Net Income Per Class A Share

Basic net income per Class A share is determined by dividing net income attributable to PAGP by the weighted-average number of Class A shares outstanding during the period. Class B shares do not share in the earnings of the Partnership. Accordingly, basic and diluted net income per Class B share has not been presented.

Diluted net income per Class A share is determined by dividing net income attributable to PAGP by the diluted weighted-average number of Class A shares outstanding during the period. For purposes of calculating diluted net income per Class A share, both the net income attributable to PAGP and the diluted weighted-average number of Class A shares outstanding consider the impact of possible future exchanges of (i) AAP units and the associated Class B shares into our Class A shares and (ii) certain Class B units of AAP (referred to herein as “AAP Management Units”) into our Class A shares. In addition, the calculation of the diluted weighted average number of Class A shares outstanding considers the effect of potentially dilutive awards under the Plains GP Holdings, L.P. Long-Term Incentive Plan (the “PAGP LTIP”).

All AAP Management Units that have satisfied the applicable performance conditions are considered potentially dilutive. Exchanges of potentially dilutive AAP units and AAP Management Units are assumed to have occurred at the beginning of the period and the incremental income attributable to PAGP resulting from the assumed exchanges is representative of the incremental income that would have been attributable to PAGP if the assumed exchanges occurred on that date. See Note 11 for information regarding exchanges of AAP units and AAP Management Units. PAGP LTIP awards that are deemed to be dilutive are reduced by a hypothetical share repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB. See Note 16 for a complete discussion of PAGP LTIP awards.

For the years ended December 31, 2016 and 2015, the possible exchange of any AAP units and certain AAP Management Units would have had an antidilutive effect on basic net income per Class A share. For the year ended December 31, 2014, the possible exchange of any AAP units and certain AAP Management Units would have had a dilutive effect on basic net income per Class A share. For the same periods, our PAGP LTIP awards were dilutive; however, there were less than 0.1 million dilutive LTIP awards for each period, which did not change the presentation of weighted average Class A shares outstanding or net income per Class A share. The following table illustrates the calculation of basic and diluted net income per Class A share (in millions, except per share data):



	Year Ended December 31,
	2016		2015		2014
Basic Net Income per Class A Share
Net income attributable to PAGP	$	94	$	118	$	70
Basic weighted average Class A shares outstanding	99		83		54

Basic net income per Class A share	$	0.94	$	1.41	$	1.28

Diluted Net Income per Class A Share
Net income attributable to PAGP	$	94	$	118	$	70
Incremental net income attributable to PAGP resulting from assumed exchange of AAP units and AAP Management Units	—		—		235
Net income attributable to PAGP including incremental net income from assumed exchange of AAP units and AAP Management Units	$	94	$	118	$	305

Basic weighted average Class A shares outstanding	99		83		54
Dilutive shares resulting from assumed exchange of AAP units and AAP Management Units	—		—		190
Diluted weighted average Class A shares outstanding	99		83		244

Diluted net income per Class A share	$	0.94	$	1.41	$	1.25