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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) – March 26, 2025

 

Plains GP Holdings, L.P.

(Exact name of registrant as specified in its charter)

 

Delaware 1-36132 90-1005472
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

 

333 Clay Street, Suite 1600, Houston, Texas 77002

(Address of principal executive offices) (Zip Code)

 

713-646-4100

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Class A Shares   PAGP   Nasdaq

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

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

 

On March 26, 2025, the Registrant issued a press release announcing, among other things, that Harry Pefanis will retire as President of Plains All American Pipeline, L.P. and Plains GP Holdings, L.P. effective June 1, 2025. Mr. Pefanis will continue to serve on the Plains Board of Directors and, following his retirement as President, as a Senior Advisor to Plains. Willie Chiang, Chairman of the Board and CEO, will assume the additional role of President effective upon the retirement of Mr. Pefanis. The announced changes are in line with Plains’ long-term succession plan.

 

A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K. and incorporated into this item by reference.

 

Item 9.01.Financial Statements and Exhibits.
  
(d)Exhibits
  
 Exhibit 99.1 — Press Release dated March 26, 2025.
  
 104         Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:   March 26, 2025 PLAINS GP HOLDINGS, L.P.
   
  By: PAA GP Holdings LLC, its general partner
     
  By: /s/ Richard McGee
    Name: Richard McGee
    Title: Executive Vice President