OCCIDENTAL PETROLEUM CORP /DE/ — Director's Dealing 2019

Sep 25, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PLAINS ALL AMERICAN PIPELINE LP (PAA)
CIK: 0001070423
Period of Report: 2019-09-23

Reporting Person: Oxy Holding Co (Pipeline), Inc. (See remarks)
Reporting Person: Occidental Transportation Holding Corp (See remarks)
Reporting Person: OXY USA INC (See remarks)
Reporting Person: OCCIDENTAL PETROLEUM CORP /DE/ (See remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-09-23	Common Units	S	14977890	$21.25	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-09-23	See footnotes	$	C	29977890	Disposed		Common Units (29977890)	Direct

Footnotes

F1: 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).

F2: 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.