X0306 4 2021-12-31 0 0001581990 PLAINS GP HOLDINGS LP PAGP 0001638385 KAFU Holdings (QP), L.P. 1800 AVENUE OF THE STARS, 3RD FLOOR LOS ANGELES CA 90067 0 0 0 1 See remarks 0000949615 KAYNE ANDERSON CAPITAL ADVISORS LP 1800 AVENUE OF THE STARS 3RD FLOOR LOS ANGELES CA 90067 0 0 0 1 See remarks Class A Shares 2021-12-31 4 J 0 29700 0 A 29700 I See footnotes Class A Shares 2021-12-31 4 J 0 29700 0 D 0 I See footnotes Class B Shares/Class A Units/GP Units 0 2021-12-31 4 M 0 29700 0 D Class A Shares 29700 11722210 I See footnotes KAFU Holdings (QP), L.P. ("KAFU") holds Class B shares representing limited partner interests in Plains GP Holdings L.P. (the "Issuer"), an equivalent number of units representing limited liability company interests of the Issuer's general partner ("GP Units"), and an equivalent number of Class A Units representing limited partner interests in Plains AAP, L.P. ("AAP"). The Eighth Amended and Restated Limited Partnership Agreement of AAP provides that each limited partner of AAP, including KAFU, has the right at any time (without expiration) to immediately exchange (the "Exchange Right") its Class A units in AAP together with a like number of Class B shares and GP Units, for a like number of Class A shares of the Issuer. On December 31, 2021, KAFU Holdings (QP), L.P. exercised the Exchange Right with respect to 29,700 Class A Units. Kayne Anderson Capital Advisors, L.P. ("KACALP") is the manager of the general partner of KAFU and may be deemed to beneficially own the Class B shares, Class A Units, and GP Units held by KAFU. The filing of this statement shall not be construed as an admission that either KAFU or KACALP are, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security. The reported transaction involves an in-kind distribution to redeeming limited partners of KAFU Holdings (QP), L.P. In a simultaneous transaction, KAFU exercised the redemption right provided for in the limited partnership agreement of AAP with respect to 140,505 Class A units. As a result, such Class A units were cancelled and 140,505 Common Units of Plains All American Pipeline, L.P. were distributed by AAP to KAFU. The number of derivative securities owned reflects both the exchange transaction reported herein and the simultaneous redemption transaction. As noted in the Issuer's press release dated August 24, 2021, KACALP's legacy contractual right to designate an individual to serve on the Plains Board has been eliminated effective August 19, 2021. /s/ Michael J. O'Neil 2022-01-03