Plains GP Holdings, L.P. (NYSE:PAGP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Plains GP Holdings, L.P. (NYSE:PAGP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers

On February16, 2017, the board of directors (the
Board) of PAA GP Holdings LLC (PAGP
GP
) appointed Harry N. Pefanis and Willie Chiang to the
Board. Mr.Pefanis and Mr.Chiang serve as the President and Chief
Operating Officer and Executive Vice President and Chief
Operating Officer (U.S.), respectively, of PAGP GP.

Item 5.03 Amendments to Articles of
Incorporation or Bylaws; Change in Fiscal Year

On February16, 2017, PAGP GP entered into the Third Amended and
Restated Limited Liability Company Agreement of PAGP GP (the
Third AR GP Agreement) to (i)increase the size
of the board from ten members to twelve members, (ii)reflect the
appointment of Messrs.Pefanis and Chiang to the Board and
(iii)specify that any Board member that also serves as an officer
of PAGP GP (including Messrs.Pefanis and Chiang) will not be
classified or subject to the election of eligible PAGP GP
directors by PAGPs shareholders.

The foregoing description of the Third AR GP LLC Agreement is
qualified in its entirety by reference to the text of such
agreement, which is attached hereto as Exhibit3.1 and
incorporated herein by reference.

Item 7.01 Regulation FD
Disclosure

On February21, 2017, the Registrant issued a press release
reporting the appointment of Messrs.Pefanis and Chiang to the
Board. A copy of the press release is furnished as Exhibit99.1
hereto. In accordance with General Instruction B.2 of Form8-K,
the information presented herein under Item 7.01 shall not be
deemed filed for the purpose of Section18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that section, nor shall such information be deemed
incorporated by reference into any filing under the Securities
Act of 1933 or the Securities Exchange Act of 1934, each as
amended.

Item 9.01 Financial Statements and
Exhibits

(d) Exhibits.

Exhibit Number

Description

3.1

Third Amended and Restated Limited Liability Company
Agreement of PAA GP Holdings LLC dated February16, 2017

99.1

Press Release dated February21, 2017


About Plains GP Holdings, L.P. (NYSE:PAGP)

Plains GP Holdings, L.P. (PAGP) owns an interest in the general partner and incentive distribution rights (IDRs) of Plains All American Pipeline, L.P (PAA). The Company has no separate operating activities apart from those conducted by PAA. PAA owns and operates midstream energy infrastructure and provides logistics services for crude oil, natural gas liquids (NGL), natural gas and refined products. PAA conducts its operations through three segments: Transportation, Facilities, and Supply and Logistics. Through its three business segments, the Company is engaged in the transportation, storage, terminaling and marketing of crude oil, NGL and natural gas. The majority of its activities are focused on crude oil, which is the principal feedstock used by refineries in the production of transportation fuels.

Plains GP Holdings, L.P. (NYSE:PAGP) Recent Trading Information

Plains GP Holdings, L.P. (NYSE:PAGP) closed its last trading session up +0.10 at 32.03 with 766,220 shares trading hands.

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