Form 4: PAGP Director Ziemba Converts Phantom Shares

PLAINS GP HOLDINGS LP Director Lawrence Michael Ziemba reported the conversion of phantom shares into Class A shares and a new grant of phantom shares.

Summary

• Director Lawrence Michael Ziemba of PLAINS GP HOLDINGS LP reported equity transactions on August 14, 2025.
• Converted 7,650 phantom Class A shares into 7,650 Class A shares.
• Converted an additional 11,900 phantom Class A shares into 11,900 Class A shares.
• Acquired a new grant of 7,400 phantom Class A shares.
• Following these transactions, Ziemba directly owns 87,780 Class A shares and 7,400 phantom Class A shares.
• The phantom shares are granted under a Long-Term Incentive Plan and include associated dividend equivalent rights payable in cash.
• The newly granted phantom shares vest upon termination of service as a director, excluding death, disability, or retirement, and expire on August 14, 2026.

Sentiment

Score: 6

Explanation: The filing indicates a director's continued equity participation and conversion of incentive awards, which is generally a positive sign of alignment with shareholder interests, though it's a routine compensation disclosure.

Positives

• Increased direct ownership of Class A shares by 19,550 (7,650 + 11,900) through the conversion of phantom shares, indicating a conversion of incentive awards into direct equity.
• Grant of an additional 7,400 phantom Class A shares aligns director incentives with long-term company performance.

Future Outlook

The newly acquired 7,400 phantom Class A shares are subject to vesting upon termination of service as a director, excluding death, disability, or retirement, and have an expiration date of August 14, 2026.

Industry Context

NA

Related Party Transactions

• The filing details the grant and conversion of equity compensation awards to a director, which are standard related-party dealings in the context of executive and director compensation plans.

Stakeholder Impact

• Shareholders: Increased alignment of director's interests with shareholders through direct equity ownership and future equity incentives.

Next Steps

• Vesting of the 7,400 phantom Class A shares upon termination of service as director (excluding death, disability, or retirement).
• Expiration of the 7,400 phantom Class A shares on August 14, 2026.

Key Dates

Recommendation

This Form 4 primarily details routine equity compensation transactions for a director, including the conversion of phantom shares into common stock and the grant of new phantom shares. While these actions demonstrate continued insider alignment, they do not provide new fundamental information about the company's operational performance or strategic direction that would warrant a change in investment recommendation. It's a standard disclosure of compensation-related share movements.

Keywords

PLAINS GP HOLDINGS LP, PAGP, Lawrence Michael Ziemba, Director, Insider Trading, Form 4, Share Transactions, Phantom Shares, Equity Compensation