, spanning over 30 years of extensive public accounting and consulting experience in the energy industry, coupled with his demonstrated leadership abilities, bring valuable experience and insight to the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Industry Experience • International | | KEVIN S. MCCARTHY Independent PAGP/PAA Director since 2020 Committees: Governance HSES Other Current Public Company Boards: Kinetik Holdings Inc. Chord Energy Corporation | Kevin S. McCarthy, age 66, has served as a director of PAGP GP since October 2020. He served as Vice Chairman at Kayne Anderson from 2019 to 2023. During his 19-year tenure at Kayne Anderson, he co-founded the firm’s energy infrastructure securities activities, and served as CEO and Chairman of the Board of Directors for Kayne Anderson’s closed-end funds. Prior to joining Kayne Anderson in 2004, Mr. McCarthy was global head of energy investment banking at UBS Securities LLC and held similar positions at PaineWebber Incorporated and Dean Witter Reynolds. Mr. McCarthy serves as a director of Kinetik Holdings Inc. and Chord Energy Corporation, and previously served as a director of Whiting Petroleum Corporation (Chairman), Altus Midstream Company, Range Resources Corporation, ONEOK, Inc., Emerge Energy Services LP and K-Sea Transportation Partners L.P. He also sits on the board of directors of the Gladney Fund, a Fort Worth based adoption agency. Mr. McCarthy earned a BA in economics and geology from Amherst College and an MBA in Finance from the Wharton School at the University of Pennsylvania. Mr. McCarthy’s extensive investment management background and involvement in the energy sector, along with the breadth and depth of his market and industry knowledge, brings substantial experience, insight and skill to the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Industry Experience • Private Equity |

  14. Other Directors (Directors with terms expiring after the 2026 PAA and PAGP Annual Meetings)

    | HARRY N. PEFANIS Not Independent PAGP/PAA Director since 2017 Former President Committees: None | Harry N. Pefanis, age 68, has served as a director of PAGP GP since February 2017 and served as President of PAGP GP and GP LLC from March 2021 until his retirement effective June 1, 2025. He currently serves as a Senior Advisor to the CEO. He previously served as President and Chief Commercial Officer of PAGP GP and GP LLC from January 2018 until March 2021. He served as President and Chief Operating Officer of GP LLC from PAA’s formation in 1998 through December 2017, and as President and Chief Operating Officer of PAGP GP from July 2013 through December 2017. He was also a director of PAA’s former general partner. In addition, he was Executive Vice President — Midstream of Plains Resources from May 1998 to May 2001, and he previously served in various roles of increasing responsibility from 1983 to 1998. Mr. Pefanis served as a director of Oasis Midstream Partners, L.P. from July 2018 until February 2022. Mr. Pefanis currently serves as a director of the Memorial Hermann Health System. He is also a director of the Memorial Hermann Foundation and a trustee of the University of Oklahoma Foundation. Mr. Pefanis’s involvement with PAA since its formation and his considerable operational, commercial, accounting and financial experience brings important and valuable skills to the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Operations/ Engineering/ Construction/ Technical • Industry Experience • International | | GARY R. PETERSEN Independent PAGP/PAA Director since 2001 Committees: Compensation Governance | Gary R. Petersen, age 79, has served as a director of PAGP GP since November 2016. He served as a director of PAA’s general partner from June 2001 until November 2016. Mr. Petersen is a Managing Partner of EnCap, an investment management firm which he co-founded in 1988. He also served as a director of EV Energy Partners, L.P. from September 2006 until June 2018. He had previously served as Senior Vice President and Manager of the Corporate Finance Division of the Energy Banking Group for RepublicBank Corporation. Prior to his position at RepublicBank, he was Executive Vice President and a member of the Board of Directors of Nicklos Oil & Gas Company from 1979 to 1984. He served from 1970 to 1971 in the U.S. Army as a First Lieutenant in the Finance Corps and as an Army Officer in the Army Security Agency. He is a member of the Independent Petroleum Association of America, the Houston Producers Forum and the Petroleum Club of Houston. Mr. Petersen is a director of the Memorial Hermann Health System and the Houston Museum of Natural Science. He also sits on the board of trustees of The Council on Recovery. Mr. Petersen holds BBA and MBA degrees in finance from Texas Tech University. Mr. Petersen has been involved in the energy sector for over 35 years, garnering extensive knowledge of the energy sectors’ various cycles, as well as the current market and industry knowledge that comes with management of billions of dollars of energy-related investments. In tandem with the leadership qualities evidenced by his executive background, we believe that Mr. Petersen brings numerous valuable attributes to the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Industry Experience • Private Equity • International |

  15. Other Directors (Directors with terms expiring after the 2026 PAA and PAGP Annual Meetings)

    | GREG L. ARMSTRONG Not Independent PAGP/PAA Director since 1998 Former Chairman and CEO Committees: None | Greg L. Armstrong, age 67, has served as a director of PAGP GP since 2013. He has also served as a Senior Advisor to the CEO since January 1, 2020. Mr. Armstrong served as Chairman of the Board of PAGP GP from July 2013 through December 31, 2019 and as Chief Executive Officer of PAGP GP from July 2013 until his retirement from such position in October 2018. He also served as Chief Executive Officer of GP LLC from PAA’s formation in 1998 until his retirement from that position in October 2018. He served as a director of PAA’s general partner or former general partner from PAA’s formation until November 2016 when the Board of PAGP GP assumed responsibility for PAA in addition to PAGP and Plains AAP. In addition, he was President, Chief Executive Officer and director of Plains Resources Inc. from 1992 to May 2001 and served in various roles of increasing responsibility from 1981 to 1992. Mr. Armstrong served as a director of the Federal Reserve Bank of Dallas from 2015 to 2021, retiring as Chair at the end of 2021. Mr. Armstrong also served as a director of NOV, Inc. and its predecessors from 2004 to May 2025, including serving as lead director from May 2023 until May 2025. Mr. Armstrong currently serves as chair of the board of the Memorial Hermann Health System. Mr. Armstrong also serves on the board of the Houston Zoo and is a member of the advisory board of the Maguire Energy Institute at the Cox School of Business at Southern Methodist University, the Baker Institute and Veriten, and is a past Chairman of the National Petroleum Council. Mr. Armstrong’s experience with PAA since its formation, including as former Chairman and CEO, and his long-time involvement in the energy industry, provide the Board with invaluable insight and perspective. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Operations/ Engineering/ Construction/ Technical • Industry Experience • International |

  16. Other Directors (Directors with terms expiring after the 2026 PAA and PAGP Annual Meetings)

    | JOHN T. RAYMOND Lead Director Independent PAGP/PAA Director since 2010 Committees: Compensation Governance (chair) Other Current Public Company Boards: NGL Energy Holdings LLC | John T. Raymond, age 55, has served as a director of PAGP GP since October 2013 and as Lead Director since June 2025. He served as a director of PAA’s general partner from December 2010 until November 2016. Mr. Raymond is the founder and majority owner of EMG, which is the management company for a series of specialized private equity funds. EMG was founded in 2006 and focuses on investing across various facets of the global natural resource industry including the upstream and midstream segments of the energy complex. As of September 30, 2025, EMG had approximately $12 billion of assets under management. From 1998 until founding EMG, Mr. Raymond held various executive leadership positions with several energy companies, including Plains Resources Inc. (the publicly traded predecessor company to Vulcan Energy), Plains Exploration and Production Company, Kinder Morgan, Inc. and Ocean Energy, Inc. From 1992 to 1998, he was a Vice President with Howard Weil Labouisse Friedrichs, Inc. Mr. Raymond has been a direct or indirect owner of PAA’s general partner since 2001 and served on the board of PAA’s general partner from 2001 to 2005. He serves on numerous other private company boards and currently serves on the board of NGL Energy Holdings LLC, the general partner of NGL Energy Partners, L.P. Mr. Raymond received a BSM degree from the A.B. Freeman School of Business at Tulane University with dual concentrations in finance and accounting and currently sits on the board of the Business School Council. He also serves as a director on the board of the American Heart Association, as a member of the MD Anderson Cancer Center Board of Visitors, UT Medicine Executive Advisory Board and is a former member of YPO. We believe that Mr. Raymond’s experience with investment in and management of a variety of upstream and midstream assets and operations provides a valuable resource to the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Operations/ Engineering/ Construction/ Technical • Industry Experience • Private Equity • International | | BOBBY S. SHACKOULS Independent PAGP/PAA Director since 2010 Committees: Compensation (chair) Governance | Bobby S. Shackouls, age 75, has served as a director of PAGP GP since January 2014 and served as Lead Director from January 2020 until June 2025. Mr. Shackouls served as Chairman of Burlington Resources Inc. from 1997 until its acquisition by ConocoPhillips in 2006, and he continued to serve on the ConocoPhillips Board of Directors until his retirement in May 2011. Prior thereto, Mr. Shackouls served as President and Chief Executive Officer of Meridian Oil, Inc., a wholly owned subsidiary of Burlington Resources, from 1994 to 1995, and as President and Chief Executive Officer of Burlington Resources from 1995 until 2006. Mr. Shackouls served as a director of The Kroger Co. from 1999 until January 2021, as a director of Oasis Petroleum from 2012 until November 2020, and as a director of Quintana Energy Services from January 2019 until July 2020. He served as a director and member of the audit committee of PNGS GP LLC, the general partner of PAA Natural Gas Storage, L.P., from April 2010 through December 2013. We believe that Mr. Shackouls’ extensive experience within the energy industry offers valuable perspective and, in tandem with his long history of leadership as the CEO of a public company, make him highly qualified to serve as a member of the Board. | Board Qualifications/ Attributes: • Public Company Experience • Finance/Accounting • Business Development/ Strategy/Commercial • Governance/ Government Relations/ Legal • Operations/ Engineering/ Construction/ Technical • Industry Experience • International |

  17. 2025 Executive Compensation Highlights

    2025 Executive Compensation Highlights The discussion set forth below in this Compensation Discussion and Analysis describes our current approach to executive compensation and elaborates upon the various actions taken and adjustments made with respect to our executive compensation program for 2025. Highlights include: • Adjustments to Annual Compensation Elements: Following its annual review in February 2025, the Compensation Committee approved adjustments to NEO base salaries to support retention and maintain competitive positioning relative to peers, taking updated market data and individual considerations into account. Additionally, the annual LTIP target (as a percentage of base salary) for Mr. Chiang was increased. Additional information regarding our annual compensation elements is described below. • Annual Bonus: Considering PAA’s strong performance on HSE metrics and management’s very strong performance with respect to strategic positioning for 2026 during a challenging year, NEO bonuses paid out at 131% of target. Additional information regarding our 2025 bonus program is described below. • Long-Term Incentive Matters: Time-based and performance-based long-term incentive awards granted in 2022 vested (became payable 1 for 1 in PAA common units) in August 2025. Taking all vesting criteria into account, the 2022 grants paid out at 127.5% of target. Consistent with our annual practice, in August 2025 we granted long-term equity incentive awards to our NEOs, Our Named Executive Officers are employed by GP LLC and spend the substantial majority of their time managing the business of PAA, which benefits us as PAA’s performance will determine our success. We do not have operations that are separate from PAA and we do not separately compensate our Named Executive Officers for any services provided to us. As a result, this CD&A describes the compensation of our Named Executive Officers as it related to their services performed on behalf of PAA during 2025. 50% of which are time-based and 50% of which are performance-based with vesting based on Total Shareholder Return (“TSR”) and Distributable Cash Flow per common unit equivalent (“DCF/CUE”) results measured over a cumulative three-year performance period. In addition, to support the retention of our CEO for up to five more years, continued execution of key strategic initiatives and the development of potential successors, we extended the expiration date of our CEO’s promotional grant originally awarded in 2018. Lastly, to provide incremental retention incentive to remain with Plains to drive key initiatives and support long-term succession planning, we granted special retention long-term incentive awards to two of our NEOs who are proven leaders and critical to the future leadership and success of Plains. Additional information regarding our long-term incentive awards is described below.

  18. Executive Compensation General Philosophy and Approach

    | What We Do | What We Don’t Do | | ✓ We emphasize pay for performance ✓ Over 80% of target NEO compensation is variable and/or at risk ✓ Our annual bonus program is 100% performance based with payout based on a formulaic framework ✓ 50% of NEO long-term equity incentives are performance based, requiring performance over a multi-year period ✓ Compensation program design mitigates against excessive risk taking ✓ Independent compensation consultant ✓ Regular investor engagement on compensation and other matters ✓ Equity Ownership Guidelines for executive officers and directors ✓ Clawback Policy that applies to incentive-based and other compensation | No guaranteed bonuses No excise tax gross ups Directors and officers are prohibited from hedging or pledging company securities Our equity plan prohibits backdating or repricing of options No significant perquisites for our executive officers No single-trigger change in control protections in our long-term incentive plan grants |

  19. Compensation Elements and Objectives

    | What We Pay | Why We Pay It | Key Features | | Long-Term Equity Incentive Awards | Motivate and reward long-term performance and retention, and create additional alignment with investors | • Long-term equity incentives are 50% performance-based and 50% time-based • Performance-based awards earned based upon performance over cumulative three-year period • Performance metrics include relative TSR with negative TSR modifier, and DCF/CUE with leverage modifier (potential downward adjustment only) • Distribution Equivalent Rights (“DERs”) associated with long-term equity awards provide additional potential incentive and alignment with other equity holders | | Employee Benefits | Attract and retain talent | • Customary health and welfare benefits for all U.S. employees, including 401(k) Plan with company matching • No defined benefit or pension plans • No significant perquisites |

  20. 2025 Independent Study of Executive Compensation and TSR Peer Group

    2025 Independent Study of Executive Compensation and TSR Peer Group Compensation Peer Comparison Study. With respect to our 2025 executive compensation program, our Compensation Committee engaged and relied upon Meridian to provide independent counsel and advice regarding our executive compensation program design and practices as compared to our peers and to conduct a peer comparison review of our executive officer compensation. In connection with its engagement of Meridian, the Compensation Committee evaluated and confirmed Meridian’s independence relative to existing PAA or PAGP relationships or potential conflicts, in line with Nasdaq requirements. Business consolidation and unique operating models create some challenges in identifying directly comparable peer companies. Accordingly, we take a broad view of comparability to include organizations that are similar to ours and that we believe we compete with for attracting and retaining executive talent. Our primary compensation comparison peer group for 2025 included 11 companies across a wide range of revenues, asset values and enterprise values that are primarily engaged in the midstream business in the United States. The entities in the 2025 compensation comparison peer group are listed in the table below. Meridian utilized publicly available information to analyze compensation practices of the companies in the comparison peer group, including how overall compensation is divided among long-term incentives, annual incentives and base salary. Meridian also compared the amount and structure of compensation for our executive officers to the comparison peer group. To provide a broader context to the Compensation Committee, Meridian also provided the Committee with relevant data from six additional midstream companies, 10 upstream companies (used exclusively for pay mix comparison purposes), and relevant survey data (used as a secondary reference for additional context); however, the compensation comparison peer group listed in the table below served as the primary source of external comparative information. Meridian’s study, which was completed in November 2024 and considered in detail by the Compensation Committee in January 2025, included the following summary findings: • Total target compensation for all NEOs (other than the CEO) on average was generally competitive with peers; and Total target compensation for the CEO was below the median relative to peers. TSR Comparator Peer Group. For a portion (25%) of the long-term incentive awards granted to our executive officers in 2025, we included relative TSR as a performance metric for the three-year performance period ending June 30, 2028. The entities in our TSR Comparator Peer Group for the 2025 long-term incentive awards are listed in the table below.

  21. 2025 Independent Study of Executive Compensation and TSR Peer Group

    | Entity/Index Name (Ticker) | 2025 Compensation Comparison Peer Group | 2025 TSR Comparator Peer Group | | Energy Transfer LP (ET) | | | | Enterprise Products Partners LP (EPD) | | | | Kinder Morgan Inc. (KMI) | | | | The Williams Companies Inc. (WMB) | | | | MPLX LP (MPLX) | | | | ONEOK Inc. (OKE) | | | | Targa Resources Corp. (TRGP) | | | | Western Midstream Partners LP (WES) | | | | EnLink Midstream LLC (ENLC) | | | | Equitrans Midstream Corporation (ETRN) | | | | Genesis Energy LP (GEL) | | | | Kinetik Holdings Inc. (KNTK) | | | | S&P 500 Index (SPX) | | | | Alerian Midstream Energy Index (AMNA) | | |

  22. Additional Information Regarding Compensation Practices and Processes

    Additional Information Regarding Compensation Practices and Processes Set forth below is additional information regarding our compensation practices and processes as they relate to the elements of our compensation program: Base Salary. Historically, we have not made regular annual adjustments to the base salaries of our Named Executive Officers; however, in February 2023, the Compensation Committee determined that it would commence annual market-based reviews starting in 2024. We have also historically made salary adjustments periodically in connection with promotions, the assumption of increased responsibilities or to address changes in competitive market data. Based on Meridian’s compensation comparison study and as a part of the market-based review by the Compensation Committee in January 2025, Mr. Chiang’s annual base salary was increased by $50,000 in order to better align his compensation with the peer median for the CEO role. Base salaries for the other NEOs were increased by approximately 3.6% to 7.3% depending on position. Annual Cash Incentive Awards. Annual cash incentive awards (or bonuses) are determined within a formulaic framework that includes an annual bonus target for each Named Executive Officer, expressed as a percentage of base salary, and the determination of an actual payout as a percentage of such target amount based on company performance relative to specific goals, and individual contributions. Annual company goals typically include financial, safety, environmental and other specified goals, and each goal, as well as the individual performance component, is assigned a weighting or percentage share of the total payout opportunity. Annual goals and objectives, as well as weightings and potential payout ranges (expressed as a percentage of target) are established at the beginning of each year and are discussed and reviewed with the Board in conjunction with the review and approval of our annual plan. Payout percentages relative to achievement of specified goals may range from 0 — 200% of an individual’s target opportunity. The final amounts that are paid may be adjusted by the Compensation Committee and the Board based on factors it deems relevant. Such adjustments may be positive or negative depending on the circumstances.

  23. 2025 Annual Bonus Formula

    2025 Annual Bonus Formula At the end of each year, the CEO provides a written assessment of Company and individual performance (for all NEOs other than himself) relative to goals and objectives established at the beginning of the year. In connection with his assessment of Company and individual performance, the CEO considers various factors, including: • whether or not we achieved the goals established for the year and any notable shortfalls relative to expectations; • the level of difficulty associated with achieving such objectives based on the opportunities and challenges encountered during the year; • current year operating and financial performance relative to both public guidance and prior year’s performance; • significant transactions or accomplishments for the period not included in the goals for the year; • our relative positioning at the end of the year with respect to future growth and performance; and • our equity price performance and returns during the year and our position at the end of the year with respect to our targeted leverage metrics and credit profile. Based on the conclusions set forth in the annual performance assessment, the CEO submits to the Compensation Committee the results of the formulaic bonus calculations, along with any recommendations for adjustments, for all Named Executive Officers other than himself. The Compensation Committee may adjust the CEO’s recommendations upward or downward in its discretion. The Compensation Committee’s recommendations are then submitted to the Board for final review and approval. As noted above, the CEO does not make a recommendation with respect to his own bonus. The Compensation Committee assesses the CEO’s performance and contributions toward meeting the goals and objectives established at the beginning of the year, and then recommends to the Board a total bonus payout for the CEO that it believes to be commensurate with such performance and contributions. Long-Term Incentive Awards. We use performance and time-based phantom unit grants issued under our Long-Term Incentive Plans to incentivize and retain our executive officers and encourage and reward timely achievement of targeted metrics designed to align the long-term interests of the Named Executive Officers with those of our unitholders.

  24. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    2025 Annual LTIP Award; Determination of Units for Annual Grants NEOs are eligible to receive an annual grant of phantom units based on a formula tied to base salary and PAA’s unit price. The size of the annual grant for a specified individual is based on a designated target percentage of their base salary that accounts for their expected contribution in respect of longer-term performance objectives. Based on Meridian’s compensation comparison study and as a part of the market-based review by the Compensation Committee in January 2025, the annual LTIP target (as a percentage of base salary) for Mr. Chiang was increased from 750% to 850%. No changes were made to the annual LTIP targets for the other NEOs. Annual equity grants typically require minimum service periods of three years in order to encourage long-term retention. A phantom unit grant provides the holder with the right to receive, upon the satisfaction of vesting criteria specified in the grant, a PAA common unit (or cash equivalent). We do not use options as a form of incentive compensation. Terms of phantom unit grants may vary, but generally phantom units vest upon the achievement of designated performance thresholds and continued employment for a full three-year period. Phantom unit grants for the Named Executive Officers typically include DERs, and for the regular annual awards granted in 2025, DERs on the performance-based portion of such awards accrue from the grant date and will be payable only if and to the extent the underlying phantom units vest at the end of the three-year performance period. DERs on the time-based portion of such awards accrue for the first year following the grant date, with such accrued amount being paid out on the first anniversary of the grant date, and then are paid on a quarterly basis thereafter. Our long-term incentive plan grants for our NEOs also provide for accelerated vesting in the event their employment is terminated as a result of or in connection with death, disability, termination without cause, change of control or retirement on terms and timing that are approved by the CEO (or by the Board in the case of the CEO). See “— Potential Payments Upon Termination or Change-in-Control.” 2025 Performance Overview and Specific Application of Compensation Elements in 2025 At the beginning of 2025, we established key quantitative financial, safety and environmental objectives, along with several qualitative goals. These objectives and goals are summarized in the table below.

  25. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    | 2025 Performance Objectives and Results (all figures rounded) | | | | Quantitative Goals | | | | Metrics | 2025 Goals | 2025 Results | | Adjusted EBITDA attributable to PAA(1) | $2.900 billion | $2.833 billion | | Implied DCF per CUE(1) | $2.70 | $2.61 | | Safety and Environmental | • Total Preventable Recordable Injury Rate (TRIR): 0.25 • Off Property Reportable Releases (OPRR): 10 | • TRIR: 0.22 • OPRR: 10 | | Qualitative Goals | | | | • Financial: maintain financial flexibility and liquidity; maintain leverage ratio comfortably in range of 3.25x to 3.75x; generate meaningful free cash flow and increase returns of free cash flow after distributions to unitholders. • Investment: maintain capital discipline by completing our capital program and maintaining prudent risk adjusted return hurdles for projects under development; advance key projects that will support future growth and returns; and enhance existing assets. • Operations and Management: advance and complete key programs and initiatives, including efforts designed to streamline and improve the efficiency of our operations, systems and processes; progress health, safety and environmental goals; and advance key initiatives related to leadership and career development and succession planning, employee engagement, and employee wellbeing. | | | | (1) Adjusted EBITDA attributable to PAA and Implied DCF are non-GAAP financial measures. Information regarding these non-GAAP financial measures, including a reconciliation to the most directly comparable GAAP measures, is included under the caption “Non-GAAP Financial Measures” beginning on page 75 of PAA’s Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC (File No. 001-14569). | | |

  26. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    Set forth below is a brief recap of our 2025 performance relative to our goals and objectives for the year: • With respect to Adjusted EBITDA attributable to PAA and DCF per CUE, our actual results were below plan by approximately 2% and 3%, respectively. The underperformance was driven primarily by lower prices and pipeline loss allowance revenues offset by favorable NGL market opportunities, trucking cost optimization efforts and two months of EBITDA contributions from the EPIC acquisition. • We exited the year with a leverage ratio of 3.9x (above our leverage ratio target range) primarily driven by debt issued to fund the EPIC acquisition. The leverage ratio is expected to return to approximately the midpoint of our target range following receipt of proceeds from the pending sale of our Canadian NGL business. • We achieved a record low total preventable recordable injury rate (“TRIR”) of 0.22, and reduced injury severity. We met our target for off-property reportable releases (“OPRR”) of 10 and achieved a record low number of total reportable releases. In developing his annual bonus recommendations, our CEO primarily considered the quantitative factors and context described above. Other factors noted by our CEO as being relevant to his assessment of our 2025 performance included the following: Reached an agreement to sell our Canadian NGL business to Keyera Corp. at an attractive valuation of approximately $3.75 billion, with closing targeted for May 2026. • Proactively redeployed the anticipated NGL sale proceeds to acquire the Permian EPIC crude system for approximately $2.90 billion in a transaction that was immediately accretive to distributable cash flow (DCF) and provided Plains with a higher quality and more durable cash flow stream. • Further advanced our bolt-on acquisition strategy by completing five additional transactions for aggregate purchase price consideration of approximately $800 million net to Plains. • Maintained top-quartile health, safety and environmental (HSE) performance despite multiple concurrent initiatives and organizational changes. • Extended key long-haul contracts in the Permian Basin and significantly expanded our dedicated acreage. • Strengthened our financial flexibility through the issuance and refinancing of senior notes, refinancing EPIC’s term loan at lower rates, repurchasing a portion of our outstanding Series A preferred units and the extension of the maturity of our credit facilities. • Significantly advanced efforts related to optimization, streamlining, efficiency and other cost reduction initiatives and opportunities. • Advanced our leadership development, succession planning and employee career development efforts, and continued to enhance employee communication, engagement and wellbeing. 2025 Compensation Elements For 2025, the elements of compensation were applied as described below. Base Salary. In February 2025, the Compensation Committee recommended and the Board approved a $50,000 increase to Mr. Chiang’s annual base salary. Base salaries for the other NEOs were increased by approximately 3.6% to 7.3% depending on position. The 2025 annual base salaries for our NEOs were as follows:

  27. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    | Named Executive Officer | Annual Base Salary | | Willie Chiang | $900,000 | | Al Swanson | $570,000 | | Richard McGee | $590,000 | | Chris Chandler | $625,000 | | Jeremy Goebel | $625,000 |

  28. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    Annual Cash Incentive Awards. There were no adjustments to the annual bonus targets for our Named Executive Officers in 2025. The 2025 annual bonus targets for our NEOs, expressed as a percentage of base salary, were as follows:

  29. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    | Named Executive Officer | Annual Bonus Target (as a Percentage of Base Salary) | | Willie Chiang | 250% | | Al Swanson | 150% | | Richard McGee | 150% | | Chris Chandler | 150% | | Jeremy Goebel | 150% |

  30. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    The goals (and weightings) for 2025 cash incentive awards established at the beginning of the year were company performance (60% overall weighting allocated among Adjusted EBITDA attributable to PAA (40%), DCF per CUE (40%) and safety/environmental (20%)) and individual performance (40% weighting). The minimum and maximum payout levels of 0% and 200%, respectively, for Adjusted EBITDA attributable to PAA and DCF per CUE were set at approximately 93% and 107%, respectively, of the applicable target with linear interpolation between those points. The minimum and maximum payout levels of 0% and 200%, respectively, for safety (TRIR) and environmental (OPRR) metrics were set at a range of between 0.36 (min) to 0.14 (max) for TRIR and a range of between 15 (min) and 5 (max) for OPRR, in both cases with linear interpolation between those points. Individual performance metric payouts were determined by the Compensation Committee based on its assessment of individual contributions towards achieving our 2025 goals and objectives. Company Performance (60% weight) The table below reflects the weighting, payout range and actual results for each company performance metric. Individual performance scores and payout calculations are set forth below under “— Individual Performance.”

  31. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    | Company Performance Metrics | Weight | Threshold | Target | Max | Result | Payout % | Wgtd % | | Adjusted EBITDA attributable to PAA (dollars in millions) | 40% | $2,700 | $2,900 | $3,100 | $2,833 | 67% | 27% | | Implied DCF/CUE | 40% | $2.51 | $2.70 | $2.89 | $2.61 | 53% | 21% | | Safety (TRIR) | 10% | 0.36 | 0.25 | 0.14 | 0.22 | 127% | 13% | | Environmental (OPRR) | 10% | 15 | 10 | 5 | 10 | 100% | 10% | | Company Performance Subtotal | | | | | | | 70% | | Adjustment(1) | | | | | | | 15% | | Adjusted Final Company Performance Score(1) | | | | | | | 85% |

  32. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    (1) The Compensation Committee approved a 15 percentage point discretionary increase to the overall weighted Company Performance score considering PAA’s strong performance on HSE metrics and management’s very strong performance with respect to strategic positioning for 2026 during a challenging year. See “2025 Performance Overview and Specific Application of Compensation Elements in 2025” above and “Individual Performance” below for additional discussion of 2025 performance relative to goals and objectives. Individual Performance (40% weight) As noted above, individual performance accounts for 40% of the annual bonus opportunity for our Named Executive Officers. Each officer’s individual contributions toward satisfaction of company goals and objectives is evaluated and payouts may range from 0-200% of target. During 2025, the executive leadership team executed exceptionally well together and successfully led the organization through a very challenging year, maintained focus on key strategic initiatives and HSE matters and put the company in a very good position heading into 2026. The individual payout scores for our NEOs for 2025 are set forth in the table below and take these factors into account, together with the specific items described for each NEO in the table.

  33. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    | Name | 2025 Individual Performance Highlights | Payout Score | | Willie Chiang | • Overall leadership, culture and tone setting • Leadership role with respect to key strategic initiatives positioning company for 2025+, including Keyera transaction, EPIC acquisition and streamlining initiative • Investor and rating agency engagement/messaging, capital allocation/ discipline, operating excellence • Ongoing Board initiatives, leadership development/succession | 200% | | Al Swanson | • Finance group leadership in dynamic and complex environment • Driver of organizational focus on maintaining capital discipline, financial flexibility and strong committed liquidity • Key role leading financial strategy and capital allocation framework • Took action to maintain financial flexibility and liquidity, including repurchasing ~$330MM of Series A preferred units, accessing the debt capital markets 3 times in 2025 raising $3B and paying down the $1.1B EPIC term loan by replacing at PAA level with lower rates | 200% | | Richard McGee | • Legal/Land and HR group oversight/leadership during very active year • Leadership/oversight of legal efforts in support of key acquisition, divestiture, JV and other transactions and key commercial arrangements, including the Keyera transaction and the EPIC acquisition • Oversight of effort to manage/mitigate/resolve Line 901 and other litigation exposure • Key role in various board/governance/HR/compensation initiatives | 200% | | Chris Chandler | • Overall leadership of operations organization • Met or exceeded company HSE goals; best ever safety performance and total release count; no Tier 1 or Tier 2 process safety events • Implemented AFPM Walk the Line process safety program • Prepared organization, processes and systems for pending sale of Canadian NGL business • Assumed responsibility for Communications and Stakeholder Engagement groups • Key leadership role in streamlining initiatives targeting $100MM of efficiency improvements through 2027 (reducing layers, increasing spans, adopting career level framework and improving operational processes) • Successful integration of six acquisitions totaling $3.7B, including EPIC • Overall management of large expansion and maintenance capital budgets and successful completion of two large strategic capital projects despite cost and scheduling challenges | 200% | | Jeremy Goebel | • Overall commercial organization leadership • Led key commercial strategies that drove financial performance of crude and NGL businesses • Led key business development initiatives • Acquisition of EPIC for $2.9B over two transactions • Acquisition of an additional $800MM of assets/businesses • Pending divestiture of Canadian NGL business to Keyera for ~$3.75B • Increased Permian dedicated acreage by 180,000 acres • Drove lease marketing business simplification and long-term margin enhancement initiatives • Oversight of emerging energy effort • Significant role in attractive positioning of business for 2026+ | 200% |

  34. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    After applying the individual performance scores set forth in the table above, the total formulaic bonus payout calculation for our NEOs was approximately 131%, as set forth in the table below.

  35. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    | Named Executive Officer | 2025 Target Bonus Amount | Company Results | | | Individual Results | | | Percent of Target Bonus Earned | 2025 Actual Bonus Amount(1) | | | | Company Score | Weight | | Individual Score | Weight | | | | | Willie Chiang | $2,250,000 | 85%x | 60% | + | 200%x | 40% | = | 131% | $2,950,000 | | Al Swanson | $855,000 | 85%x | 60% | + | 200%x | 40% | = | 131% | $1,125,000 | | Richard McGee | $885,000 | 85%x | 60% | + | 200%x | 40% | = | 131% | $1,160,000 | | Chris Chandler | $938,000 | 85%x | 60% | + | 200%x | 40% | = | 131% | $1,230,000 | | Jeremy Goebel | $938,000 | 85%x | 60% | + | 200%x | 40% | = | 131% | $1,230,000 |

  36. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    (1) Final amounts paid were rounded to the nearest multiple of $5,000. Long-Term Incentive Awards Regular Annual Long-Term Incentive Awards Based on Meridian’s compensation comparison study and as part of the market-based review by the Compensation Committee in January 2025, the regular annual LTIP target for Mr. Chiang was increased from 750% to 850%. No changes were made to the annual LTIP targets for the other NEOs. The 2025 annual LTIP targets for the Named Executive Officers, expressed as a percentage of base salary, and the value of the 2025 regular annual LTIP awards to the Named Executive Officers are set forth in the table below:

  37. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    | Named Executive Officer | Annual LTIP Award Target Value (as a percentage of base salary) | 2025 Annual LTIP Award Target Value ($) | 2025 Annual Phantom Units Granted(1) | Time-Based Phantom Units (50%) | Performance- Based Phantom Units (50%) | | Willie Chiang | 850% | $7,650,000 | 417,350 | 208,675 | 208,675 | | Al Swanson | 350% | $1,995,000 | 108,850 | 54,425 | 54,425 | | Richard McGee | 350% | $2,065,000 | 112,650 | 56,325 | 56,325 | | Chris Chandler | 425% | $2,656,000 | 144,900 | 72,450 | 72,450 | | Jeremy Goebel | 425% | $2,656,000 | 144,900 | 72,450 | 72,450 |

  38. 2025 Annual LTIP Award; Determination of Units for Annual Grants

    (1) Based on a volume weighted average price per unit for the 10-trading day period beginning five days before and ending five days after the ex-dividend date for the August 2025 distribution ($18.33). The 2025 time-based phantom units will vest (become payable 1-for-1 in PAA common units) on the August 2028 distribution date. The performance-based phantom units will potentially vest on the August 2028 distribution date at a scaled payout range of between 0% to 200% based on: (i) Relative TSR with Negative TSR Modifier (50% weighting): PAA’s TSR measured over the three-year period ending June 30, 2028 compared to the TSR of the TSR Comparator Peer Group identified on page 31 (if PAA’s relative TSR results in a payout of over 100%, but actual TSR is negative, the payout on this portion of the award will be reduced by 25 basis points, but not below 100%); and (ii) DCF per CUE with Leverage Modifier (50% weighting): PAA achieving cumulative DCF per CUE of $8.40 over the three-year period ending June 30, 2028 (payout may be decreased by 25 basis points if PAA’s leverage ratio as of June 30, 2028 is higher than the leverage ratio that equals the upper end of our then applicable leverage guidance range). DERs associated with the time-based phantom units will accrue for the first year and such accrued amount will be paid in cash in a lump sum on the August 2026 distribution date; beginning in November 2026, DERs on such time-based phantom units will be paid quarterly until the associated phantom units vest. DERs associated with the performance-based phantom units will accrue during the three-year performance period and be paid in cash in a lump sum on the August 2028 distribution date with respect to the number of such phantom units, if any, that vest on such date. See the “Grants of Plan Based Awards” table and the “Outstanding Equity Awards at Fiscal Year-End” table below for additional information regarding the 2025 annual grants. Other Long-Term Incentive Award Actions Extension of CEO 2018 Promotional Grant. To support the retention of Mr. Chiang as CEO for up to five more years, continued execution of key strategic initiatives and the development of potential successors, the Board approved an extension of the existing long-term incentive award granted to Mr. Chiang in August 2018 in connection with his promotion to CEO (the “2018 Promotional Grant”). Upon the recommendation of the Compensation Committee, the Board extended the expiration date of the 2018 Promotional Grant by five years. Specifically, the amendment extends the expiration date from October 2025 to October 2030. The remaining terms of the original grant, including the number of units, vesting terms and other provisions, were not changed as a result of the amendment. See the “Outstanding Equity Awards at Fiscal Year-End” table below for additional information regarding Mr. Chiang’s 2018 Promotional Grant. Special Retention Grants. To provide incremental retention incentive for Messrs. Goebel and Chandler, proven leaders who are critical to the future leadership and success of Plains, the Board approved, upon the recommendation of the Compensation Committee, grants of special retention long-term incentive awards as follows: (i) for Mr. Goebel, a five-year award in the amount of 545,550 phantom units (the “Goebel Grant”), and (ii) for Mr. Chandler, a three-year award in the amount of 327,350 phantom units (the “Chandler Grant” and together with the Goebel Grant, the “2025 Special Retention Grants”). The 2025 Special Retention Grants are intended to provide each of Messrs. Goebel and Chandler the incentive to remain with PAA to drive key initiatives and support long-term succession planning. The terms of the 2025 Special Retention Grants are summarized below: • The Goebel Grant will vest (become payable in PAA common units) on the August 2030 distribution date assuming continued service through such date, and the Chandler Grant will vest (become payable in PAA common units) on the August 2028 distribution date assuming continued service through such date. • DERs associated with the Goebel Grant will vest as follows: o 20% will accrue for the first year and will be paid in lump sum on the August 2026 distribution date; beginning in November 2026, this portion of the DERs will be paid quarterly until the phantom units vest or terminate. o Beginning with the August 2026 distribution date, an additional 20% of the DERs will vest each year on the August distribution date (such that 100% of the DERs will have vested by the August 2029 distribution date) and will be paid quarterly until the phantom units vest or terminate. • DERs associated with the Chandler Grant will vest as follows: o One-third will accrue for the first year and will be paid in lump sum on the August 2026 distribution date; beginning in November 2026, this portion of the DERs will be paid quarterly until the phantom units vest or terminate. Beginning with the August 2026 distribution date, an additional one-third of the DERs will vest each year on the August distribution date (such that 100% of the DERs will have vested by the August 2027 distribution date) and will be paid quarterly until the phantom units vest or terminate.

  39. Other Compensation Related Matters

    Other Compensation Related Matters Equity Ownership. Our Named Executive Officers and directors collectively own substantial equity interests in PAA and PAGP including unvested long-term equity awards. As of March 23, 2026, the Named Executive Officers beneficially owned, in the aggregate, approximately 10.9 million units of equity interests in PAA and/or PAGP (including unvested long-term equity awards) with an approximate market value of $238 million, and all executive officers and directors beneficially owned, in the aggregate, approximately 57.8 million units of equity interests in PAA and/or PAGP with an approximate market value of $1.3 billion. Equity Ownership Guidelines. We maintain Equity Ownership Guidelines to further align the interests of our executive officers and directors with the interests of our unitholders by requiring each to achieve and maintain a minimum equity ownership level. Under these guidelines, each executive officer and director is expected to continuously own PAA and/or PAGP securities with a value equal to a specified multiple of his or her base salary or annual cash retainer as follows:

  40. Relation of Compensation Policies and Practices to Risk Management

    Relation of Compensation Policies and Practices to Risk Management Our compensation policies and practices are designed to provide rewards for short-term and long-term performance, both on an individual basis and at the entity level. In general, optimal financial and operational performance, particularly in a competitive business, requires some degree of risk-taking. Accordingly, the use of compensation as an incentive for performance can foster the potential for management and others to take unnecessary or excessive risks to reach targeted performance thresholds. For us, such risks would primarily attach to certain commercial merchant activities as well as to the execution of investment capital projects and acquisitions and the realization of associated returns. From a risk management perspective, our policy is to conduct our commercial activities within pre-defined risk parameters that are closely monitored and are structured in a manner intended to control and minimize the potential for unwarranted risk-taking. We also routinely monitor and measure the execution and performance of investment capital projects and acquisitions relative to expectations. Our compensation arrangements contain a number of design elements that serve to minimize the incentive for unwarranted risk-taking to achieve short-term, unsustainable results, including splitting the awards into a number of tranches and delaying the vesting date for various tranches, in addition to subjecting such awards to forfeiture for terminations related to violations of our risk management policies and practices or of our Code of Business Conduct. In addition, the vesting criteria for long-term incentive awards are typically based on both the passage of time and the achievement of performance thresholds associated with achieving specified long-term financial goals. Also, the fact that we utilize a variety of metrics in connection with our incentive arrangements (both short and long term), including a leverage modifier in the case of our long-term incentive plan grants, provides a structural mitigant against excessive risk taking to achieve performance targets. In combination with our risk-management practices and the processes employed by the Compensation Committee and the Board, we believe there is an adequate level of oversight with respect to the degree of risk being taken by management to achieve short- and long-term performance goals and we believe that risks arising from our compensation policies and practices for employees are not reasonably likely to have a material adverse effect on us.

  41. Summary Compensation Table

    Summary Compensation Table The following table sets forth certain compensation information for our Named Executive Officers.

  42. Summary Compensation Table

    | Name and Current Principal Position | Year | Salary ($)(1) | Stock Awards ($)(2) | Non-Equity Incentive Plan Compensation ($)(3) | All Other Compensation ($)(4) | Total ($) | | Willie Chiang, | 2025 | 887,500 | 8,435,827 | 2,950,000 | 21,840 | 12,295,167 | | Chairman, Chief Executive Officer and President | 2024 | 837,500 | 4,657,905 | 2,995,000 | 21,540 | 8,511,945 | | | 2023 | 800,000 | 3,658,279 | 2,975,000 | 20,640 | 7,453,919 | | Al Swanson, | 2025 | 565,000 | 1,444,984 | 1,125,000 | 21,840 | 3,156,824 | | Executive Vice President and Chief Financial Officer | 2024 | 550,000 | 1,406,160 | 1,150,000 | 21,540 | 3,127,700 | | | 2023 | 550,000 | 1,153,018 | 1,180,000 | 20,640 | 2,903,658 | | Richard McGee, | 2025 | 580,000 | 1,495,429 | 1,160,000 | 21,840 | 3,257,269 | | Executive Vice President, General Counsel and Secretary | 2024 | 550,000 | 1,406,160 | 1,100,000 | 21,540 | 3,077,700 | | | 2023 | 550,000 | 1,153,018 | 1,180,000 | 20,640 | 2,903,658 | | Chris Chandler, | 2025 | 618,750 | 7,187,300 | 1,230,000 | 21,840 | 9,057,890 | | Executive Vice President and Chief Operating Officer | 2024 | 600,000 | 1,863,162 | 1,325,000 | 21,540 | 3,809,702 | | | 2023 | 600,000 | 1,485,999 | 1,340,000 | 20,640 | 3,446,639 | | Jeremy Goebel, | 2025 | 618,750 | 9,746,168 | 1,230,000 | 21,840 | 11,616,758 | | Executive Vice President and Chief Commercial Officer | 2024 | 600,000 | 1,863,162 | 1,325,000 | 21,540 | 3,809,702 | | | 2023 | 600,000 | 1,485,999 | 1,340,000 | 20,640 | 3,446,639 |

  43. Summary Compensation Table

    (1) As described above in CD&A, annual base salaries for all NEOs were increased effective April 1, 2025. The amounts shown in the table for 2025 reflect blended rates. (2) Grant date fair values are presented for (i) regular annual phantom unit grants awarded to Messrs. Chiang, Swanson, McGee, Chandler and Goebel in August 2023, 2024 and 2025, and (ii) phantom unit grants awarded to Chiang in August 2018, which were amended in August 2025. Dollar amounts in the table represent the aggregate grant date fair value of phantom units awarded based on the probable outcome of underlying performance conditions pursuant to FASB guidance regarding share-based payments. See Note 18 to our Consolidated Financial Statements included in our 2025 Annual Report for further discussion regarding the calculation of grant date fair values. For phantom unit grants originally awarded to Mr. Chiang in August 2018, one-third of the associated DERs was deemed probable of vesting on the grant date. The probability-based grant date fair value of the phantom unit grants awarded to Mr. Chiang in August 2018 was $1,203,336 and the maximum grant date fair value of these phantom unit grants, assuming that the highest level of performance conditions would be met, was $12,774,454. The August 2018 phantom unit grants held by Mr. Chiang were amended in August 2025 to extend the expiration date from October 2025 to October 2030. As a result of the amendment, an additional one-third of the DERs associated with the grants was deemed probable of vesting on the amendment date. The amounts presented for Mr. Chiang for 2025 include aggregate incremental fair value of $2,895,505 based on the probable outcome of underlying performance conditions resulting from the amendment of the August 2018 award. The incremental fair value represents the net increase in the probability-based fair value of the amended awards relative to the probability-based fair value on the original grant date. The maximum fair value of the amended grants on the amendment date, assuming that the highest level of performance conditions will be met, was lower than the maximum fair value on the original grant date. For regular annual phantom unit grants awarded in August 2023, 75% were deemed probable of vesting on the grant date. The maximum grant date fair value of phantom unit grants awarded in August 2023, assuming that the highest level of performance conditions will be met, was $4,877,705 for Mr. Chiang, $1,537,358 for each of Messrs. Swanson and McGee, and $1,981,333 for each of Messrs. Chandler and Goebel. For regular annual phantom unit grants awarded in August 2024, 75% were deemed probable of vesting on the grant date. The maximum grant date fair value of phantom unit grants awarded in August 2024, assuming that the highest level of performance conditions will be met, was $6,210,540 for Mr. Chiang, $1,874,880 for each of Messrs. Swanson and McGee, and $2,484,216 for each of Messrs. Chandler and Goebel. For regular annual phantom unit grants awarded in August 2025, 75% were deemed probable of vesting on the grant date. The maximum grant date fair value of the regular annual phantom unit grants awarded in August 2025, assuming that the highest level of performance conditions will be met, was $7,387,095 for Mr. Chiang, $1,926,645 for Mr. Swanson, $1,993,905 for Mr. McGee, and $2,564,730 for each of Messrs. Chandler and Goebel. For special retention phantom unit grants awarded to Messrs. Chandler and Goebel in August 2025, 100% were deemed probable of vesting on the grant date. Therefore, the grant date fair value of these grants was $5,263,752 for Mr. Chandler and $7,822,621 for Mr. Goebel. (3) Amounts paid for 2025 were rounded to the nearest multiple of $5,000. See “2025 Compensation Elements — Annual Cash Incentive Awards” above for additional information. GP LLC matches 100% of employees’ contributions to its 401(k) plan in cash, subject to certain limitations in the plan. All Other Compensation for 2025 includes $21,000 in matching contributions for each of the Named Executive Officers. The remaining amount represents premium payments on behalf of such Named Executive Officer for group term life insurance.

  44. Grants of Plan-Based Awards Table

    Grants of Plan-Based Awards Table The following table sets forth summary information regarding all grants of plan-based awards made to our Named Executive Officers during the fiscal year ended December 31, 2025:

  45. Grants of Plan-Based Awards Table

    | Name | Grant Date | Estimated Future Payouts Under Non-Equity Incentive Plan Awards | | | Estimated Future Payouts Under Equity Incentive Plan Awards(1) | | | All Other Stock Awards: Number of Shares of Stock or Units (#) | Grant Date Fair Value Of Stock and Option Awards ($) | | | | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | | | | Willie Chiang | 2/19/25 | — | 2,250,000 | 4,500,000 | — | — | — | — | — | | | 8/14/25 | — | — | — | — | 208,675 | 417,350 | 208,675(2) | 5,540,322(3) | | | 8/14/25 | — | — | — | — | — | — | — | 2,895,505(4) | | Al Swanson | 2/19/25 | — | 855,000 | 1,710,000 | — | — | — | — | — | | | 8/14/25 | — | — | — | — | 54,425 | 108,850 | 54,425(2) | 1,444,984(3) | | Richard McGee | 2/19/25 | — | 885,000 | 1,770,000 | — | — | — | — | — | | | 8/14/25 | — | — | — | — | 56,325 | 112,650 | 56,325(2) | 1,495,429(3) | | Chris Chandler | 2/19/25 | — | 938,000 | 1,876,000 | — | — | — | — | — | | | 8/14/25 | — | — | — | — | 72,450 | 144,900 | 72,450(2) | 1,923,548(3) | | | 8/14/25 | — | — | — | — | — | — | 327,350(5) | 5,263,752(6) | | Jeremy Goebel | 2/19/25 | — | 938,000 | 1,876,000 | — | — | — | — | — | | | 8/14/25 | — | — | — | — | 72,450 | 144,900 | 72,450(2) | 1,923,548(3) | | | 8/14/25 | — | — | — | — | — | — | 545,550(5) | 7,822,621(6) |

  46. Grants of Plan-Based Awards Table

    (1) Represents regular annual performance-based phantom units granted in August 2025. These phantom units will potentially vest on the August 2028 distribution date at a scaled payout range of between 0% and 200% based on: (i) with respect to 50% of the performance-based award, PAA’s TSR over the three-year period ending June 30, 2028 relative to the TSR of the TSR Comparator Peer Group described on page 31 (payout may be reduced if absolute TSR is negative); and (ii) with respect to the other 50% of the performance-based award, PAA achieving cumulative DCF per CUE of $8.40 over the three-year period ending June 30, 2028 (payout may be decreased by 25 basis points if PAA’s leverage ratio as of June 30, 2028 is greater than the upper end of our leverage guidance range). DERs associated with these performance-based awards will accrue during the three-year performance period and be paid in cash in a lump sum on the August 2028 distribution date with respect to the number of such phantom units, if any, that vest on such date. (2) Represents regular annual time-based phantom units granted in August 2025. These phantom units will vest on the August 2028 distribution date. DERs associated with these time-based awards will accrue for the first year and such accrued amount will be paid in cash in a lump sum on the August 2026 distribution date; beginning in November 2026, DERs on such time-based portion will be paid quarterly until the associated phantom units vest. Represents the grant date fair values of regular annual phantom units granted in August 2025 based on the probable outcome of underlying performance conditions pursuant to FASB guidance regarding share-based payments. For phantom unit grants awarded in August 2025, 75% were deemed probable of vesting on the grant date. The maximum grant date fair value of phantom unit grants awarded in August 2025, assuming that the highest level of performance conditions will be met, was $7,387,095 for Mr. Chiang, $1,926,645 for Mr. Swanson, $1,993,905 for Mr. McGee, and $2,564,730 for each of Messrs. Chandler and Goebel. Represents the incremental value, calculated pursuant to FASB guidance regarding share-based payments, based on the probable outcome of underlying performance conditions resulting from the amendment in August 2025 of 500,000 performance-based phantom unit awards originally granted to Mr. Chiang in August 2018 in connection with his promotion to the CEO role. The amendment extended the expiration date of the phantom units from October 2025 to October 2030. The remaining terms of the original grant, including the number of units, vesting terms and other provisions, were unchanged. (5) Represents time-based special retention grants phantom unit grants awarded to Messrs. Chandler and Goebel in August 2025. The Chandler Grant will vest on the August 2028 distribution date and the Goebel Grant will vest on the August 2030 distribution date, in each case assuming continued service through the respective vesting date. DERs associated with the Chandler Grant will vest as follows: (i) one-third will accrue for the first year and will be paid in lump sum on the August 2026 distribution date; beginning in November 2026, this portion of the DERs will be paid quarterly until the phantom units vest or terminate; and (ii) beginning with the August 2026 distribution date, an additional one-third of the DERs will vest each year on the August distribution date (such that 100% of the DERs will have vested by the August 2027 distribution date) and will be paid quarterly until the phantom units vest or terminate. DERs associated with the Goebel Grant will vest as follows: (i) 20% will accrue for the first year and will be paid in lump sum on the August 2026 distribution date; beginning in November 2026, this portion of the DERs will be paid quarterly until the phantom units vest or terminate; and (ii) beginning with the August 2026 distribution date, an additional 20% of the DERs will vest each year on the August distribution date (such that 100% of the DERs will have vested by the August 2029 distribution date) and will be paid quarterly until the phantom units vest or terminate. (6) Represents the grant date fair value, calculated pursuant to FASB guidance regarding share-based payments, of special retention phantom unit grants awarded to Messrs. Chandler and Goebel in August 2025. These phantom unit grants were deemed 100% probable of vesting on the grant date. Therefore, the grant date fair value of these grants was $5,263,752 for Mr. Chandler and $7,822,621 for Mr. Goebel.

  47. Outstanding Equity Awards at Fiscal Year-End

    Outstanding Equity Awards at Fiscal Year-End The following table sets forth certain information regarding outstanding equity awards for each of our Named Executive Officers as of December 31, 2025:

  48. Outstanding Equity Awards at Fiscal Year-End

    | | Units Awards | | | | | Name | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($)(1) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(1) | | Willie Chiang | — | — | 500,000(2) | 8,980,000 | | | 162,050(4) | 2,910,418 | 162,050(5) | 2,910,418 | | | 178,875(6) | 3,212,595 | 178,875(7) | 3,212,595 | | | 208,675(8) | 3,747,803 | 208,675(9) | 3,747,803 | | Al Swanson | 51,075(4) | 917,307 | 51,075(5) | 917,307 | | | 54,000(6) | 969,840 | 54,000(7) | 969,840 | | | 54,425(8) | 977,473 | 54,425(9) | 977,473 | | Richard McGee | 51,075(4) | 917,307 | 51,075(5) | 917,307 | | | 54,000(6) | 969,840 | 54,000(7) | 969,840 | | | 56,325(8) | 1,011,597 | 56,325(9) | 1,011,597 | | Chris Chandler | 250,000(3) | 4,490,000 | 250,000(3) | 4,490,000 | | | 65,825(4) | 1,182,217 | 65,825(5) | 1,182,217 | | | 71,550(6) | 1,285,038 | 71,550(7) | 1,285,038 | | | 72,450(8) | 1,301,202 | 72,450(9) | 1,301,202 | | | 327,350(10) | 5,879,206 | — | — | | Jeremy Goebel | 250,000(3) | 4,490,000 | 250,000(3) | 4,490,000 | | | 65,825(4) | 1,182,217 | 65,825(5) | 1,182,217 | | | 71,550(6) | 1,285,038 | 71,550(7) | 1,285,038 | | | 72,450(8) | 1,301,202 | 72,450(9) | 1,301,202 | | | 545,550(11) | 9,798,078 | — | — |

  49. Outstanding Equity Awards at Fiscal Year-End

    (1) Market value of phantom units reported in these columns is calculated by multiplying the closing market price ($17.96) of PAA’s common units on December 31, 2025 (the last trading day of the fiscal year) by the target number of units. No discount is applied for remaining performance threshold or service period requirements. Represents phantom units granted to Mr. Chiang in August 2018 in connection with his promotion to CEO. The original terms of this grant provided that any phantom units or related DERs that had not vested by October 1, 2025 would have expired at that time. In August 2025, this grant was amended to extend the expiration date from October 2025 to October 2030. The remaining terms of the original grant, including the number of units, vesting terms and other provisions, were not changed as a result of the amendment. The phantom units will potentially vest (i) 25% on the first distribution date on which PAA generates DCF per common unit of at least $3.00 on a trailing four quarter basis, and (ii) 75% on the first distribution date on which PAA generates DCF per common unit of at least $3.50 on a trailing four quarter basis. The phantom units have associated DERs that have vested or will vest as follows: (i) one-third vested on the May 2019 distribution date as a result of PAA generating DCF per common unit of at least $2.50 on a trailing four quarter basis, (ii) one-third vested on the February 2026 distribution date as a result of PAA generating DCF per common unit of at least $2.60 on a trailing four quarter basis, and (iii) one-third will vest on the first distribution date on which PAA generates DCF per common unit of at least $2.80 on a trailing four quarter basis. The phantom units and associated DERs will also vest upon termination of employment under certain specified circumstances, including as a result of death, disability, termination without cause, change of control or retirement on terms and timing that are approved by the Board. Any phantom units and associated DERs that have not vested by October 1, 2030 will expire at that time. Represents the applicable portion of one-time special retention phantom unit awards granted in November 2019. The original terms of these phantom units provided that they would vest (i) 50% on the August 2026 distribution date, (ii) 25% on the later of the August 2026 distribution date and the first distribution date following PAA’s achievement of DCF per CUE of at least $2.80 on a trailing four quarter basis, and (iii) 25% on the later of the August 2026 distribution date and the first distribution date following PAA’s achievement of DCF per CUE of at least $3.15 on a trailing four quarter basis. Vesting of a portion of the associated DERs was also tied to PAA’s achievement of specified DCF per CUE levels. The vesting terms with respect to the performance-based portion of these phantom units (50% of the amount awarded) were amended in February 2022. As amended, the November 2019 phantom unit awards will vest as follows: (i) 50% will vest on the August 2026 distribution date (this is unchanged from the original terms), and (ii) up to 50% will potentially vest at a scaled payout range of between 0% and 100% based on the TSR ranking of PAA relative to a designated comparator group as measured over a four and one-half year period beginning on January 1, 2022 and ending on June 30, 2026. The unvested DERs associated with the November 2019 phantom unit awards that were originally tied to achievement of DCF/CUE targets were also amended such that they began accruing on January 1, 2022 and will be paid in cash in a lump sum on the August 2026 distribution date with respect to the number of phantom units, if any, that vest on such date. (4) Represents time-based phantom units granted in August 2023 that will vest on the August 2026 distribution date. The associated DERs will accrue for the first year and such accrued amount will be paid in cash in a lump sum on the August 2024 distribution date; beginning in November 2024, the associated DERs will be paid quarterly in cash on each distribution payment date. (5) Represents the target number of performance-based phantom units granted in August 2023 that will potentially vest on the August 2026 distribution date at a scaled payout range of between 0% and 200% based on: (i) with respect to 50% of the performance-based award, PAA’s TSR over the three-year period ending June 30, 2026 compared to the TSR of the TSR Comparator Peer Group (payout may be reduced if absolute TSR is negative); and (ii) with respect to the other 50% of the performance-based award, PAA achieving cumulative DCF per CUE of $7.45 over the three-year period ending June 30, 2026 (payout may be decreased by 25 basis points if PAA’s leverage ratio as of June 30, 2026 is greater than the upper end of our guidance range). DERs will accrue during the three-year performance period and will be paid in cash in a lump sum on the August 2026 distribution date with respect to the number of phantom units, if any, that vest on such date. Any phantom units and associated DERs that have not vested by the August 2026 distribution date will expire at that time. (6) Represents time-based phantom units granted in August 2024 that will vest on the August 2027 distribution date. The associated DERs will accrue for the first year and such accrued amount will be paid in cash in a lump sum on the August 2025 distribution date; beginning in November 2025, the associated DERs will be paid quarterly in cash on each distribution payment date. Represents the target number of performance-based phantom units granted in August 2024 that will potentially vest on the August 2027 distribution date at a scaled payout range of between 0% and 200% based on: (i) with respect to 50% of the performance-based award, PAA’s TSR over the three-year period ending June 30, 2027 compared to the TSR of the TSR Comparator Peer Group (payout may be reduced if absolute TSR is negative); and (ii) with respect to the other 50% of the performance-based award, PAA achieving cumulative DCF per CUE of $7.75 over the three-year period ending June 30, 2027 (payout may be decreased by 25 basis points if PAA’s leverage ratio as of June 30, 2027 is greater than the upper end of our guidance range). DERs will accrue during the three-year performance period and will be paid in cash in a lump sum on the August 2027 distribution date with respect to the number of phantom units, if any, that vest on such date. Any phantom units and associated DERs that have not vested by the August 2027 distribution date will expire at that time. Represents time-based phantom units granted in August 2025 that will vest on the August 2028 distribution date. The associated DERs will accrue for the first year and such accrued amount will be paid in cash in a lump sum on the August 2026 distribution date; beginning in November 2026, the associated DERs will be paid quarterly in cash on each distribution payment date. (9)

  50. Outstanding Equity Awards at Fiscal Year-End

    Represents the target number of performance-based phantom units granted in August 2025 that will potentially vest on the August 2028 distribution date at a scaled payout range of between 0% and 200% based on: (i) with respect to 50% of the performance-based award, PAA’s TSR over the three-year period ending June 30, 2028 compared to the TSR of the TSR Comparator Peer Group (payout may be reduced if absolute TSR is negative); and (ii) with respect to the other 50% of the performance-based award, PAA achieving cumulative DCF per CUE of $8.40 over the three-year period ending June 30, 2028 (payout may be decreased by 25 basis points if PAA’s leverage ratio as of June 30, 2028 is greater than the upper end of our guidance range). DERs will accrue during the three-year performance period and will be paid in cash in a lump sum on the August 2028 distribution date with respect to the number of phantom units, if any, that vest on such date. Any phantom units and associated DERs that have not vested by the August 2028 distribution date will expire at that time. (10) Represents one-time special retention phantom unit awards granted to Mr. Chandler in August 2025. These phantom unit awards will vest on the August 2028 distribution date assuming continued service through such date. DERs associated with these phantom units will vest as follows: (i) one-third will accrue for the first year and will be paid in a lump sum on the August 2026 distribution date; beginning in November 2026, this portion of the DERs will be paid quarterly until the phantom units vest or terminate; and (ii) beginning with the August 2026 distribution date, an additional one-third of the DERs will vest each year on the August distribution date (such that 100% of the DERs will have vested by the August 2027 distribution date) and will be paid quarterly until the phantom units vest or terminate. The phantom units and associated DERs will also vest upon termination of employment under certain specified circumstances, including as a result of death, disability, termination without cause, change of control or retirement on terms and timing that are approved by the Board. Represents one-time special retention phantom unit awards granted to Mr. Goebel in August 2025. These phantom unit awards will vest on the August 2030 distribution date assuming continued service through such date. DERs associated with these phantom units will vest as follows: (i) 20% will accrue for the first year and will be paid in a lump sum on the August 2026 distribution date; beginning in November 2026, this portion of the DERs will be paid quarterly until the phantom units vest or terminate; and (ii) beginning with the August 2026 distribution date, an additional 20% of the DERs will vest each year on the August distribution date (such that 100% of the DERs will have vested by the August 2029 distribution date) and will be paid quarterly until the phantom units vest or terminate. The phantom units and associated DERs will also vest upon termination of employment under certain specified circumstances, including as a result of death, disability, termination without cause, change of control or retirement on terms and timing that are approved by the Board.

  51. Option Exercises and Units Vested

    Option Exercises and Units Vested We have never issued options under our long-term incentive plan; all of the grants awarded under our long-term incentive plan have been phantom unit grants. The following table sets forth certain information regarding the vesting of phantom units during the fiscal year ended December 31, 2025 with respect to our Named Executive Officers.

  52. Option Exercises and Units Vested

    | | Unit Awards | | | Name | Number of Units Acquired on Vesting (#)(1) | Value Realized on Vesting ($) | | Willie Chiang | 561,055(2) | 9,975,558(3) | | Al Swanson | 176,731(2) | 3,142,277(3) | | Richard McGee | 176,731(2) | 3,142,277(3) | | Chris Chandler | 227,864(2) | 4,051,422(3) | | Jeremy Goebel | 227,864(2) | 4,051,422(3) |

  53. Option Exercises and Units Vested

    (1) Represents the gross number of phantom units that vested during the year ended December 31, 2025. The actual number of units delivered was net of income tax withholding. (2) Represents phantom units originally granted in August 2022 that vested in August 2025. Pursuant to the terms of the 2022 grants, (i) 50% of the phantom units were time based with vesting to occur in August 2025, and (ii) 50% of the phantom units were performance based with potential vesting to occur in August 2025 at a scaled payout range of between 0% and 200% based on: (A) with respect to 50% of the performance-based portion, PAA’s TSR over the three year period ending June 30, 2025 compared to the TSR of the applicable TSR peer group and (B) with respect to the other 50% of the performance-based portion, PAA achieving a cumulative adjusted DCF per CUE target of $7.05 over the three-year period ending June 30, 2025. With respect to the performance-based portion of the 2022 grants, the final payout percentage for the TSR portion was 167% (based on a TSR ranking of 3 out of 13) and the final payout percentage for the DCF/ CUE portion was 143% (based on achieving cumulative DCF/CUE of $7.43). Taking all vesting criteria (50% time, 25% TSR and 25% DCF/CUE) into account, the 2022 grants paid out at 127.5% of target. (3) Consistent with the terms of the applicable Long-Term Incentive Plan, the value realized upon vesting is computed by multiplying the closing market price ($17.78) of PAA’s common units on August 13, 2025 (the trading date immediately preceding the vesting date) by the number of units that vested.

  54. Pension Benefits

    Pension Benefits GP LLC sponsors a 401(k) plan that is available to all U.S. employees. We do not maintain any pension or defined benefit programs in which any of our employees, including the Named Executive Officers, participate.

  55. Nonqualified Deferred Compensation and Other Nonqualified Deferred Compensation Plans

    Nonqualified Deferred Compensation and Other Nonqualified Deferred Compensation Plans We do not maintain any nonqualified deferred compensation plans or programs in which any of our employees, including our Named Executive Officers, participate.

  56. Potential Payments upon Termination or Change-in-Control

    Potential Payments upon Termination or Change-in-Control The following table sets forth potential amounts payable to the Named Executive Officers upon termination of employment under various circumstances, and as if terminated on December 31, 2025.

  57. Potential Payments upon Termination or Change-in-Control

    | | By Reason of Death or Disability ($) | By Company without Cause ($) | In Connection with a Retirement ($) | In Connection with a Change In Control ($) | | Willie Chiang(4) | | | | | | Equity Compensation | 21,226,026(1) | 16,554,140(2) | $21,226,026(3) | 28,721,632(3) | | Total | 21,226,026 | 16,554,140 | $21,226,026 | 28,721,632 | | Al Swanson(4) | | | | | | Equity Compensation | 3,774,294(1) | 2,347,913(2) | $3,774,294(3) | 5,729,240(3) | | Total | 3,774,294 | 2,347,913 | $3,774,294 | 5,729,240 | | Richard McGee(4) | | | | | | Equity Compensation | 3,774,294(1) | 2,347,913(2) | $3,774,294(3) | 5,797,488(3) | | Total | 3,774,294 | 2,347,913 | $3,774,294 | 5,797,488 | | Chris Chandler(4) | | | | | | Equity Compensation | 13,914,510(1) | 12,038,291(2) | $13,914,510(3) | 22,396,120(3) | | Total | 13,914,510 | 12,038,291 | $13,914,510 | 22,396,120 | | Jeremy Goebel(4) | | | | | | Equity Compensation | 13,914,510(1) | 12,038,291(2) | $13,914,510(3) | 26,314,992(3) | | Total | 13,914,510 | 12,038,291 | $13,914,510 | 26,314,992 |

  58. Potential Payments upon Termination or Change-in-Control

    (1) The letter evidencing the August 2018 phantom unit grant to Mr. Chiang provides that in the event of his death or disability after the second anniversary of the date of the applicable grant, all of his then outstanding phantom units awarded under such grants will be deemed nonforfeitable and will vest on the next following distribution date (and any associated DERs shall not be forfeited but shall vest, be payable and expire according to the terms of the applicable phantom unit grant letter). The letters evidencing the August 2023, August 2024 and August 2025 regular annual phantom unit grants awarded to Messrs. Chiang, Swanson, McGee, Chandler and Goebel and the letters evidencing the August 2025 special retention grants awarded to Messrs. Chandler and Goebel provide that in the event of their death or disability after the first anniversary of the date of the applicable grant, all of their then outstanding phantom units awarded under such grants will be deemed nonforfeitable and will vest on the next following distribution date (and any associated DERs shall not be forfeited but shall vest, be payable and expire according to the terms of the applicable phantom unit grant letter). The letters evidencing the November 2019 phantom unit grants awarded to Messrs. Chandler and Goebel, as amended, provide that in the event of their death or disability after the second anniversary of the date of grant, all of their then outstanding phantom units awarded under such grants and associated DERs will be deemed nonforfeitable and will vest on the next distribution date (assuming a TSR payout percentage of 100% with respect to the performance-based portion of the award). For these purposes, “disability” means a physical or mental infirmity that impairs the ability substantially to perform duties for a period of eighteen (18) months or that the general partner otherwise determines constitutes a disability. Assuming death or disability occurred on December 31, 2025, (i) all of the phantom units and associated DERs held by Messrs. Chiang, Swanson, McGee, Chandler and Goebel pursuant to their August 2023 and August 2024 grant letters; all of the phantom units and associated DERs held by Mr. Chiang pursuant to his August 2018 grant letter; and all of the phantom units and associated DERs held by Messrs. Chandler and Goebel pursuant to their November 2019 grant letters would have become nonforfeitable as of such date and would have vested on the February 2026 distribution date, and (ii) all of the phantom units and associated DERs held by Messrs. Chiang, Swanson, McGee, Chandler and Goebel pursuant to their regular annual August 2025 grant letters and all of the phantom units and associated DERs held by Messrs. Chandler and Goebel pursuant to their August 2025 special retention grant letters would have been forfeited. The dollar value given is based on the market value of PAA’s common units on December 31, 2025 ($17.96 per unit). Other than as described below, pursuant to the grant letters for the currently outstanding phantom unit grants awarded to the NEOs, if GP LLC terminated their employment other than for cause (as defined in footnote 3 below), all of their unvested phantom units awarded under such grants and associated DERs shall be deemed nonforfeitable on the date of such termination and shall vest on the next following distribution date. The phantom units granted to Messrs. Chandler and Goebel in November 2019, as amended, provide that if their employment is terminated other than for cause (as defined in footnote 3 below), a portion of the unvested phantom units will be deemed nonforfeitable and will vest on the next following distribution date, with the size of the portion starting at 40% for a termination prior to November 21, 2022, and increasing by 20% per year thereafter such that 100% of the unvested phantom units would be deemed nonforfeitable following a termination other than for cause on or after November 21, 2024. The regular annual phantom units granted to Messrs. Chiang, Swanson, McGee, Chandler and Goebel in August 2023, August 2024 and August 2025 and the special retention phantom units granted to Messrs. Chandler and Goebel and August 2025 provide that if their employment is terminated other than for cause prior to the first anniversary of the applicable date of grant, all of their unvested phantom units will be forfeited as of the date of such termination. If such termination occurs after the first anniversary of the applicable date of grant, a pro rata portion of the unvested phantom units (based on the portion of the applicable vesting period that has elapsed since the grant date and assuming a payout at target for any performance-based phantom units) will be deemed nonforfeitable and will vest on the next following distribution date. Mr. Chiang’s August 2018 phantom unit grant provides that if his employment is terminated other than for cause (as defined in footnote 3 below) a portion of the unvested phantom units will be deemed nonforfeitable and will vest on the next following distribution date, with the size of the portion starting at 20% for a termination prior to October 1, 2019, and increasing to 40% for a termination other than for cause between October 1, 2019 and October 1, 2020, 60% for a termination other than for cause between October 1, 2020 and October 1, 2021 and 100% for a termination other than for cause on or after October 1, 2021. Assuming our Named Executive Officers were terminated without cause on December 31, 2025, (i) approximately 79% of the phantom units covered by the August 2023 phantom unit grants held by Messrs. Chiang, Swanson, McGee, Chandler and Goebel; approximately 46% of the phantom units covered by the August 2024 phantom unit grants held by Messrs. Chiang, Swanson, McGee, Chandler and Goebel; 100% of the phantom units covered by the November 2019 phantom unit grants held by Messrs. Chandler and Goebel; and 100% of the phantom units covered by the August 2018 phantom unit grant held by Mr. Chiang would have become nonforfeitable as of such date and would have vested on the February 2026 distribution date, and (ii) all remaining phantom units held by our Named Executive Officers would have been forfeited. The dollar value given is based on the market value of PAA’s common units on December 31, 2025 ($17.96 per unit). (3) The letters evidencing phantom unit grants awarded to the Named Executive Officers prior to 2025 (the “Pre-2025 NEO LTIP Grants”) provide that in the event of a change in status (see relevant definition below), including retirement on terms and timing that are approved by the CEO (or the Board in the case of the CEO), all of the then outstanding phantom units awarded under such grants and associated DERs will be deemed nonforfeitable, and such phantom units will vest in full (i.e., the phantom units will become payable in the form of one common unit per phantom unit) upon the next following distribution date. The letters evidencing phantom unit grants awarded to the Named Executive Officers in 2025 (the “2025 NEO LTIP Grants”) provide that in the event of a change in status (see relevant definition

  59. Potential Payments upon Termination or Change-in-Control

    below), all of the then outstanding phantom units awarded under such grants and associated DERs will be deemed nonforfeitable, and such phantom units will vest in full (i.e., the phantom units will become payable in the form of one common unit per phantom unit) upon the next following distribution date. The 2025 NEO LTIP Grants also provide that in the event of retirement (as defined below) prior to the first anniversary of the date of grant, all of the then outstanding phantom units will be forfeited as of the date of termination. If such retirement occurs after the first anniversary of the date of grant, all of the then outstanding phantom units awarded under such grants and associated DERs will be deemed nonforfeitable, and such phantom units will vest in full (i.e., the phantom units will become payable in the form of one common unit per phantom unit) upon the next following distribution date. Assuming that a change in status or retirement occurred on December 31, 2025, all outstanding phantom units awarded under the Pre-2025 NEO LTIP Grants and the associated DERs would have become nonforfeitable as of such date and would have vested on the February 2026 distribution date. With respect to the 2025 NEO LTIP Grants, if a change in status (as defined therein) occurred on December 31, 2025, all outstanding phantom units awarded under such grants and the associated DERs would have become nonforfeitable as of such date and would have vested on the February 2026 distribution date, but if a retirement (as defined therein) occurred on December 31, 2025, all outstanding phantom units awarded under such grants and the associated DERs would have been forfeited. The dollar value given is based on the market value of PAA’s common units on December 31, 2025 ($17.96 per unit). For the Pre-2025 NEO LTIP Grants, the phrase “change in status” means, with respect to a Named Executive Officer, (A) during the period (“protected period”) beginning two and a half months prior to and ending one year following a change of control (as defined below), the termination of employment by GP LLC other than a termination for cause (as defined below), (B) during the protected period, the termination of employment by the Named Executive Officer due to the occurrence, without the Named Executive Officer’s written consent, of (i) any material diminution in the Named Executive Officer’s authority, duties or responsibilities, (ii) any material reduction in the Named Executive Officer’s base salary or (iii) any other action or inaction that would constitute a material breach of the applicable grant letter by GP LLC, or (C) the termination of employment as a result of retirement on terms and timing that are approved by the CEO (or the Board in the case of the CEO). For the 2025 NEO LTIP Grants, the phrase “change in status” has the same meaning as set forth in the Pre-2025 NEO LTIP Grants, except that clause (C) of such definition related to retirement is excluded from “change in status” and set forth as a separate defined term such that the phrase “Retirement” means termination from full-time employment on terms and timing as approved by the CEO (or by the Board in the case of the CEO). The phrase “change of control” is defined to mean, and is deemed to have occurred upon the occurrence of, one or more of the following events: (i) any Person (other than PAGP and any affiliate of PAGP that is controlled by PAGP) becomes the beneficial owner, directly or indirectly (in one transaction or a series of related transactions and whether by merger or otherwise), of 50% or more of the membership interest in PAGP GP; (ii) any Person (other than PAGP GP, PAGP or any affiliate of PAGP that is controlled by PAGP) acquires (in one transaction or a series of related transactions and whether by merger or otherwise) direct or indirect control of the general partner interest of PAGP; (iii) PAGP ceases to retain direct or indirect control (in one transaction or a series of related transactions and whether by merger or otherwise) of the general partner of PAA; or (iv) the consummation of a reorganization, merger or consolidation with, or any direct or indirect sale, lease, exchange or other transfer (in one transaction or a series of related transactions) of all or substantially all of the assets of PAA to, one or more Persons (other than PAGP or any affiliates of PAGP that are controlled by PAGP). As used in this definition, “Person” shall include any “partnership, limited partnership, syndicate or other group” constituting a “person” within the meaning of such terms pursuant to Sections 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). “Cause” is defined as (i) failure to perform the duties and responsibilities of a position at an acceptable level as reasonably determined in good faith by the CEO of GP LLC (or by the Board in the case of the CEO), (ii) the conviction of or guilty plea to the committing of an act or acts constituting a felony under the laws of the United States or any state thereof (or Canada or any province thereof) or any misdemeanor involving moral turpitude, or (iii) violation of GP LLC’s Code of Business Conduct (unless waived in accordance with the terms thereof), in the case of clauses (i) and (iii) with the specific failure or violation described in writing. If Messrs. Chiang, Swanson, McGee, Chandler or Goebel were terminated for cause, GP LLC would be obligated to pay base salary through the date of termination, with no other payment obligation triggered by the termination under any employment arrangement.

  60. Pay Ratio Disclosure

    Pay Ratio Disclosure As required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(u) of Regulation S-K, we are providing the following information about the relationship of the annual total compensation of our employees and the annual total compensation of Willie Chiang, our CEO during 2025: • The annual total compensation for Mr. Chiang for 2025 was $12,295,167. • The annual total compensation for the median employee for 2025 was $135,058. • The ratio of Mr. Chiang’s pay to the pay of our median employee for 2025 was approximately 91 to 1. PAA’s median employee was identified as of December 31, 2025 using the following methodology: • A list was prepared of all individuals, excluding the CEO, who were employed by PAA on December 31, 2025. We included all U.S. and Canadian employees. • Basic wage data for each U.S. employee was extracted from Form W-2 information provided to the Internal Revenue Service for calendar year 2025. Basic wage data for each Canadian employee was extracted from Form T4 information provided to the Canada Revenue Agency for calendar year 2025 and converted to U.S. dollars. This information was then sorted and the median employee was identified. The median employee’s annual total compensation for 2025 was determined using the same methodology we used for determining the annual total compensation for the Named Executive Officers as set forth in the 2025 Summary Compensation Table.

  61. Pay Versus Performance

    Pay Versus Performance As required by Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid (“CAP”) and PAA’s financial performance for the periods presented. The CAP dollar amounts shown in the table below have been calculated in accordance with SEC rules; however, CAP does not necessarily represent compensation actually paid or earned during the applicable years. This is due to the fact that CAP includes the value of outstanding equity awards that could potentially vest in future years in addition to base salary, bonus, the value of equity awards that vested during the year and DERs. Tabular Disclosure of Compensation Actually Paid versus Performance The following table discloses information on CAP to our PEO and, on average, to our Non-PEO NEOs during the specified years alongside TSR, net income, and the Company-selected measure of Adjusted EBITDA Attributable to PAA. Adjusted EBITDA Attributable to PAA was identified by the Company as the most important financial performance measure used to link CAP to Company performance.

  62. Pay Versus Performance

    | Year | Summary Compensation Table Total for PEO(1) | Compensation Actually Paid to PEO(2) | Average Summary Compensation Table Total for Non-PEO NEOs(1) | Average Compensation Actually Paid to Non- PEO NEOs(2) | Value of Initial Fixed $100 Investment Based On: | | Net Income/ (Loss) | Adjusted EBITDA Attributable to PAA | | | | | | | Company TSR(3) | Peer Group TSR(3) | | | | 2025 | $12,295,167 | $18,629,144 | $6,772,185 | $8,674,529 | $320.92 | $291.01 | $1.77 billion | $2.83 billion | | 2024 | $8,511,945 | $11,885,529 | $3,170,269 | $4,688,394 | $280.34 | $277.21 | $1.11 billion | $2.78 billion | | 2023 | $7,453,919 | $16,427,772 | $2,949,247 | $6,454,569 | $230.75 | $191.80 | $1.50 billion | $2.71 billion | | 2022 | $8,296,140 | $14,459,710 | $4,387,570 | $8,142,198 | $165.74 | $168.22 | $1.23 billion | $2.51 billion | | 2021 | $4,392,210 | $4,792,883 | $2,147,374 | $2,385,698 | $122.18 | $138.42 | $648 million | $2.20 billion |

  63. Pay Versus Performance

    (1) For each of the years presented, our PEO is Willie Chiang. For 2025, our Non-PEO NEOs are Al Swanson, Richard McGee, Chris Chandler and Jeremy Goebel. For 2021 through 2024, our Non-PEO NEOs are Harry Pefanis, Al Swanson, Richard McGee, Chris Chandler and Jeremy Goebel. (2) The dollar amounts shown in these columns reflect CAP as calculated in accordance with SEC rules. As required, the dollar amounts include (among other items) values for unvested equity compensation that may or may not be realized in future periods, and as such, the dollar amounts shown do not necessarily represent the actual amount of compensation earned or paid during the applicable years. (3) TSR figures assume an initial investment of $100 in PAA on December 31, 2020. The peer group referenced for purposes of the TSR comparison is the group of companies included in the Alerian Midstream Energy Index, which is the same index used for purposes of Item 201(e) of Regulation S-K. The adjustments made to the Summary Compensation Table (“SCT”) amounts to determine CAP are shown in the tables below: PEO — Reconciliation of SCT Total to CAP Total(a)

  64. Pay Versus Performance

    | Year | SCT Total | | Grant Date Fair Value of Awards Granted During the Year | | Fair Value of Equity Calculated Using SEC Methodology | | CAP Total | | 2025 | $12,295,167 | — | $8,435,827 | + | $14,769,804 | = | $18,629,144 |

  65. Pay Versus Performance

    (a) As shown in the table, the CAP total represents the SCT total for the covered fiscal year, but adjusted as required by SEC rules to replace the grant date fair value of awards granted during the covered fiscal year with the fair value of current and prior year equity awards that were outstanding at the end of the covered fiscal year or that vested or were forfeited during the covered fiscal year. Our NEOs do not participate in a defined benefit plan; therefore, no adjustment for pension benefits is included. The calculation of the fair value of equity for the PEO for the covered fiscal year is shown in the following table: PEO — CAP Fair Value of Equity Calculation(a)

  66. Pay Versus Performance

    | Year | YE Fair Value of Current Year Awards Outstanding at YE | | Change in Fair Value as of YE for Prior Year Awards Outstanding at YE | | Change in Fair Value as of Vesting Date for Prior Year Awards that Vested During the Year | | Fair Value of DERs Paid During the Year | | Fair Value of Equity for CAP Purposes | | 2025 | $5,910,501 | + | $6,069,078 | + | $450,042 | + | $2,340,183 | = | $14,769,804 |

  67. Pay Versus Performance

    We did not issue any equity awards during the covered fiscal year that vested in the year of grant. Previously issued equity awards that expired during the covered fiscal year had no fair value at the end of the prior fiscal year.

  68. Tabular Disclosure of Most Important Measures Linking Compensation Actually Paid During 2025 to Company Performance

    Tabular Disclosure of Most Important Measures Linking Compensation Actually Paid During 2025 to Company Performance The following were the most important financial and non-financial performance measures, as determined by the Company, that link 2025 CAP to the Company’s performance for the most recently completed fiscal year (unranked):

  69. Tabular Disclosure of Most Important Measures Linking Compensation Actually Paid During 2025 to Company Performance

    | Most Important Performance Measures | | Adjusted EBITDA Attributable to PAA | | DCF per CUE | | TSR | | TRIR | | OPRR |

  70. Tabular Disclosure of Most Important Measures Linking Compensation Actually Paid During 2025 to Company Performance

    For further information regarding these performance measures and their function in our executive compensation program, please see “Compensation Discussion and Analysis” beginning on page 26. Disclosure of the Relationship Between Compensation Actually Paid and Financial Performance Measures The graphs below describe the relationship between CAP (as calculated above) and our financial and stock performance for the indicated years. In addition, the first table below compares our cumulative TSR to peer group TSR for the indicated years.

  71. Compensation of Directors

    Compensation of Directors The following table sets forth a summary of the compensation paid to each person who served as a director of PAGP GP in 2025 (other than Mr. Chiang who was not compensated separately for his services as a director and whose executive compensation is set forth in the Summary Compensation Table above):

  72. Compensation of Directors

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards ($)(1) | All Other Compensation ($) | Total ($) | | Greg L. Armstrong(2) | 325,000 | — | 20,340 | 345,340 | | Victor Burk | 145,000 | 140,970 | — | 285,970 | | Ellen R. DeSanctis | 130,000 | 140,970 | — | 270,970 | | Kevin S. McCarthy | 115,000 | 140,970 | — | 255,970 | | Harry N. Pefanis(3) | 439,584 | — | 21,840 | 461,424 | | Gary R. Petersen | 115,000 | 140,970 | — | 255,970 | | Alexandra D. Pruner | 130,000 | 140,970 | — | 270,970 | | John T. Raymond | 155,417 | 140,970 | — | 296,387 | | Bobby S. Shackouls | 149,583 | 140,970 | — | 290,553 | | Lawrence M. Ziemba | 150,000 | 140,970 | — | 290,970 |

  73. Compensation of Directors

    (1) The dollar value of long-term incentive awards granted during 2025 is based on the grant date fair value computed in accordance with FASB guidance regarding share-based payments. See Note 18 to our Consolidated Financial Statements included in our 2025 Annual Report for additional discussion regarding the calculation of grant date fair values. In August 2025, each of Messrs. Burk, McCarthy, Petersen, Raymond, Shackouls and Ziemba, Ms. DeSanctis and Ms. Pruner received an annual long-term incentive award for 7,400 PAGP phantom Class A shares. See “— Long-Term Equity Awards” below for further information regarding long-term incentive awards granted to our non-employee directors. The number of outstanding long-term incentive awards held by each of our non-employee directors as of December 31, 2025 was 7,400. (2) During 2025, Mr. Armstrong served as Senior Advisor to the CEO and received a salary of $325,000 and other compensation of $20,340 (comprising 401(k) plan matching contributions and premium payments for group term life insurance) for his services as an employee and as a director. Pursuant to his employment agreement, which was amended and restated in May 2024, Mr. Armstrong will continue to serve as a director and will also serve as a Senior Advisor to the CEO until the date of the 2027 annual meeting and he will receive an annual base salary of $325,000 for these services. Mr. Armstrong does not hold any LTIP awards. (3) During 2025, Mr. Pefanis served as President from January 1 through May 31 and as a Senior Advisor to the CEO from June 1 through December 31. Mr. Pefanis received an aggregate blended salary of $439,584 and other compensation of $21,840 (comprising 401(k) plan matching contributions and premium payments for group term life insurance) for his services as an employee and as a director. Pursuant to his employment agreement dated effective June 1, 2025, Mr. Pefanis will continue to serve as a director and will also serve as a Senior Advisor to the CEO until the date of the 2028 annual meeting and he will receive an annual salary of $325,000 for these services. Mr. Pefanis does not hold any LTIP awards. Cash Retainers and Expense Reimbursement During 2025, our non-employee directors received an annual retainer fee of $115,000. In addition to their annual retainer, each committee chair (other than the Audit Committee chair) received an additional retainer of $20,000, the Audit Committee chair received an additional retainer of $30,000, each other member of the Audit Committee received an additional retainer of $15,000, and the Lead Director received an additional retainer of $35,000. The amounts shown in the table above for Messrs. Raymond and Shackouls reflect a blended rate as a result of the Lead Director and Committee Chair rotations that took place in June 2025. Non-employee directors are reimbursed for reasonable travel, lodging and other out-of-pocket expenses related to meeting attendance or otherwise related to service on the Board (including, without limitation, reimbursement for continuing education expenses). Long-Term Equity Awards Our non-employee directors receive annual LTIP awards as part of their compensation. In 2025, such LTIP awards consisted of PAGP phantom Class A shares having a market value on the date of grant equal to approximately $145,000 (based on a volume weighted average price for the 10-trading day period beginning five days before and ending five days after the ex-dividend date immediately preceding the date of grant). The annual LTIP awards granted in 2025 will vest (become payable in PAGP Class A shares on a one-for-one basis) on the August 2026 distribution date and include associated DERs. All non-employee director LTIP awards vest in full upon the next following distribution date after the death or disability (as determined in good faith by the Board) of the director. The non-employee director LTIP awards also vest in full if a director (i) retires (no longer with full-time employment and no longer serving as an officer or director of any public company) or (ii) is removed from the Board or is not re-elected to the Board, unless such removal is for “Cause,” as defined in the PAGP GP LLC Agreement.