0001567619-19-018762.txt : 20190925 0001567619-19-018762.hdr.sgml : 20190925 20190925184124 ACCESSION NUMBER: 0001567619-19-018762 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190923 FILED AS OF DATE: 20190925 DATE AS OF CHANGE: 20190925 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OCCIDENTAL PETROLEUM CORP /DE/ CENTRAL INDEX KEY: 0000797468 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14569 FILM NUMBER: 191115240 BUSINESS ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7132157000 MAIL ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OXY USA INC CENTRAL INDEX KEY: 0000728399 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14569 FILM NUMBER: 191115241 BUSINESS ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: (713) 215-7000 MAIL ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER NAME: FORMER CONFORMED NAME: OXY OIL & GAS USA INC/DE DATE OF NAME CHANGE: 19920717 FORMER NAME: FORMER CONFORMED NAME: CITIES SERVICE CO/DE DATE OF NAME CHANGE: 19600201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Occidental Transportation Holding Corp CENTRAL INDEX KEY: 0001590160 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14569 FILM NUMBER: 191115242 BUSINESS ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: (713) 215-7000 MAIL ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oxy Holding Co (Pipeline), Inc. CENTRAL INDEX KEY: 0001590092 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14569 FILM NUMBER: 191115243 BUSINESS ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: (713) 215-7000 MAIL ADDRESS: STREET 1: 5 GREENWAY PLAZA STREET 2: SUITE 110 CITY: HOUSTON STATE: TX ZIP: 77046 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PLAINS ALL AMERICAN PIPELINE LP CENTRAL INDEX KEY: 0001070423 STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610] IRS NUMBER: 760582150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 1600 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7136544100 MAIL ADDRESS: STREET 1: 333 CLAY STREET STREET 2: SUITE 1600 CITY: HOUSTON STATE: TX ZIP: 77002 4 1 doc1.xml FORM 4 X0306 4 2019-09-23 1 0001070423 PLAINS ALL AMERICAN PIPELINE LP PAA 0001590092 Oxy Holding Co (Pipeline), Inc. 5 GREENWAY PLAZA SUITE 110 HOUSTON TX 77046 0 0 0 1 See remarks 0001590160 Occidental Transportation Holding Corp 5 GREENWAY PLAZA SUITE 110 HOUSTON TX 77046 0 0 0 1 See remarks 0000728399 OXY USA INC 5 GREENWAY PLAZA SUITE 110 HOUSTON TX 77046 0 0 0 1 See remarks 0000797468 OCCIDENTAL PETROLEUM CORP /DE/ 5 GREENWAY PLAZA SUITE 110 HOUSTON TX 77046 0 0 0 1 See remarks Common Units 2019-09-23 4 S 0 14977890 21.25 D 0 D See footnotes 2019-09-23 4 C 0 29977890 D Common Units 29977890 0 D Pursuant to the limited partnership agreement of Plains AAP, L.P. (AAP), each limited partner of AAP, including Oxy Holding Company (Pipeline), Inc. (OHC), has the right, at any time and from time to time, to (i) cause its Class A units representing limited partner interests of AAP (AAP Class A Units), together with an equal number of Class B shares representing limited partner interests of PAGP (as defined below) (the Class B Shares) and units representing limited liability company interests of PAGP GP (as defined below) (the GP Units and, together with the AAP Class A Units and the Class B Shares, the Redemption Securities) to be redeemed for common units representing limited partner interests of the Issuer (the Common Units) on a one-for-one basis (the Redemption Right), or (ii) immediately exchange its Securities for Class A shares (the PAGP Class A Shares) of Plains GP Holdings, L.P. (PAGP) on a one-for-one basis or, at AAP's election, the cash value thereof (the Exchange Right). On September 23, 2019, (i) immediately prior to the closing of the Issuer's secondary offering pursuant to registration statement No. 333-214778, OHC exercised the Redemption Right with respect to the Redemption Securities in exchange for 14,977,890 Common Units of the Issuer and (ii) immediately prior to the closing of PAGP's secondary offering pursuant to registration statement No. 333-200596, OHC exercised the Exchange Right with respect to the Securities not redeemed pursuant to the Redemption Right in exchange for 15,000,000 PAGP Class A Shares. As a result, the Reporting Persons (as defined below) no longer own any Securities. Oscar K. Brown is a director of the general partner (PAGP GP) of PAGP. PAGP GP manages the business and affairs of PAGP, and through its wholly owned subsidiary, Plains All American GP LLC, the business and affairs of AAP and the Issuer. Based on the relationship of Mr. Brown and the Reporting Persons (as defined below), the Reporting Persons may be deemed directors by deputization of the Issuer. OHC, Occidental Transportation Holding Corporation (OTHC) and Oxy USA Inc. (Oxy USA) are wholly owned subsidiaries of Occidental Petroleum Corporation (Occidental and, together with OHC, OTHC and Oxy USA, the Reporting Persons). The filing of this Statement shall not be construed as an admission that any Reporting Person is, for purposes of Section 13(d) of the Exchange Act, as amended, the beneficial owner of any security. As previously disclosed, effective upon the closing of the Issuer's secondary offerings, on September 23, 2019, Mr. Brown automatically ceased to be a member of the board of directors of the Issuer's general partner. /s/ Nicole E. Clark, Vice President and Secretary of Oxy Holding Company (Pipeline), Inc. 2019-09-25 /s/ Nicole E. Clark, Vice President and Secretary of Occidental Transportation Holding Corporation 2019-09-25 /s/ Nicole E. Clark, Vice President and Secretary of Oxy USA Inc. 2019-09-25 /s/ Nicole E. Clark, Vice President and Corporate Secretary of Occidental Petroleum Corporation 2019-09-25