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Partners' Capital and Distributions

9 Months Ended

Sep. 30, 2024

Partners' Capital Notes [Abstract]

Partners' Capital and Distributions

Partners’ Capital and Distributions

Shares Outstanding

The following tables present the activity for our Class A shares, Class B shares and Class C shares:


	Class A Shares	Class B Shares	Class C Shares
Outstanding at December 31, 2023	196,416,760	36,237,168	539,445,289

Exchange Right exercises (1)	835,499	(835,499)	—


Other	—	—	62,282
Outstanding at March 31, 2024	197,252,259	35,401,669	539,507,571

Exchange Right exercises (1)	11,438	(11,438)	—


Other	—	—	10,268
Outstanding at June 30, 2024	197,263,697	35,390,231	539,517,839




Other	202,002	—	2,385,758
Outstanding at September 30, 2024	197,465,699	35,390,231	541,903,597


	Class A Shares	Class B Shares	Class C Shares
Outstanding at December 31, 2022	194,407,642	46,205,947	528,442,538
Conversion of AAP Management Units (1) (2)	—	388,839	—

Redemption Right exercises (1)	—	(181,916)	181,916

Other	—	—	35,508
Outstanding at March 31, 2023	194,407,642	46,412,870	528,659,962

Exchange Right exercises (1)	1,554,000	(1,554,000)	—
Redemption Right exercises (1)	—	(60,354)	60,354


Outstanding at June 30, 2023	195,961,642	44,798,516	528,720,316
Exchange Right exercises (1)	315,768	(315,768)	—
Redemption Right exercises (1)	—	(1,892,538)	1,892,538
Other	139,350	—	2,463,156
Outstanding at September 30, 2023	196,416,760	42,590,210	533,076,010

(1)See Note 11 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for information regarding conversions of AAP Management Units, Exchange Rights and Redemption Rights.

(2)Following this conversion, no AAP Management Units remain outstanding.

Distributions

The following table details distributions to our Class A shareholders paid during or pertaining to the first nine months of 2024 (in millions, except per share data):


Distribution Payment Date	Distributions to Class A Shareholders		Distributions per Class A Share
November 14, 2024 (1)	$	63	$	0.3175
August 14, 2024	$	63	$	0.3175
May 15, 2024	$	63	$	0.3175
February 14, 2024	$	63	$	0.3175

(1)Payable to shareholders of record at the close of business on October 31, 2024 for the period from July 1, 2024 through September 30, 2024.

Consolidated Subsidiaries

Noncontrolling Interests in Subsidiaries

As of September 30, 2024, noncontrolling interests in our subsidiaries consisted of (i) limited partner interests in PAA including a 70% interest in PAA’s common units and PAA’s Series A preferred units combined and 100% of PAA’s Series B preferred units, (ii) an approximate 15% limited partner interest in AAP, (iii) a 35% interest in Plains Oryx Permian Basin LLC (the “Permian JV”), (iv) a 30% interest in Cactus II Pipeline LLC (“Cactus II”) and (v) a 33% interest in Red River Pipeline Company LLC (“Red River”).

Subsidiary Distributions

PAA Series A Preferred Unit Distributions. Distributions on PAA’s Series A preferred units accumulate and are payable quarterly within 45 days following the end of each quarter. See Note 11 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for additional information regarding PAA Series A preferred unit distributions. The following table details distributions to PAA’s Series A preferred unitholders paid during or pertaining to the first nine months of 2024 (in millions, except per unit data):


	Series A Preferred Unitholders
Distribution Payment Date	Cash Distribution		Distribution per Unit
November 14, 2024 (1)	$	44	$	0.615
August 14, 2024	$	44	$	0.615
May 15, 2024	$	44	$	0.615
February 14, 2024	$	44	$	0.615

(1)Payable to unitholders of record at the close of business on October 31, 2024 for the period from July 1, 2024 through September 30, 2024. At September 30, 2024, such amount was accrued as distributions payable in “Other current liabilities” on our Condensed Consolidated Balance Sheet.

PAA Series B Preferred Unit Distributions. Distributions on PAA’s Series B preferred units accumulate and are payable quarterly in arrears on the 15th day of February, May, August and November. See Note 11 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for additional information regarding PAA Series B preferred unit distributions. The following table details distributions paid or to be paid to PAA’s Series B preferred unitholders (in millions, except per unit data):


	Series B Preferred Unitholders
Distribution Payment Date	Cash Distribution		Distribution per Unit
November 15, 2024 (1)	$	19	$	24.25
August 15, 2024	$	20	$	24.77
May 15, 2024	$	19	$	24.20
February 15, 2024	$	20	$	24.92

(1)Payable to unitholders of record at the close of business on November 1, 2024 for the period from August 15, 2024 through November 14, 2024. At September 30, 2024, approximately $10 million of accrued distributions payable to PAA’s Series B preferred unitholders was included in “Other current liabilities” on our Condensed Consolidated Balance Sheet.

PAA Common Unit Distributions. The following table details distributions to PAA’s common unitholders paid during or pertaining to the first nine months of 2024 (in millions, except per unit data):


	Distributions						Distribution per Common Unit
	Common Unitholders				Total Cash Distribution
Distribution Payment Date	Public		AAP
November 14, 2024 (1)	$	149	$	74	$	223	$	0.3175
August 14, 2024	$	149	$	74	$	223	$	0.3175
May 15, 2024	$	149	$	74	$	223	$	0.3175
February 14, 2024	$	149	$	74	$	223	$	0.3175

(1)Payable to unitholders of record at the close of business on October 31, 2024 for the period from July 1, 2024 through September 30, 2024.

AAP Distributions. The following table details the distributions to AAP’s partners paid during or pertaining to the first nine months of 2024 from distributions received from PAA (in millions):


	Distributions to AAP’s Partners
Distribution Payment Date	Noncontrolling Interests		PAGP		Total Cash Distribution
November 14, 2024 (1)	$	11	$	63	$	74
August 14, 2024	$	11	$	63	$	74
May 15, 2024	$	11	$	63	$	74
February 14, 2024	$	11	$	63	$	74

(1)Payable to unitholders of record at the close of business on October 31, 2024 for the period from July 1, 2024 through September 30, 2024.

Consolidated Joint Venture Distributions. The following table details distributions paid to noncontrolling interests in consolidated joint ventures during the periods presented (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Permian JV	$	87	$	67	$	235	$	178
Cactus II	20		14		56		43
Red River	6		5		19		16
	$	113	$	86	$	310	$	237

Inventory, Linefill and Long-term Inventory (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory, linefill and long-term inventory consisted of the following (barrels in thousands and carrying value in millions):


	September 30, 2024						December 31, 2023
	Volumes	Unit of Measure	Carrying Value		Price/ Unit (1)		Volumes	Unit of Measure	Carrying Value		Price/ Unit (1)
Inventory
Crude oil	2,618	barrels	$	180	$	68.75	5,877	barrels	$	383	$	65.17
NGL	9,425	barrels	238		$	25.25	5,957	barrels	154		$	25.85

Other	N/A		18		N/A		N/A		11		N/A
Inventory subtotal			436						548

Linefill
Crude oil	15,644	barrels	925		$	59.13	15,409	barrels	909		$	58.99
NGL	2,243	barrels	66		$	29.42	2,168	barrels	67		$	30.90

Linefill subtotal			991						976

Long-term inventory
Crude oil	3,240	barrels	221		$	68.21	3,256	barrels	232		$	71.25
NGL	1,355	barrels	36		$	26.57	1,326	barrels	33		$	24.89
Long-term inventory subtotal			257						265

Total			$	1,684					$	1,789

(1)Price per unit of measure is comprised of a weighted average associated with various grades, qualities and locations. Accordingly, these prices may not coincide with any published benchmarks for such products.

Schedule of Linefill and Long-Term Inventory

Inventory, linefill and long-term inventory consisted of the following (barrels in thousands and carrying value in millions):


	September 30, 2024						December 31, 2023
	Volumes	Unit of Measure	Carrying Value		Price/ Unit (1)		Volumes	Unit of Measure	Carrying Value		Price/ Unit (1)
Inventory
Crude oil	2,618	barrels	$	180	$	68.75	5,877	barrels	$	383	$	65.17
NGL	9,425	barrels	238		$	25.25	5,957	barrels	154		$	25.85

Other	N/A		18		N/A		N/A		11		N/A
Inventory subtotal			436						548

Linefill
Crude oil	15,644	barrels	925		$	59.13	15,409	barrels	909		$	58.99
NGL	2,243	barrels	66		$	29.42	2,168	barrels	67		$	30.90

Linefill subtotal			991						976

Long-term inventory
Crude oil	3,240	barrels	221		$	68.21	3,256	barrels	232		$	71.25
NGL	1,355	barrels	36		$	26.57	1,326	barrels	33		$	24.89
Long-term inventory subtotal			257						265

Total			$	1,684					$	1,789

Derivatives and Risk Management Activities - Offsetting Asset and Liabilities (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Derivative Assets
Effect of Collateral Netting (Liability)	$ 117
Effect of Collateral Netting (Asset)		$ (13)
Commodity derivatives
Derivative Assets
Effect of Collateral Netting (Liability)	117
Effect of Collateral Netting (Asset)		(13)
Derivative Liabilities
Gross Position - Assets	66	158
Gross Position - Liabilities	(154)	(158)
Net Carrying Value Presented on the Balance Sheet, Total	29	(13)
Other current assets \| Commodity derivatives
Derivative Assets
Gross Position - Assets	59	153
Gross Position - Liabilities	(83)	(79)
Effect of Collateral Netting (Liability)	117
Effect of Collateral Netting (Asset)		(13)
Net Carrying Value Presented on the Balance Sheet	93	61
Other long-term assets, net \| Commodity derivatives
Derivative Assets
Gross Position - Assets	1	3
Net Carrying Value Presented on the Balance Sheet	1	3
Other current liabilities \| Commodity derivatives
Derivative Liabilities
Gross Position - Assets	3	1
Gross Position - Liabilities	(45)	(64)
Net Carrying Value Presented on the Balance Sheet	(42)	(63)
Other long-term liabilities and deferred credits \| Commodity derivatives
Derivative Liabilities
Gross Position - Assets	3	1
Gross Position - Liabilities	(26)	(15)
Net Carrying Value Presented on the Balance Sheet	$ (23)	$ (14)

Commitments and Contingencies - Narrative (Details)			1 Months Ended		5 Months Ended	9 Months Ended			23 Months Ended	36 Months Ended	113 Months Ended
Commitments and Contingencies - Narrative (Details)	Oct. 27, 2022 USD ($)	Oct. 14, 2020 USD ($)	Sep. 30, 2021 USD ($)	May 31, 2015 bbl	Sep. 30, 2024 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 20, 2022 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2024 USD ($)	Oct. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Apr. 25, 2019 USD ($)	Sep. 07, 2018 count
Line 901 Incident
Legal, Environmental or Regulatory Matters
Estimated size of release (in barrels) \| bbl				2,934
Estimated size of release to reach Pacific Ocean (in barrels) \| bbl				598
Costs related to the Line 901 incident						$ 120,000,000	$ 0
Recoveries from insurance carriers											$ 280,000,000
Receivable for remaining portion of release costs probable of recovery from insurance					$ 225,000,000	225,000,000			$ 225,000,000	$ 225,000,000	225,000,000
Aggregate total estimated costs					870,000,000	870,000,000			870,000,000	870,000,000	870,000,000
Total release costs probable of recovery					505,000,000	505,000,000			505,000,000	505,000,000	505,000,000
Line 901 Incident \| Current liabilities
Legal, Environmental or Regulatory Matters
Remaining undiscounted liability					94,000,000	94,000,000			94,000,000	94,000,000	94,000,000
Line 901 Incident \| Trade accounts receivable and other receivables, net
Legal, Environmental or Regulatory Matters
Receivable for remaining portion of release costs probable of recovery from insurance					175,000,000	175,000,000			175,000,000	175,000,000	175,000,000
Line 901 Incident \| Other long-term assets, net
Legal, Environmental or Regulatory Matters
Receivable for remaining portion of release costs probable of recovery from insurance					50,000,000	50,000,000			50,000,000	50,000,000	50,000,000		$ 225,000,000
Line 901 Incident \| Civil Penalties \| Judicial Ruling
Legal, Environmental or Regulatory Matters
Amount paid to plaintiff		$ 24,000,000
Line 901 Incident \| Compensation for Injuries to, Destruction of, Loss of Use of, Natural Resources \| Judicial Ruling
Legal, Environmental or Regulatory Matters
Amount paid to plaintiff		$ 22,325,000
Line 901 Incident \| May 2016 Indictment
Legal, Environmental or Regulatory Matters
Number of felony discharges found guilty \| count															1
Number of misdemeanor charges found guilty \| count															8
Number of misdemeanor charges found guilty, reporting \| count															1
Number of misdemeanor charges found guilty, strict liability discharge \| count															1
Number of misdemeanor charges found guilty, strict liability animal takings \| count															6
Number of misdemeanor charges found not guilty, strict liability animal takings \| count															1
Line 901 Incident \| May 2016 Indictment \| Judicial Ruling
Legal, Environmental or Regulatory Matters
Fines or penalties assessed														$ 3,350,000
Line 901 Incident \| May 2016 Indictment \| Judicial Ruling \| Maximum
Legal, Environmental or Regulatory Matters
Amount awarded to claimants by court			$ 150,000
Line 901 Incident \| May 2016 Indictment \| Pending Litigation
Legal, Environmental or Regulatory Matters
Loss contingency, damages sought, value										275,000
Line 901 Incident \| Class Action Lawsuit Claim of Damages \| Pending Litigation
Legal, Environmental or Regulatory Matters
Litigation settlement agreement amount, subject to approval								$ 230,000,000
Line 901 Incident \| Class Action Lawsuit Claim of Damages \| Settled Litigation
Legal, Environmental or Regulatory Matters
Payments for legal settlements	$ 230,000,000
Line 901 Incident \| 2024 Settlements \| Settled Litigation
Legal, Environmental or Regulatory Matters
Costs related to the Line 901 incident						120,000,000
Line 901 2015 Insurance Program
Legal, Environmental or Regulatory Matters
Recoveries from insurance carriers											275,000,000
Coverage limit under insurance program					500,000,000	500,000,000			500,000,000	500,000,000	500,000,000
Exceeded coverage limit under insurance program					370,000,000	370,000,000			370,000,000	370,000,000	370,000,000
Claim for Reimbursement From Insurance
Legal, Environmental or Regulatory Matters
Recoveries from insurance carriers									3,600,000
Receivable for remaining portion of release costs probable of recovery from insurance					225,000,000	225,000,000			225,000,000	225,000,000	225,000,000
Denial of Insurance Coverage
Legal, Environmental or Regulatory Matters
Receivable for remaining portion of release costs probable of recovery from insurance					185,000,000	185,000,000			185,000,000	185,000,000	185,000,000
Not Yet Accepted Nor Denied of Insurance Coverage
Legal, Environmental or Regulatory Matters
Receivable for remaining portion of release costs probable of recovery from insurance					40,000,000	40,000,000			40,000,000	40,000,000	40,000,000
Arbitration Proceedings Against Insurers
Legal, Environmental or Regulatory Matters
Receivable for remaining portion of release costs probable of recovery from insurance					225,000,000	$ 225,000,000			$ 225,000,000	$ 225,000,000	$ 225,000,000
Arbitration Proceedings Against Insurers, Binding Hearing in October \| Subsequent Event
Legal, Environmental or Regulatory Matters
Receivable for remaining portion of release costs probable of recovery from insurance												$ 175,000,000
Membership Interest Purchase Agreement \| Claims against PAA \| Pending Litigation
Legal, Environmental or Regulatory Matters
Amount awarded to claimants by court					$ 0

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Net income	$ 301	$ 268	$ 953	$ 1,044
Other comprehensive income/(loss)	36	(35)	(68)	50
Comprehensive income	337	233	885	1,094
Comprehensive income attributable to noncontrolling interests	(294)	(214)	(790)	(934)
Comprehensive income attributable to PAGP	$ 43	$ 19	$ 95	$ 160

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

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- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Derivatives and Risk Management Activities - Interest Rate Risk Hedging (Details) - 8 forward starting interest rate swaps (30-year), 3.09% - Cash Flow Hedge $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($) contract
Interest Rate Risk Hedging
Number of interest rate derivatives \| contract	8
Term of derivative contract	30 years
Notional amount of derivatives \| $	$ 200
Average rate locked (as a percent)	3.09%

Revenues and Accounts Receivable - Counterparty Deficiencies (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Minimum Volume Commitments
Counterparty deficiencies, billed and collected	$ 222	$ 228
Minimum Volume Commitments
Minimum Volume Commitments
Counterparty deficiencies, billed and collected	$ 68	$ 77

Commitments and Contingencies

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Loss Contingencies — General

To the extent we are able to assess the likelihood of a negative outcome for a contingency, our assessments of such likelihood range from remote to probable. If we determine that a negative outcome is probable and the amount of loss is reasonably estimable, we accrue an undiscounted liability equal to the estimated amount. If a range of probable loss amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then we accrue an undiscounted liability equal to the minimum amount in the range. In addition, we estimate legal fees that we expect to incur associated with loss contingencies and accrue those costs when they are material and probable of being incurred.

We do not record a contingent liability when the likelihood of loss is probable but the amount cannot be reasonably estimated or when the likelihood of loss is believed to be only reasonably possible or remote. For contingencies where an unfavorable outcome is reasonably possible and the impact would be material to our consolidated financial statements, we disclose the nature of the contingency and, where feasible, an estimate of the possible loss or range of loss.

Legal Proceedings — General

In the ordinary course of business, we are involved in various legal proceedings, including those arising from regulatory and environmental matters. In connection with determining the probability of loss associated with such legal proceedings and whether any potential losses associated therewith are estimable, we take into account what we believe to be all relevant known facts and circumstances, and what we believe to be reasonable assumptions regarding the application of those facts and circumstances to existing agreements, laws and regulations. Although we are insured against various risks to the extent we believe it is prudent, there is no assurance that the nature and amount of such insurance will be adequate, in every case, to fully protect us from losses arising from current or future legal proceedings. Accordingly, we can provide no assurance that the outcome of the various legal proceedings that we are currently involved in, or will become involved with in the future, will not, individually or in the aggregate, have a material adverse effect on our consolidated financial condition, results of operations or cash flows.

Environmental — General

We currently own or lease, and in the past have owned and leased, properties where hazardous liquids, including hydrocarbons, are or have been handled. These properties and the hazardous liquids or associated wastes disposed thereon may be subject to the U.S. federal Comprehensive Environmental Response, Compensation and Liability Act, as amended, and the U.S. federal Resource Conservation and Recovery Act, as amended, as well as state and Canadian federal and provincial laws and regulations. Under such laws and regulations, we could be required to remove or remediate hazardous liquids or associated wastes (including wastes disposed of or released by prior owners or operators) and to clean up contaminated property (including contaminated groundwater). Assets we have acquired or will acquire in the future may have environmental remediation liabilities for which we are not indemnified or insured.

Although we have made significant investments in our maintenance and integrity programs, we have experienced (and likely will experience future) releases of hydrocarbon products into the environment from our pipeline, rail, storage and other facility operations. These releases can result from accidents or from unpredictable man-made or natural forces and may reach surface water bodies, groundwater aquifers or other sensitive environments. We also may discover environmental impacts from past releases that were previously unidentified. Damages and liabilities associated with any such releases from our existing or future assets could be significant and could have a material adverse effect on our consolidated financial condition, results of operations or cash flows.

We record environmental liabilities when environmental assessments and/or remedial efforts are probable and the amounts can be reasonably estimated. Generally, our recording of these accruals coincides with our completion of a feasibility study or our commitment to a formal plan of action. We do not discount our environmental remediation liabilities to present value. We also record environmental liabilities assumed in business combinations based on the estimated fair value of the environmental obligations caused by past operations of the acquired company. We record receivables for amounts we believe are recoverable from insurance or from third parties under indemnification agreements in the period that we determine the costs are probable of recovery.

Environmental expenditures that pertain to current operations or to future revenues are expensed or capitalized consistent with our capitalization policy for property and equipment. Expenditures that result from the remediation of an existing condition caused by past operations and that do not contribute to current or future profitability are expensed.

Our estimated undiscounted reserve for environmental liabilities (excluding liabilities related to the Line 901 incident, as discussed further below) were reflected on our Condensed Consolidated Balance Sheets as follows (in millions):


	September 30, 2024		December 31, 2023
Other current liabilities	$	14	$	10
Other long-term liabilities and deferred credits	$	45	$	46
Total	$	59	$	56

In some cases, the actual cash expenditures associated with these liabilities may not occur for three years or longer. Our estimates used in determining these reserves are based on information currently available to us and our assessment of the ultimate outcome. Among the many uncertainties that impact our estimates are the necessary regulatory approvals for, and potential modification of, our remediation plans, the limited amount of data available upon initial assessment of the impact of soil or water contamination, changes in costs associated with environmental remediation services and equipment and the possibility of existing or future legal claims giving rise to additional liabilities. Therefore, although we believe that the reserve is adequate, actual costs incurred (which may ultimately include costs for contingencies that are currently not reasonably estimable or costs for contingencies where the likelihood of loss is currently believed to be only reasonably possible or remote) may be in excess of the reserve and may potentially have a material adverse effect on our consolidated financial condition, results of operations or cash flows.

Specific Legal, Environmental or Regulatory Matters

Line 901 Incident. In May 2015, we experienced a crude oil release from our Las Flores to Gaviota Pipeline (Line 901) in Santa Barbara County, California. A portion of the released crude oil reached the Pacific Ocean at Refugio State Beach through a drainage culvert. Following the release, we shut down the pipeline and initiated our emergency response plan. A Unified Command, which included the United States Coast Guard, the EPA, the State of California Department of Fish and Wildlife (“CDFW”), the California Office of Spill Prevention and Response and the Santa Barbara Office of Emergency Management, was established for the response effort. Clean-up and remediation operations with respect to impacted shoreline and other areas was determined by the Unified Command to be complete in 2016, and the Unified Command was dissolved. Our estimate of the amount of oil spilled, based on relevant facts, data and information, and as set forth in the Consent Decree described below, is approximately 2,934 barrels; of this amount, we estimate that 598 barrels reached the Pacific Ocean.

As a result of the Line 901 incident, several governmental agencies and regulators initiated investigations into the Line 901 incident, various claims have been made against us and a number of lawsuits have been filed against us, most of which have been resolved. Set forth below is a brief summary of actions and matters that are currently pending or recently resolved.

As the “responsible party” for the Line 901 incident we are liable for various costs and for certain natural resource damages under the Oil Pollution Act. In this regard, following the Line 901 incident, we entered into a cooperative Natural Resource Damage Assessment (“NRDA”) process with the federal and state agencies designated or authorized by law to act as trustees for the natural resources of the United States and the State of California (collectively, the “Trustees”). Additionally, various government agencies sought to collect civil fines and penalties under applicable state and federal regulations. On March 13, 2020, the United States and the People of the State of California filed a civil complaint against Plains All American Pipeline, L.P. and Plains Pipeline L.P. along with a pre-negotiated settlement agreement in the form of a Consent Decree (the “Consent Decree”) that was signed by the United States Department of Justice, Environmental and Natural Resources Division, the United States Department of Transportation, Pipeline and Hazardous Materials Safety Administration, the EPA, CDFW, the California Department of Parks and Recreation, the California State Lands Commission, the California Department of Forestry and Fire Protection’s Office of the State Fire Marshal, Central Coast Regional Water Quality Control Board, and Regents of the University of California. The Consent Decree was approved and entered by the Federal District Court for the Central District of California on October 14, 2020. Pursuant to the terms of the Consent Decree, Plains paid $24 million in civil penalties and $22.325 million as compensation for injuries to, destruction of, loss of, or loss of use of natural resources resulting from the Line 901 incident. The Consent Decree, which resolved all regulatory claims related to the incident, also contains requirements for implementing certain agreed-upon injunctive relief, as well as requirements for potentially restarting Line 901 and the Sisquoc to Pentland portion of Line 903. On October 13, 2022, Plains sold Line 901 and the Sisquoc to Pentland portion of Line 903 to Pacific Pipeline Company, an indirect wholly owned subsidiary of Exxon Mobil Corporation. As required by the terms of the Consent Decree, such purchaser assumed responsibility for compliance with the Consent Decree as it relates to the future ownership and operation of Line 901 and the Sisquoc to Pentland portion of Line 903.

Following an investigation and grand jury proceedings, in May of 2016, PAA was charged by a California state grand jury, pursuant to an indictment filed in California Superior Court, Santa Barbara County (the “May 2016 Indictment”), with alleged violations of California law in connection with the Line 901 incident. Fifteen charges from the May 2016 Indictment were the subject of a jury trial in California Superior Court in Santa Barbara County, and the jury returned a verdict on September 7, 2018, pursuant to which we were (i) found guilty on one felony discharge count and eight misdemeanor counts (which included one reporting count, one strict liability discharge count and six strict liability animal takings counts) and (ii) found not guilty on one strict liability animal takings count. The remaining counts were subsequently dismissed by the Court. On April 25, 2019, PAA was sentenced to pay fines and penalties in the aggregate amount of just under $3.35 million for the convictions covered by the September 2018 jury verdict (the “2019 Sentence”). The fines and penalties imposed in connection with the 2019 Sentence have been paid. In September 2021, the Superior Court concluded a series of hearings on the issue of whether there were any “direct victims” of the spill that are entitled to restitution under applicable criminal law. Through a series of final orders issued at the trial court level and without affecting any rights of the claimants under civil law, the Court dismissed the vast majority of the claims and ruled that the claimants were not entitled to restitution under applicable criminal laws. The Court did award an aggregate amount of less than $150,000 to a handful of claimants and we settled with approximately 40 claimants before the hearings for aggregate consideration that is not material. The prosecution and certain separately represented claimants appealed the Court’s rulings. The Appellate Court’s order resulted in approximately $275,000 of claims being remanded to the trial court for further adjudication and the affirmation of the trial court’s dismissal of all other claims.

We also received individual lawsuits and claims from companies, governmental agencies and individuals alleging damages arising out of the Line 901 incident. These lawsuits and claims generally seek restitution, compensatory and punitive damages, and/or injunctive relief. Most of these lawsuits have been settled or dismissed by the court. We recently settled the following two lawsuits (the “2024 Settlements”): (i) a lawsuit in California Superior Court in Santa Barbara County for lost revenue or profit asserted by a former oil producer that declared bankruptcy and shut in its offshore production platform following the Line 901 incident; and (ii) a lawsuit filed by the California State Land Commission in California Superior Court in Santa Barbara County seeking lost royalties following the shut-down of Line 901, as well as costs related to the decommissioning of such platform. In connection with the 2024 Settlements, we recognized additional costs related to the Line 901 incident of $120 million. Our remaining Line 901 lawsuits include various lawsuits filed in California Superior Court in Santa Barbara County by companies and individuals who provided labor, goods, or services associated with oil production activities they claim were disrupted following the Line 901 incident. We are vigorously defending these remaining lawsuits, which have not yet been set for trial, and believe we have strong defenses.

In a separate class action lawsuit that was pending in United States District Court for the Central District of California, the plaintiffs claimed two different classes of claimants were damaged by the release: (i) commercial fishermen who landed fish in certain specified fishing blocks in the waters off the coast of Southern California or persons or businesses who resold commercial seafood caught in those areas; and (ii) owners and lessees of residential beachfront properties, or properties with a private easement to a beach, where plaintiffs claim oil from the spill washed up. In 2022, in order to fully and finally resolve all claims and litigation for both classes, we reached an agreement to settle this case in exchange for a payment of $230 million (the “Class Action Settlement”). The Class Action Settlement was formally approved by the trial court on September 20, 2022, and we made the $230 million settlement payment on October 27, 2022 and the lawsuit was subsequently dismissed.

Plains formally submitted claims for reimbursement of the Class Action Settlement to our insurance carriers on November 7, 2022. To date, we have received payment of approximately $3.6 million from one insurer, which represents the final payment obligation of such insurer and brings the total amount collected from all insurers under such program to $275 million of the $500 million policy limits as of September 30, 2024. Insurers responsible for $185 million of the remaining $225 million of coverage have formally communicated a denial of coverage for the Class Action Settlement, generally alleging that some or all damages encompassed by the Class Action Settlement are not covered by their policies and that all or some portion of the $275 million for which Plains has already received insurance reimbursement does not properly exhaust the underlying policies that paid those sums. The insurer responsible for the final $40 million of coverage under such insurance program has not yet accepted nor denied coverage. We have initiated final and binding arbitration proceedings against all of the insurers responsible for the remaining $225 million of coverage with respect to which we have not received reimbursement. With respect to our reimbursement claim against insurers representing $175 million of the $225 million total reimbursement claim, a binding arbitration hearing was concluded in early October and we expect a decision from the arbitration panel in January 2025. We continue to believe that our claim for reimbursement from our insurers of the Class Action Settlement payment is strong and that our ultimate recovery of such amounts is probable. Our belief is based on: (i) our analysis of the terms of the underlying insurance policies as applied to the facts and circumstances that comprise our claim for reimbursement, (ii) our experience with the cost submissions and timely collection of claims for the $275 million collected to date for this incident under the same insurance program as the denied claims, including from some of the same insurers who are now denying claims, (iii) our extensive legal review and assessment of the insurer’s claimed basis for denial of coverage, which review and assessment includes the advice of external legal counsel experienced in these type of matters and solidly supports our belief that our insurers are required to provide coverage based on the terms of the policies and the nature of our claims, and (iv) the financial strength of the insurance carriers as determined by an independent credit ratings agency. Various factors could impact the timing and amount of recovery of our insurance receivable, including future developments that adversely impact our assessment of the strength of our coverage claims, the outcome of any dispute resolution proceedings with respect to our coverage claims (including the arbitration proceeding for which a hearing was completed in October) and the extent to which insurers may become insolvent in the future. An unfavorable resolution could have a material impact on our results of operations.

In connection with the foregoing, including the Class Action Settlement and the 2024 Settlements, we have made adjustments to our total estimated Line 901 costs and the portion of such costs that we believe are probable of recovery from insurance carriers, net of deductibles. Effective as of September 30, 2024, we estimate that the aggregate total costs we have incurred or will incur with respect to the Line 901 incident will be approximately $870 million, which includes actual and projected emergency response and clean-up costs, natural resource damage assessments, fines and penalties payable pursuant to the Consent Decree, certain third-party claims settlements (including the Class Action Settlement and the 2024 Settlements), and estimated costs associated with our remaining Line 901 lawsuits and claims as described above, as well as estimates for certain legal fees and statutory interest where applicable. We accrue such estimates of aggregate total costs to “Field operating costs” in our Condensed Consolidated Statements of Operations. This estimate considers our prior experience in environmental investigation and remediation matters and available data from, and in consultation with, our environmental and other specialists, as well as currently available facts and presently enacted laws and regulations. We have made assumptions for (i) the resolution of certain third-party claims and lawsuits, but excluding claims and lawsuits with respect to which losses are not probable and reasonably estimable, and (ii) the nature, extent and cost of legal services that will be required in connection with all lawsuits, claims and other matters requiring legal or expert advice associated with the Line 901 incident. Our estimate does not include any lost revenue associated with the shutdown of Line 901 or 903 and does not include any liabilities or costs that are not reasonably estimable at this time or that relate to contingencies where we currently regard the likelihood of loss as being only reasonably possible or remote. We believe we have accrued adequate amounts for all probable and reasonably estimable costs; however, this estimate is subject to uncertainties associated with the assumptions that we have made. For example, with respect to potential losses that we regard as only reasonably possible or remote, we have made assumptions regarding the strength of our legal position based on our assessment of the relevant facts and applicable law and precedent; if our assumptions regarding such matters turn out to be inaccurate (i.e., we are found to be liable under circumstances where we regard the likelihood of loss as being only reasonably possible or remote), we could be responsible for significant costs and expenses that are not currently included in our estimates and accruals. In addition, for any potential losses that we regard as probable and for which we have accrued an estimate of the potential losses, our estimates regarding damages, legal fees, court costs and interest could turn out to be inaccurate and the actual losses we incur could be significantly higher than the amounts included in our estimates and accruals. Also, the amount of time it takes for us to resolve all of the current and future lawsuits and claims that relate to the Line 901 incident could turn out to be significantly longer than we have assumed, and as a result the costs we incur for legal services could be significantly higher than we have estimated. Accordingly, our assumptions and estimates may turn out to be inaccurate and our total costs could turn out to be materially higher; therefore, we can provide no assurance that we will not have to accrue significant additional costs in the future with respect to the Line 901 incident.

We recognized costs, net of amounts probable of recovery from insurance carriers, of $120 million during the nine months ended September 30, 2024. We did not recognize any such costs during the nine months ended September 30, 2023. As of September 30, 2024, we had a remaining undiscounted gross liability of approximately $94 million related to the Line 901 incident, which aggregate amount is reflected in “Current liabilities” on our Condensed Consolidated Balance Sheet. As discussed above, we maintain insurance coverage, which is subject to certain exclusions and deductibles, in the event of such liabilities. As of September 30, 2024, our incurred costs for the Line 901 incident have exceeded our insurance coverage limit of $500 million related to our 2015 insurance program applicable to the Line 901 incident by $370 million. Through September 30, 2024, we had collected, subject to customary reservations, approximately $280 million out of the $505 million of release costs that we believe are probable of recovery from insurance carriers (including the 2015 insurance program and our directors and officers (D&O) insurance policies), net of deductibles. Therefore, as of September 30, 2024, we have recognized a receivable of approximately $225 million for the portion of the release costs that we believe is probable of recovery from insurance, net of deductibles and amounts already collected. We anticipate that the process to enforce our coverage claims with respect to the Class Action Settlement will take time and, accordingly, have classified the related receivable amounts as short-term and long-term based on the resolution status of the process as of the balance sheet date. As of September 30, 2024, we have classified $175 million of the receivable as a short-term asset in “Trade accounts receivable and other receivables, net” with the remaining $50 million recognized as a long-term asset in “Other long-term assets, net” on our Condensed Consolidated Balance Sheet. As of December 31, 2023, we classified $225 million as a long-term asset in “Other long-term assets, net” on our Condensed Consolidated Balance Sheet.

We have completed the required clean-up and remediation work as determined by the Unified Command and the Unified Command has been dissolved; however, we expect to make payments for additional legal, professional and regulatory costs during future periods. Taking into account the costs that we have included in our total estimate of costs for the Line 901 incident and considering what we regard as very strong defenses to the claims made in our remaining Line 901 lawsuits, we do not believe the ultimate resolution of such remaining lawsuits will have a material adverse effect on our consolidated financial condition, results of operations or cash flows.

Other Litigation Matters. On July 19, 2022, Hartree Natural Gas Storage, LLC (“Hartree”) filed a lawsuit under seal in the Superior Court for the State of Delaware asserting claims against PAA Natural Gas Storage, L.P. (“PNGS”) and PAA arising out of a Membership Interest Purchase Agreement relating to the 2021 sale of the Pine Prairie Energy Center natural gas storage facility to Hartree. A bifurcated bench and jury trial was held in May of 2024, with the jury deciding claims asserted against PAA (“PAA claims”) and the court to decide the claims asserted against PNGS (“PNGS claims”). The jury found PAA liable but awarded $0 damages on the PAA claims. We are still awaiting a verdict from the court on the PNGS claims and an entry of judgement on the PAA claims. We expect that the outcome of the lawsuit will not have a material adverse effect on our financial condition, results of operations or cash flows.

Debt - Components (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
SHORT-TERM DEBT
Short-term debt	$ 765	$ 446
LONG-TERM DEBT
PAA senior notes	7,140	7,242
Other	72	63
Total long-term debt	7,212	7,305
Total debt	7,977	7,751
Senior notes
LONG-TERM DEBT
PAA senior notes	7,140	7,242
Unamortized discounts and debt issuance costs	43	41
Debt instrument face value	7,900	7,300
Senior notes \| Level 2
LONG-TERM DEBT
Debt instrument fair value	7,700	6,900
Other
LONG-TERM DEBT
Other	72	63
Other
SHORT-TERM DEBT
Short-term debt	15	13
Commercial Paper
SHORT-TERM DEBT
Short-term notes and borrowings		$ 433
Weighted average interest rate, short-term (as a percent)		5.80%
3.60% senior notes due November 2024 \| Senior notes
LONG-TERM DEBT
Long-term debt		$ 750
Debt instrument, interest rate (as a percent)		3.60%
3.60% senior notes due November 2024 \| Senior notes
SHORT-TERM DEBT
Short-term debt	$ 750
LONG-TERM DEBT
Debt instrument, interest rate (as a percent)	3.60%

Debt

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Debt

Debt consisted of the following (in millions):


	September 30, 2024		December 31, 2023
SHORT-TERM DEBT
PAA commercial paper notes, bearing a weighted-average interest rate of 5.8% (1)	$	—	$	433


PAA senior notes:
3.60% senior notes due November 2024 (2)	750		—


Other	15		13
Total short-term debt	765		446

LONG-TERM DEBT
PAA senior notes, net of unamortized discounts and debt issuance costs of $43 and $41, respectively (2)	7,140		7,242


Other	72		63
Total long-term debt	7,212		7,305
Total debt (3)	$	7,977	$	7,751

(1)We classified these PAA commercial paper notes as short-term as of December 31, 2023, as these notes were primarily designated as working capital borrowings, were required to be repaid within one year and were primarily for hedged NGL and crude oil inventory and NYMEX and ICE margin deposits.

(2)As of December 31, 2023, we classified PAA’s $750 million, 3.60% senior notes due November 2024 as long-term based on our ability and intent to refinance the notes on a long-term basis at that time. PAA redeemed these senior notes on November 1, 2024.

(3)PAA’s fixed-rate senior notes had a face value of approximately $7.9 billion and $7.3 billion as of September 30, 2024 and December 31, 2023, respectively. We estimated the aggregate fair value of these notes as of September 30, 2024 and December 31, 2023 to be approximately $7.7 billion and $6.9 billion, respectively. PAA’s fixed-rate senior notes are traded among institutions, and these trades are routinely published by a reporting service. Our determination of fair value is based on reported trading activity near the end of the reporting period. We estimate that the carrying value of outstanding borrowings under PAA’s commercial paper program approximates fair value as interest rates reflect current market rates. The fair value estimates for PAA’s senior notes and commercial paper program are based upon observable market data and are classified in Level 2 of the fair value hierarchy.

Senior Notes

In June 2024, PAA completed the offering of $650 million, 5.70% senior notes due September 2034 at a public offering price of 99.953%. Interest payments are due on March 15 and September 15 of each year, commencing on March 15, 2025.

Credit Facilities

In August 2024, PAA amended its credit facility agreements to, among other things, extend the maturity dates of its senior secured hedged inventory facility and senior unsecured revolving credit facility by one year to August 2027 and August 2029, respectively, for each extending lender. The maturity dates with respect to the non-extending lender under PAA’s senior secured hedged inventory facility and senior unsecured revolving credit facility (which represents a commitment of approximately $64 million out of total commitments of $1.35 billion from all lenders under each facility) remain August 2026 and August 2027, respectively.

Borrowings and Repayments

Total borrowings under the PAA commercial paper program for the nine months ended September 30, 2024 and 2023 were approximately $20.7 billion and $4.9 billion, respectively. Total repayments under the PAA commercial paper program were approximately $21.1 billion and $4.9 billion for the nine months ended September 30, 2024 and 2023, respectively. The variance in total gross borrowings and repayments is impacted by various business and financial factors including, but not limited to, the timing, average term and method of general partnership borrowing activities.

Letters of Credit

In connection with our merchant activities, we provide certain suppliers with irrevocable standby letters of credit to secure our obligation for the purchase and transportation of crude oil and NGL. Additionally, we issue letters of credit to support insurance programs, derivative transactions, including hedging-related margin obligations, and construction activities. At September 30, 2024 and December 31, 2023, we had outstanding letters of credit of $108 million and $205 million, respectively.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
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-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (a)(1)
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-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
-SubTopic 40
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/470/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1E

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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+ Details

Derivatives and Risk Management Activities - Broker Receivable/Payable (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Offsetting Assets, Liabilities [Line Items]
Initial margin	$ 104	$ 77
Variation margin posted/(returned)	46	(65)
Letters of credit	(108)	(205)
Net broker receivable	117
Net broker payable		(13)
Exchange Traded
Offsetting Assets, Liabilities [Line Items]
Letters of credit	$ (33)	$ (25)

Segment Information (Tables)

9 Months Ended

Sep. 30, 2024

Segment Reporting [Abstract]

Schedule of Segment Financial Data

The following tables reflect certain financial data for each segment (in millions):


	Crude Oil		NGL		Intersegment Revenues Elimination		Total
Three Months Ended September 30, 2024
Revenues (1):
Product sales	$	12,009	$	357	$	(84)	$	12,282
Services	435		31		(5)		461
Total revenues	$	12,444	$	388	$	(89)	$	12,743
Equity earnings in unconsolidated entities	$	97	$	—			$	97
Segment Adjusted EBITDA	$	577	$	73			$	650

Maintenance capital expenditures	$	48	$	21			$	69





Three Months Ended September 30, 2023
Revenues (1):
Product sales	$	11,481	$	201	$	(101)	$	11,581
Services	453		41		(4)		490
Total revenues	$	11,934	$	242	$	(105)	$	12,071
Equity earnings in unconsolidated entities	$	99	$	—			$	99
Segment Adjusted EBITDA	$	553	$	99			$	652

Maintenance capital expenditures	$	39	$	21			$	60





Nine Months Ended September 30, 2024
Revenues (1):
Product sales	$	35,515	$	1,069	$	(263)	$	36,321
Services	1,246		120		(16)		1,350
Total revenues	$	36,761	$	1,189	$	(279)	$	37,671
Equity earnings in unconsolidated entities	$	298	$	—			$	298
Segment Adjusted EBITDA	$	1,707	$	326			$	2,033

Maintenance capital expenditures	$	135	$	53			$	188





Nine Months Ended September 30, 2023
Revenues (1):
Product sales	$	33,815	$	1,182	$	(271)	$	34,726
Services	1,173		130		(15)		1,288
Total revenues	$	34,988	$	1,312	$	(286)	$	36,014
Equity earnings in unconsolidated entities	$	277	$	—			$	277
Segment Adjusted EBITDA	$	1,600	$	352			$	1,952

Maintenance capital expenditures	$	107	$	62			$	169

(1)Segment revenues include intersegment amounts that are eliminated in Purchases and related costs. Intersegment activities are conducted at posted tariff rates where applicable, or otherwise at rates similar to those charged to third parties or rates that we believe approximate market at the time the agreement is executed or renegotiated.

Schedule of Reconciliation of Segment Adjusted EBITDA to Net income attributable to PAGP

The following table reconciles Segment Adjusted EBITDA to Net income attributable to PAGP (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Segment Adjusted EBITDA	$	650	$	652	$	2,033	$	1,952
Adjustments: (1)
Depreciation and amortization of unconsolidated entities (2)	(22)		(21)		(59)		(67)
Derivative activities and inventory valuation adjustments (3)	105		(196)		(78)		(201)
Long-term inventory costing adjustments (4)	(31)		58		(8)		27
Deficiencies under minimum volume commitments, net (5)	(15)		(14)		(10)		(5)
Equity-indexed compensation expense (6)	(9)		(10)		(28)		(28)
Foreign currency revaluation (7)	(2)		15		22		—
Line 901 incident (8)	(120)		—		(120)		—
Transaction-related expenses (9)	—		(1)		—		(1)
Segment amounts attributable to noncontrolling interests in consolidated joint ventures (10)	146		117		406		317
Unallocated general and administrative expenses (11)	(1)		(1)		(5)		(5)
Depreciation and amortization	(257)		(261)		(769)		(778)
Gains/(losses) on asset sales, net	(1)		(7)		(1)		144
Gain on investment in unconsolidated entities	—		29		—		28
Interest expense, net	(97)		(97)		(287)		(290)
Other income, net	10		—		14		85
Income before tax	356		263		1,110		1,178
Income tax (expense)/benefit	(55)		5		(157)		(134)
Net income	301		268		953		1,044
Net income attributable to noncontrolling interests	(268)		(239)		(839)		(898)
Net income attributable to PAGP	$	33	$	29	$	114	$	146

(1)Represents adjustments utilized by our CODM in the evaluation of segment results.

(2)Includes our proportionate share of the depreciation and amortization expense (including write-downs related to cancelled projects and impairments) of unconsolidated entities.

(3)We use derivative instruments for risk management purposes and our related processes include specific identification of hedging instruments to an underlying hedged transaction. Although we identify an underlying transaction for each derivative instrument we enter into, there may not be an accounting hedge relationship between the instrument and the underlying transaction. In the course of evaluating our results, we identify differences in the timing of earnings from the derivative instruments and the underlying transactions and exclude the related gains and losses in determining Segment Adjusted EBITDA such that the earnings from the derivative instruments and the underlying transactions impact Segment Adjusted EBITDA in the same period. In addition, we exclude gains and losses on derivatives that are related to (i) investing activities, such as the purchase of linefill, and (ii) purchases of long-term inventory. We also exclude the impact of corresponding inventory valuation adjustments, as applicable.

(4)We carry crude oil and NGL inventory that is comprised of minimum working inventory requirements in third-party assets and other working inventory that is needed for our commercial operations. We consider this inventory necessary to conduct our operations and we intend to carry this inventory for the foreseeable future. Therefore, we classify this inventory as long-term on our balance sheet and do not hedge the inventory with derivative instruments (similar to linefill in our own assets). We exclude the impact of changes in the average cost of the long-term inventory (that result from fluctuations in market prices) and write-downs of such inventory that result from price declines from Segment Adjusted EBITDA.

(5)We, and certain of our equity method investees, have certain agreements that require counterparties to deliver, transport or throughput a minimum volume over an agreed upon period. Substantially all of such agreements were entered into with counterparties to economically support the return on capital expenditure necessary to construct the related asset. Some of these agreements include make-up rights if the minimum volume is not met. We record a receivable from the counterparty in the period that services are provided or when the transaction occurs, including amounts for deficiency obligations from counterparties associated with minimum volume commitments. If a counterparty has a make-up right associated with a deficiency, we defer the revenue attributable to the counterparty’s make-up right and subsequently recognize the revenue at the earlier of when the deficiency volume is delivered or shipped, when the make-up right expires or when it is determined that the counterparty’s ability to utilize the make-up right is remote. We include the impact of amounts billed to counterparties for their deficiency obligation, net of applicable amounts subsequently recognized into revenue or equity earnings, as a selected item impacting comparability. Our CODM views the inclusion of the contractually committed revenues associated with that period as meaningful to Segment Adjusted EBITDA as the related asset has been constructed, is standing ready to provide the committed service and the fixed operating costs are included in the current period results.

(6)Our total equity-indexed compensation expense includes expense associated with awards that will be settled in PAA common units and awards that will be settled in cash. The awards that will be settled in PAA common units are included in PAA’s diluted net income per unit calculation when the applicable performance criteria have been met. We exclude compensation expense associated with these awards in determining Segment Adjusted EBITDA as the dilutive impact of the outstanding awards is included in PAA’s diluted net income per unit calculation, as applicable. The portion of compensation expense associated with awards that will be settled in cash is not excluded in determining Segment Adjusted EBITDA. See Note 17 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for a discussion regarding our equity-indexed compensation plans.

(7)During the periods presented, there were fluctuations in the value of CAD to USD, resulting in the realization of foreign exchange gains and losses on the settlement of foreign currency transactions as well as the revaluation of monetary assets and liabilities denominated in a foreign currency. These gains and losses are not integral to our core operating performance and were therefore excluded in determining Segment Adjusted EBITDA.

(8)Includes costs recognized during the period related to the Line 901 incident that occurred in May 2015, net of amounts we believe are probable of recovery from insurance. See Note 9 for additional information regarding the Line 901 incident.

(9)Includes expenses associated with the Rattler Permian Transaction in the third quarter of 2023. See Note 7 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for information regarding this transaction.

(10)Reflects amounts attributable to noncontrolling interests in the Permian JV, Cactus II and Red River.

(11)Represents general and administrative expenses incremental to those of PAA, which are not allocated to our reporting segments in determining Segment Adjusted EBITDA.

Derivatives and Risk Management Activities (Tables)

9 Months Ended

Sep. 30, 2024

Derivatives and Risk Management Activities

Schedule of Impact of Derivatives Recognized in Earnings

The following table summarizes the impact of our commodity derivatives recognized in earnings (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Product sales revenues	$	29	$	(142)	$	(195)	$	(24)
Field operating costs	(9)		(17)		(35)		(30)

Net gain/(loss) from commodity derivative activity	$	20	$	(159)	$	(230)	$	(54)

Schedule of Net Broker Receivable/(Payable)

The following table provides the components of our net broker receivable/(payable) (in millions):


	September 30, 2024		December 31, 2023
Initial margin	$	104	$	77
Variation margin posted/(returned)	46		(65)
Letters of credit	(33)		(25)
Net broker receivable/(payable)	$	117	$	(13)

Schedule of Derivative Assets and Liabilities on Condensed Consolidated Balance Sheets on a Gross Basis

The following table reflects the Condensed Consolidated Balance Sheet line items that include the fair values of our commodity derivative assets and liabilities and the effect of the collateral netting. Such amounts are presented on a gross basis, before the effects of counterparty netting. However, we have elected to present our commodity derivative assets and liabilities with the same counterparty on a net basis on our Condensed Consolidated Balance Sheet when the legal right of offset exists. Amounts in the table below are presented in millions.


	September 30, 2024								December 31, 2023
					Effect of Collateral Netting		Net Carrying Value Presented on the Balance Sheet						Effect of Collateral Netting		Net Carrying Value Presented on the Balance Sheet
	Commodity Derivatives								Commodity Derivatives
	Assets		Liabilities						Assets		Liabilities
Derivative Assets
Other current assets	$	59	$	(83)	$	117	$	93	$	153	$	(79)	$	(13)	$	61
Other long-term assets, net	1		—		—		1		3		—		—		3
Derivative Liabilities
Other current liabilities	3		(45)		—		(42)		1		(64)		—		(63)
Other long-term liabilities and deferred credits	3		(26)		—		(23)		1		(15)		—		(14)
Total	$	66	$	(154)	$	117	$	29	$	158	$	(158)	$	(13)	$	(13)

Schedule of Net Unrealized Gain (Loss) Recognized in AOCI for Derivatives

The following table summarizes the net unrealized gain/(loss) recognized in AOCI for derivatives (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Interest rate derivatives, net	$	(9)	$	38	$	9	$	40

Schedule of Derivative Financial Assets and Liabilities Accounted for at Fair Value on a Recurring Basis, by Level within the Fair Value Hierarchy

The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis (in millions):


	Fair Value as of September 30, 2024						Fair Value as of December 31, 2023
Recurring Fair Value Measures (1)	Level 1		Level 2		Total			Level 1		Level 2		Total
Commodity derivatives	$	(21)	$	(67)	$	(88)		$	9	$	(9)	$	—
Interest rate derivatives	—		7		7			—		55		55


Total net derivative asset/(liability)	$	(21)	$	(60)	$	(81)		$	9	$	46	$	55

(1)Derivative assets and liabilities are presented above on a net basis but do not include related cash margin deposits.

Schedule of Reconciliation of Changes in Fair Value of Derivatives Classified as Level 3

The following table provides a reconciliation of changes in fair value of the beginning and ending balances for the Preferred Distribution Rate Reset Option embedded derivative, which was classified as Level 3 in the fair value hierarchy (in millions):


	Nine Months Ended September 30, 2023

Beginning Balance	$	(189)
Net gains/(losses) for the period included in earnings	58
Settlements	131

Ending Balance	$	—

Change in unrealized gains/(losses) included in earnings relating to Level 3 derivatives still held at the end of the period	$	—

Commodity Derivatives

Derivatives and Risk Management Activities

Schedule of Open Derivative Positions

The following table summarizes our open derivative positions utilized to hedge the price risk associated with anticipated purchases and sales related to our natural gas processing and NGL fractionation activities as of September 30, 2024:

Notional Volume

(Short)/Long

Remaining Tenor

Natural gas purchases

37.8 Bcf

December 2025

Propane sales

(6.6) MMbls

December 2025

Butane sales

(1.5) MMbls

September 2025

Condensate sales

(1.4) MMbls

March 2025

Fuel gas requirements (1)

2.7 Bcf

December 2025

Power supply requirements (1)

2.1 TWh

December 2030

(1)Positions to hedge a portion of our power supply and fuel gas requirements at our Canadian natural gas processing and fractionation plants.

Interest Rate Swap

Derivatives and Risk Management Activities

Schedule of Terms of Outstanding Interest Rate Derivatives

The following table summarizes the terms of our outstanding interest rate derivatives as of September 30, 2024 (notional amounts in millions):

Hedged Transaction

Number and Types of
Derivatives Employed

Notional
Amount

Expected
Termination Date

Average Rate
Locked

Accounting
Treatment

Anticipated interest payments

8 forward starting swaps

(30-year)

200

6/15/2026

3.09%

Cash flow hedge

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL - USD ($) $ in Millions	Total	Noncontrolling Interests	Class A Shares Partners’ Capital Limited Partners
Beginning balance at Dec. 31, 2022	$ 14,638	$ 13,114	$ 1,524
Increase (Decrease) in Partners' Capital
Net income	1,044	898	146
Distributions	(982)	(826)	(156)
Other comprehensive income/(loss)	50	36	14
Contributions from noncontrolling interests	53	53
Other	8	5	3
Ending balance at Sep. 30, 2023	14,811	13,280	1,531
Beginning balance at Jun. 30, 2023	14,867	13,299	1,568
Increase (Decrease) in Partners' Capital
Net income	268	239	29
Distributions	(336)	(284)	(52)
Other comprehensive income/(loss)	(35)	(25)	(10)
Contributions from noncontrolling interests	53	53
Other	(6)	(2)	(4)
Ending balance at Sep. 30, 2023	14,811	13,280	1,531
Beginning balance at Dec. 31, 2023	14,972	13,424	1,548
Increase (Decrease) in Partners' Capital
Net income	953	839	114
Distributions	(1,168)	(980)	(188)
Other comprehensive income/(loss)	(68)	(49)	(19)
Contributions from noncontrolling interests	40	40
Other	15	8	7
Ending balance at Sep. 30, 2024	14,744	13,282	1,462
Beginning balance at Jun. 30, 2024	14,800	13,310	1,490
Increase (Decrease) in Partners' Capital
Net income	301	268	33
Distributions	(399)	(336)	(63)
Other comprehensive income/(loss)	36	26	10
Contributions from noncontrolling interests	16	16
Other	(10)	(2)	(8)
Ending balance at Sep. 30, 2024	$ 14,744	$ 13,282	$ 1,462

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

+ Details

Partners' Capital and Distributions - Distributions, Class A (Details) - Cash Distribution - Class A Shares - USD ($) $ / shares in Units, $ in Millions	Nov. 14, 2024	Aug. 14, 2024	May 15, 2024	Feb. 14, 2024
Partners' Capital and Distributions
Distributions paid to limited partners		$ 63	$ 63	$ 63
Distribution per Class A share, paid (usd per share)		$ 0.3175	$ 0.3175	$ 0.3175
Forecast
Partners' Capital and Distributions
Distributions paid to limited partners	$ 63
Distribution per Class A share, paid (usd per share)	$ 0.3175

Segment Information - Segment Financial Data (Details) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) segment	Sep. 30, 2023 USD ($)
Segment Reporting Information
Operating segments number \| segment			2
Reportable segments number \| segment			2
Revenues:
Revenues	$ 12,743	$ 12,071	$ 37,671	$ 36,014
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments
Equity earnings in unconsolidated entities	97	99	298	277
Segment Adjusted EBITDA	650	652	2,033	1,952
Maintenance capital expenditures	69	60	188	169
Crude Oil
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments
Equity earnings in unconsolidated entities	97	99	298	277
Segment Adjusted EBITDA	577	553	1,707	1,600
Maintenance capital expenditures	48	39	135	107
NGL
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments
Segment Adjusted EBITDA	73	99	326	352
Maintenance capital expenditures	21	21	53	62
Product sales
Revenues:
Revenues	12,282	11,581	36,321	34,726
Services
Revenues:
Revenues	461	490	1,350	1,288
Operating Segments
Revenues:
Revenues	12,832	12,176	37,950	36,300
Operating Segments \| Crude Oil
Revenues:
Revenues	12,444	11,934	36,761	34,988
Operating Segments \| NGL
Revenues:
Revenues	388	242	1,189	1,312
Operating Segments \| Product sales \| Crude Oil
Revenues:
Revenues	12,009	11,481	35,515	33,815
Operating Segments \| Product sales \| NGL
Revenues:
Revenues	357	201	1,069	1,182
Operating Segments \| Services \| Crude Oil
Revenues:
Revenues	435	453	1,246	1,173
Operating Segments \| Services \| NGL
Revenues:
Revenues	31	41	120	130
Intersegment Revenues Elimination
Revenues:
Revenues	(89)	(105)	(279)	(286)
Intersegment Revenues Elimination \| Product sales
Revenues:
Revenues	(84)	(101)	(263)	(271)
Intersegment Revenues Elimination \| Services
Revenues:
Revenues	$ (5)	$ (4)	$ (16)	$ (15)

Revenues and Accounts Receivable - Contract Balances (Details) $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($)
Change in Contract with Customer, Liability
Beginning balance	$ 228
Amounts recognized as revenue	(37)
Additions	36
Other	(5)
Ending balance	$ 222

Debt - Senior Notes, Credit Facilities, Borrowings and Repayments and Letters of Credit (Details) - USD ($) $ in Millions	1 Months Ended	9 Months Ended
	Aug. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2024	Dec. 31, 2023
Debt
Outstanding letters of credit		$ 108			$ 205
Senior Secured Hedged Inventory Facility
Debt
Debt maturity, length of extension	1 year
Line of credit facility, current borrowing capacity	$ 1,350
Senior Secured Revolving Credit Facility, Maturing in August 2026
Debt
Line of credit facility, current borrowing capacity	$ 64
Senior Unsecured Revolving Credit Facility
Debt
Debt maturity, length of extension	1 year
Line of credit facility, current borrowing capacity	$ 1,350
Senior Unsecured Revolving Credit Facility, Maturing in August 2027
Debt
Line of credit facility, current borrowing capacity	$ 64
Senior notes
Debt
Debt instrument face value		7,900			$ 7,300
5.70% senior notes due September 2034 \| Senior notes
Debt
Debt instrument face value				$ 650
Debt instrument, interest rate (as a percent)				5.70%
Public offering price (as a percent)				99.953%
Commercial Paper
Debt
Total borrowings		20,700	$ 4,900
Total repayments		$ 21,100	$ 4,900

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2024

Schedule of Related Party Transactions

The impact to our Condensed Consolidated Statements of Operations from these transactions is included below (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenues from related parties	$	12	$	13	$	34	$	37

Purchases and related costs from related parties	$	103	$	103	$	296	$	302

Our receivable and payable amounts with these related parties as reflected on our Condensed Consolidated Balance Sheets were as follows (in millions):


	September 30, 2024		December 31, 2023
Trade accounts receivable and other receivables, net from related parties (1)	$	46	$	63

Trade accounts payable to related parties (1) (2)	$	70	$	72

(1)Includes amounts related to transportation and storage services and amounts owed to us or advanced to us related to investment capital projects of equity method investees where we serve as construction manager.

(2)We have agreements to store crude oil at facilities and transport crude oil or utilize capacity on pipelines that are owned by equity method investees. A portion of our commitment to transport is supported by crude oil buy/sell or other agreements with third parties with commensurate quantities.

Net Income Per Class A Share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Net Income Per Class A Share

Basic net income per Class A share is determined by dividing net income attributable to PAGP by the weighted average number of Class A shares outstanding during the period. Our Class B and Class C shares do not share in the earnings of the Partnership; accordingly, basic and diluted net income per Class B and Class C share has not been presented.

Diluted net income per Class A share is determined by dividing net income attributable to PAGP by the diluted weighted average number of Class A shares outstanding during the period. For purposes of calculating diluted net income per Class A share, both the net income attributable to PAGP and the diluted weighted average number of Class A shares outstanding consider the impact of possible future exchanges of AAP units and the associated Class B shares into our Class A shares. In addition, the calculation of the diluted weighted average number of Class A shares outstanding considers the effect of potentially dilutive awards under the Plains GP Holdings, L.P. Long-Term Incentive Plan (the “PAGP LTIP”).

Exchanges of potentially dilutive AAP units are assumed to have occurred at the beginning of the period and the incremental income attributable to PAGP resulting from the assumed exchanges is representative of the incremental income that would have been attributable to PAGP if the assumed exchanges occurred on that date. See Note 11 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for information regarding exchanges of AAP units. PAGP LTIP awards that are deemed to be dilutive are reduced by a hypothetical share repurchase based on the remaining unamortized fair value, as prescribed by the treasury stock method in guidance issued by the FASB. See Note 17 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for information regarding PAGP LTIP awards.

On a weighted-average basis, for each of the three and nine months ended September 30, 2024, the possible exchange of 35 million AAP units would not have had a dilutive effect on basic net income per Class A share. On a weighted-average basis, for the three and nine months ended September 30, 2023, the possible exchange of 45 million and 46 million AAP units, respectively, would not have had a dilutive effect on basic net income per Class A share. For each of the three and nine months ended September 30, 2024 and 2023, our PAGP LTIP awards were dilutive; however, this did not change the presentation of diluted weighted average Class A shares outstanding or diluted net income per Class A share.

The following table sets forth the computation of basic and diluted net income per Class A share (in millions, except per share data):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Basic and Diluted Net Income per Class A Share
Net income attributable to PAGP	$	33	$	29	$	114	$	146
Basic and diluted weighted average Class A shares outstanding	197		196		197		195

Basic and diluted net income per Class A share	$	0.17	$	0.15	$	0.58	$	0.75

Organization and Basis of Consolidation and Presentation (Details) shares in Millions, $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($) segment shares	Dec. 31, 2023 USD ($)
Organization and basis of presentation
Operating segments number \| segment	2
Deferred tax asset \| $	$ 1,211	$ 1,239
Consolidated Entity Excluding VIE
Organization and basis of presentation
Deferred tax asset \| $	$ 1,211	$ 1,239
AAP
Organization and basis of presentation
Ownership interest (as a percent)	85.00%
Consolidated subsidiary, ownership interest (shares) \| shares	197.5
GP LLC
Organization and basis of presentation
Ownership interest (as a percent)	100.00%
PAA \| AAP
Organization and basis of presentation
Ownership interest (as a percent)	30.00%
Consolidated subsidiary, ownership interest (shares) \| shares	232.9

Partners' Capital and Distributions - PAA Common Unit Distributions (Details) - USD ($) $ / shares in Units, $ in Millions					3 Months Ended		9 Months Ended
	Nov. 14, 2024	Aug. 14, 2024	May 15, 2024	Feb. 14, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Partners' Capital and Distributions [Line Items]
Total distributions paid					$ 399	$ 336	$ 1,168	$ 982
Cash Distribution \| Common Units \| PAA
Partners' Capital and Distributions [Line Items]
Total distributions paid		$ 223	$ 223	$ 223
Distributions per common unit, paid (usd per unit)		$ 0.3175	$ 0.3175	$ 0.3175
Forecast \| Cash Distribution \| Common Units \| PAA
Partners' Capital and Distributions [Line Items]
Total distributions paid	$ 223
Distributions per common unit, paid (usd per unit)	$ 0.3175
Public \| Cash Distribution \| Common Units \| PAA
Partners' Capital and Distributions [Line Items]
Total distributions paid		$ 149	$ 149	$ 149
Public \| Forecast \| Cash Distribution \| Common Units \| PAA
Partners' Capital and Distributions [Line Items]
Total distributions paid	$ 149
AAP \| Cash Distribution \| Common Units \| PAA
Partners' Capital and Distributions [Line Items]
Total distributions paid		$ 74	$ 74	$ 74
AAP \| Forecast \| Cash Distribution \| Common Units \| PAA
Partners' Capital and Distributions [Line Items]
Total distributions paid	$ 74

Commitments and Contingencies - Schedule of Environmental Loss Contingencies (Details) - Excluding Line 901 Incident - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Loss Contingencies [Line Items]
Estimated undiscounted reserve for environmental liabilities, short-term	$ 14	$ 10
Estimated undiscounted reserve for environmental liabilities, short-term [Extensible Enumeration]	Other current liabilities	Other current liabilities
Estimated undiscounted reserve for environmental liabilities, long-term	$ 45	$ 46
Estimated undiscounted reserve for environmental liabilities, long-term [Extensible Enumeration]	Other long-term liabilities and deferred credits	Other long-term liabilities and deferred credits
Estimated undiscounted reserve for environmental liabilities	$ 59	$ 56

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Revenues and Accounts Receivable (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The following tables present our revenues from contracts with customers disaggregated by segment and type of activity (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Crude Oil segment revenues from contracts with customers
Sales	$	12,046	$	11,525	$	35,560	$	33,843
Transportation	321		333		915		839
Terminalling, Storage and Other	100		99		286		284
Total Crude Oil segment revenues from contracts with customers	$	12,467	$	11,957	$	36,761	$	34,966


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
NGL segment revenues from contracts with customers
Sales	$	292	$	283	$	1,194	$	1,168
Transportation	8		7		26		23
Terminalling, Storage and Other	18		23		59		74
Total NGL segment revenues from contracts with customers	$	318	$	313	$	1,279	$	1,265

The following tables present the reconciliation of our revenues from contracts with customers to total revenues of reportable segments and total revenues as disclosed in our Condensed Consolidated Statements of Operations (in millions):


Three Months Ended September 30, 2024	Crude Oil		NGL		Total
Revenues from contracts with customers	$	12,467	$	318	$	12,785
Other revenues	(23)		70		47
Total revenues of reportable segments	$	12,444	$	388	$	12,832
Intersegment revenues elimination					(89)
Total revenues					$	12,743

Three Months Ended September 30, 2023	Crude Oil		NGL		Total
Revenues from contracts with customers	$	11,957	$	313	$	12,270
Other revenues	(23)		(71)		(94)
Total revenues of reportable segments	$	11,934	$	242	$	12,176
Intersegment revenues elimination					(105)
Total revenues					$	12,071


Nine Months Ended September 30, 2024	Crude Oil		NGL		Total
Revenues from contracts with customers	$	36,761	$	1,279	$	38,040
Other revenues	—		(90)		(90)
Total revenues of reportable segments	$	36,761	$	1,189	$	37,950
Intersegment revenues elimination					(279)
Total revenues					$	37,671

Nine Months Ended September 30, 2023	Crude Oil		NGL		Total
Revenues from contracts with customers	$	34,966	$	1,265	$	36,231
Other revenues	22		47		69
Total revenues of reportable segments	$	34,988	$	1,312	$	36,300
Intersegment revenues elimination					(286)
Total revenues					$	36,014

Schedule of Contract with Customer, Counterparty Deficiencies

The following table presents counterparty deficiencies associated with contracts with customers and buy/sell arrangements that include minimum volume commitments for which we had remaining performance obligations and the customers still had the ability to meet their obligations (in millions):


Counterparty Deficiencies	Financial Statement Classification	September 30, 2024		December 31, 2023
Billed and collected	Other current liabilities	$	68	$	77

Schedule of Contracts with Customers, Change in Asset and Liability Balance

The following table presents the changes in the liability balance associated with contracts with customers (in millions):


	Contract Liabilities
Balance at December 31, 2023	$	228
Amounts recognized as revenue	(37)

Additions	36
Other	(5)
Balance at September 30, 2024	$	222

The following is a reconciliation of trade accounts receivable from revenues from contracts with customers to total Trade accounts receivable and other receivables, net as presented on our Condensed Consolidated Balance Sheets (in millions):


	September 30, 2024		December 31, 2023
Trade accounts receivable arising from revenues from contracts with customers	$	4,043	$	3,999
Other trade accounts receivables and other receivables (1)	7,740		7,535
Impact due to contractual rights of offset with counterparties	(7,831)		(7,774)
Trade accounts receivable and other receivables, net	$	3,952	$	3,760

(1)The balance is comprised primarily of accounts receivable associated with buy/sell arrangements that are not within the scope of ASC 606.

Schedule of Remaining Performance Obligations

The following table presents the amount of consideration associated with remaining performance obligations for the population of contracts with external customers meeting the presentation requirements as of September 30, 2024 (in millions):


	Remainder of 2024		2025		2026		2027		2028		2029 and Thereafter
Pipeline revenues supported by minimum volume commitments and capacity agreements (1)	$	98	$	400	$	267	$	225	$	181	$	245
Terminalling, storage and other agreement revenues	66		239		194		175		142		801
Total	$	164	$	639	$	461	$	400	$	323	$	1,046

(1)Calculated as volumes committed under contracts multiplied by the current applicable tariff rate.

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022
Class A Shares
Shares outstanding
Shares outstanding (shares)	197,465,699	197,263,697	197,252,259	196,416,760	196,416,760	195,961,642	194,407,642	194,407,642

Derivatives and Risk Management Activities - Commodity Price Risk Hedging (Details) bbl in Millions	9 Months Ended
	Sep. 30, 2024 TWh bbl Bcf
Crude oil purchases \| Long
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf)	14.1
Time spread on hedging anticipated crude oil lease gathering purchases \| Short
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf)	3.2
Crude oil basis spread position
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf)	5.7
Anticipated net sales of crude oil and NGL inventory \| Short
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf)	17.2
Natural gas purchases for processing and operational needs \| Long
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf) \| Bcf	37.8
Propane contracts related to subsequent sale of products \| Short
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf)	6.6
Butane contracts related to subsequent sale of products \| Short
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf)	1.5
Condensate sales contracts related to subsequent sale of products \| Short
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf)	1.4
Fuel gas requirements \| Long
Commodity Price Risk Hedging:
Derivative position notional amount (in barrels or Bcf) \| Bcf	2.7
Power supply requirements \| Long
Commodity Price Risk Hedging:
Derivative position notional amount (in terawatt hours) \| TWh	2.1

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
REVENUES
Total revenues	$ 12,743	$ 12,071	$ 37,671	$ 36,014
COSTS AND EXPENSES
Purchases and related costs	11,557	11,106	34,333	32,972
Field operating costs	483	372	1,191	1,062
General and administrative expenses	99	93	292	268
Depreciation and amortization	257	261	769	778
(Gains)/losses on asset sales, net	1	7	1	(144)
Total costs and expenses	12,397	11,839	36,586	34,936
OPERATING INCOME	346	232	1,085	1,078
OTHER INCOME/(EXPENSE)
Equity earnings in unconsolidated entities	97	99	298	277
Gain on investment in unconsolidated entities		29	0	28
Interest expense (net of capitalized interest of $2, $3, $7, and $8, respectively)	(97)	(97)	(287)	(290)
Other income, net	10		14	85
INCOME BEFORE TAX	356	263	1,110	1,178
Current income tax expense	(20)	(22)	(143)	(104)
Deferred income tax (expense)/benefit	(35)	27	(14)	(30)
NET INCOME	301	268	953	1,044
Net income attributable to noncontrolling interests	(268)	(239)	(839)	(898)
NET INCOME ATTRIBUTABLE TO PAGP	$ 33	$ 29	$ 114	$ 146
Class A Shares
OTHER INCOME/(EXPENSE)
Basic weighted average Class A shares outstanding (shares)	197	196	197	195
Diluted weighted average Class A shares outstanding (shares)	197	196	197	195
Basic net income per Class A share (usd per share)	$ 0.17	$ 0.15	$ 0.58	$ 0.75
Diluted net income per Class A share (usd per share)	$ 0.17	$ 0.15	$ 0.58	$ 0.75
Product sales revenues
REVENUES
Total revenues	$ 12,282	$ 11,581	$ 36,321	$ 34,726
Services revenues
REVENUES
Total revenues	$ 461	$ 490	$ 1,350	$ 1,288

Partners' Capital and Distributions - PAA Series B Preferred Unit Distributions (Details) - Series B Preferred Units - PAA - USD ($) $ / shares in Units, $ in Millions	Nov. 15, 2024	Aug. 15, 2024	May 15, 2024	Feb. 15, 2024	Sep. 30, 2024
Other current liabilities
Partners' Capital and Distributions [Line Items]
Amount accrued to distributions payable					$ 10
Cash Distribution
Partners' Capital and Distributions [Line Items]
Preferred unit distribution amount		$ 20	$ 19	$ 20
Preferred unit distribution amount (usd per share)		$ 24.77	$ 24.20	$ 24.92
Cash Distribution \| Forecast
Partners' Capital and Distributions [Line Items]
Preferred unit distribution amount	$ 19
Preferred unit distribution amount (usd per share)	$ 24.25

Revenues and Accounts Receivable - Disaggregation of Revenue (Details) - Operating Segments - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue
Revenues from contracts with customers	$ 12,785	$ 12,270	$ 38,040	$ 36,231
Crude Oil
Disaggregation of Revenue
Revenues from contracts with customers	12,467	11,957	36,761	34,966
NGL
Disaggregation of Revenue
Revenues from contracts with customers	318	313	1,279	1,265
Sales \| Crude Oil
Disaggregation of Revenue
Revenues from contracts with customers	12,046	11,525	35,560	33,843
Sales \| NGL
Disaggregation of Revenue
Revenues from contracts with customers	292	283	1,194	1,168
Transportation \| Crude Oil
Disaggregation of Revenue
Revenues from contracts with customers	321	333	915	839
Transportation \| NGL
Disaggregation of Revenue
Revenues from contracts with customers	8	7	26	23
Terminalling, Storage and Other \| Crude Oil
Disaggregation of Revenue
Revenues from contracts with customers	100	99	286	284
Terminalling, Storage and Other \| NGL
Disaggregation of Revenue
Revenues from contracts with customers	$ 18	$ 23	$ 59	$ 74

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 41
-Subparagraph (a)
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+ Details

Revenues and Accounts Receivable - Narrative (Details)	9 Months Ended	12 Months Ended
Revenues and Accounts Receivable - Narrative (Details)	Sep. 30, 2024	Dec. 31, 2023
Revenue from Contract with Customer [Abstract]
Substantially all trade accounts receivable, net, maximum age of balances past their invoice date	30 days	30 days

Partners' Capital and Distributions - Consolidated Joint Venture Distributions (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Partners' Capital and Distributions [Line Items]
Total distributions paid	$ 399	$ 336	$ 1,168	$ 982
Noncontrolling Interests
Partners' Capital and Distributions [Line Items]
Total distributions paid	336	284	980	826
Cash Distribution \| Noncontrolling Interests \| Consolidated Joint Venture Entities
Partners' Capital and Distributions [Line Items]
Total distributions paid	113	86	310	237
Cash Distribution \| Noncontrolling Interests \| Permian JV
Partners' Capital and Distributions [Line Items]
Total distributions paid	87	67	235	178
Cash Distribution \| Noncontrolling Interests \| Cactus II
Partners' Capital and Distributions [Line Items]
Total distributions paid	20	14	56	43
Cash Distribution \| Noncontrolling Interests \| Red River
Partners' Capital and Distributions [Line Items]
Total distributions paid	$ 6	$ 5	$ 19	$ 16

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2024	Oct. 31, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	1-36132
Entity Registrant Name	PLAINS GP HOLDINGS LP
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	90-1005472
Entity Address, Address Line One	333 Clay Street
Entity Address, Address Line Two	Suite 1600
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	713
Local Phone Number	646-4100
Title of 12(b) Security	Class A Shares
Trading Symbol	PAGP
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Small Business Entity	false
Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (shares)		197,465,699
Entity Central Index Key	0001581990
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net income attributable to PAGP	$ 33	$ 29	$ 114	$ 146

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Derivatives and Risk Management Activities

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives and Risk Management Activities

We identify the risks that underlie our core business activities and use risk management strategies to mitigate those risks when we determine that there is value in doing so. We use various derivative instruments to optimize our profits while managing our exposure to commodity price risk and interest rate risk. Our commodity price risk management policies and procedures are designed to help ensure that our hedging activities address our risks by monitoring our derivative positions, as well as physical volumes, grades, locations, delivery schedules and storage capacity. Our interest rate risk management policies and procedures are designed to monitor our derivative positions and ensure that those positions are consistent with our objectives and approved strategies. Our policy is to use derivative instruments for risk management purposes and not for the purpose of speculating on changes in commodity prices or interest rates. When we apply hedge accounting, our policy is to formally document all relationships between hedging instruments and hedged items, as well as our risk management objectives for undertaking the hedge. This process includes specific identification of the hedging instrument and the hedged transaction, the nature of the risk being hedged and how the hedging instrument’s effectiveness will be assessed. At the inception of the hedging relationship, we assess whether the derivatives employed are highly effective in offsetting changes in cash flows of anticipated hedged transactions. Throughout the hedging relationship, retrospective and prospective hedge effectiveness is assessed on a qualitative basis.

We record all open derivatives on the balance sheet as either assets or liabilities measured at fair value. Changes in the fair value of derivatives are recognized currently in earnings unless specific hedge accounting criteria are met. For derivatives designated as cash flow hedges, changes in fair value are deferred in AOCI and recognized in earnings in the periods during which the underlying hedged transactions are recognized in earnings. Derivatives that are not designated in a hedging relationship for accounting purposes are recognized in earnings each period. Cash settlements associated with our derivative activities are classified within the same category as the related hedged item in our Condensed Consolidated Statements of Cash Flows.

Our financial derivatives, used for hedging risk, are governed through ISDA master agreements and clearing brokerage agreements. These agreements include stipulations regarding the right of set off in the event that we or our counterparty default on performance obligations. If a default were to occur, both parties have the right to net amounts payable and receivable into a single net settlement between parties.

At September 30, 2024 and December 31, 2023, none of our outstanding derivatives contained credit-risk related contingent features that would result in a material adverse impact to us upon any change in our credit ratings. Although we may be required to post margin on our exchange-traded derivatives transacted through a clearing brokerage account, as described below, we do not require our non-cleared derivative counterparties to post collateral with us.

Commodity Price Risk Hedging

Our core business activities involve certain commodity price-related risks that we manage in various ways, including through the use of derivative instruments. Our policy is to (i) only purchase inventory for which we have a sales market, (ii) structure our sales contracts so that price fluctuations do not materially affect our operating income and (iii) not acquire and hold material physical inventory or derivatives for the purpose of speculating on commodity price changes. The material commodity-related risks inherent in our business activities are described below.

In the normal course of our operations, we purchase and sell commodities. We use derivatives to manage the associated risks and to optimize profits. As of September 30, 2024, net derivative positions related to these activities included:

•A net long position of 14.1 million barrels associated with our crude oil purchases, which was unwound ratably during October 2024 to match monthly average pricing.

•A net short time spread position of 3.2 million barrels, which hedges a portion of our anticipated crude oil lease gathering purchases through November 2025.

•A net crude oil basis spread position of 5.7 million barrels at multiple locations through December 2025. These derivatives allow us to lock in grade and location basis differentials.

•A net short position of 17.2 million barrels through December 2028 related to anticipated net sales of crude oil and NGL inventory.

We purchase natural gas for processing and operational needs. Additionally, we purchase NGL mix for fractionation and sell the resulting individual specification products (including ethane, propane, butane and condensate). In conjunction with these activities, we hedge the price risk associated with the purchase of the natural gas and the subsequent sale of the individual specification products. The following table summarizes our open derivative positions utilized to hedge the price risk associated with anticipated purchases and sales related to our natural gas processing and NGL fractionation activities as of September 30, 2024:

Notional Volume

(Short)/Long

Remaining Tenor

Natural gas purchases

37.8 Bcf

December 2025

Propane sales

(6.6) MMbls

December 2025

Butane sales

(1.5) MMbls

September 2025

Condensate sales

(1.4) MMbls

March 2025

Fuel gas requirements (1)

2.7 Bcf

December 2025

Power supply requirements (1)

2.1 TWh

December 2030

(1)Positions to hedge a portion of our power supply and fuel gas requirements at our Canadian natural gas processing and fractionation plants.

Physical commodity contracts that meet the definition of a derivative but are ineligible, or not designated, for the normal purchases and normal sales scope exception are recorded on the balance sheet at fair value, with changes in fair value recognized in earnings. We have determined that substantially all of our physical commodity contracts qualify for the normal purchases and normal sales scope exception.

Our commodity derivatives are not designated in a hedging relationship for accounting purposes; as such, changes in the fair value are reported in earnings. The following table summarizes the impact of our commodity derivatives recognized in earnings (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Product sales revenues	$	29	$	(142)	$	(195)	$	(24)
Field operating costs	(9)		(17)		(35)		(30)

Net gain/(loss) from commodity derivative activity	$	20	$	(159)	$	(230)	$	(54)

Our accounting policy is to offset derivative assets and liabilities executed with the same counterparty when a master netting arrangement exists. Accordingly, we also offset derivative assets and liabilities with amounts associated with cash margin. Our exchange-traded derivatives are transacted through clearing brokerage accounts and are subject to margin requirements as established by the respective exchange. On a daily basis, our account equity (consisting of the sum of our cash balance and the fair value of our open derivatives) is compared to our initial margin requirement resulting in the payment or return of variation margin. The following table provides the components of our net broker receivable/(payable) (in millions):


	September 30, 2024		December 31, 2023
Initial margin	$	104	$	77
Variation margin posted/(returned)	46		(65)
Letters of credit	(33)		(25)
Net broker receivable/(payable)	$	117	$	(13)


	September 30, 2024								December 31, 2023
					Effect of Collateral Netting		Net Carrying Value Presented on the Balance Sheet						Effect of Collateral Netting		Net Carrying Value Presented on the Balance Sheet
	Commodity Derivatives								Commodity Derivatives
	Assets		Liabilities						Assets		Liabilities
Derivative Assets
Other current assets	$	59	$	(83)	$	117	$	93	$	153	$	(79)	$	(13)	$	61
Other long-term assets, net	1		—		—		1		3		—		—		3
Derivative Liabilities
Other current liabilities	3		(45)		—		(42)		1		(64)		—		(63)
Other long-term liabilities and deferred credits	3		(26)		—		(23)		1		(15)		—		(14)
Total	$	66	$	(154)	$	117	$	29	$	158	$	(158)	$	(13)	$	(13)

Interest Rate Risk Hedging

We use interest rate derivatives to hedge the benchmark interest rate associated with interest payments occurring as a result of debt issuances. The derivative instruments we use to manage this risk consist of forward starting interest rate swaps and treasury locks. These derivatives are designated as cash flow hedges. As such, changes in fair value are deferred in AOCI and are reclassified to interest expense as we incur the interest expense associated with the underlying debt.

The following table summarizes the terms of our outstanding interest rate derivatives as of September 30, 2024 (notional amounts in millions):

Hedged Transaction

Number and Types of
Derivatives Employed

Notional
Amount

Expected
Termination Date

Average Rate
Locked

Accounting
Treatment

Anticipated interest payments

8 forward starting swaps

(30-year)

200

6/15/2026

3.09%

Cash flow hedge

During the nine months ended September 30, 2024, we terminated $100 million of notional interest hedging instruments for proceeds of $57 million, which was recorded in AOCI. As of September 30, 2024, there was a net loss of $66 million deferred in AOCI. The deferred net loss recorded in AOCI is expected to be reclassified to future earnings contemporaneously with interest expense accruals associated with underlying debt instruments. We estimate that substantially all of the remaining deferred loss will be reclassified to earnings through 2056 as the underlying hedged transactions impact earnings. A portion of these amounts is based on market prices as of September 30, 2024; thus, actual amounts to be reclassified will differ and could vary materially as a result of changes in market conditions.

The following table summarizes the net unrealized gain/(loss) recognized in AOCI for derivatives (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Interest rate derivatives, net	$	(9)	$	38	$	9	$	40

At September 30, 2024, the net fair value of our interest rate hedges, which were included in “Other long-term assets, net” on our Condensed Consolidated Balance Sheet, totaled $7 million. At December 31, 2023, the net fair value of these hedges totaled $51 million and $4 million, which were included in “Other current assets” and “Other long-term assets, net”, respectively.

Recurring Fair Value Measurements

Derivative Financial Assets and Liabilities

The following table sets forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis (in millions):


	Fair Value as of September 30, 2024						Fair Value as of December 31, 2023
Recurring Fair Value Measures (1)	Level 1		Level 2		Total			Level 1		Level 2		Total
Commodity derivatives	$	(21)	$	(67)	$	(88)		$	9	$	(9)	$	—
Interest rate derivatives	—		7		7			—		55		55


Total net derivative asset/(liability)	$	(21)	$	(60)	$	(81)		$	9	$	46	$	55

(1)Derivative assets and liabilities are presented above on a net basis but do not include related cash margin deposits.

Level 1

Level 1 of the fair value hierarchy includes exchange-traded commodity derivatives and over-the-counter commodity contracts such as futures and swaps. The fair value of exchange-traded commodity derivatives and over-the-counter commodity contracts is based on unadjusted quoted prices in active markets.

Level 2

Level 2 of the fair value hierarchy includes exchange-cleared commodity derivatives and over-the-counter commodity and interest rate derivatives that are traded in observable markets with less volume and transaction frequency than active markets. In addition, it includes certain physical commodity contracts. The fair values of these derivatives are corroborated with market observable inputs.

Rollforward of Level 3 Net Asset/(Liability)

The Preferred Distribution Rate Reset Option was accounted for as an embedded derivative that was bifurcated from the related host contract and recorded at fair value. The Preferred Distribution Rate Reset Option was settled in January 2023 when PAA received notice that the Series A preferred unitholders elected the Preferred Distribution Rate Reset Option, which resulted in a gain of $58 million recognized in “Other income, net” in our Condensed Consolidated Statement of Operations for the nine months ended September 30, 2023. See Note 12 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for additional information regarding the Preferred Distribution Rate Reset Option.


	Nine Months Ended September 30, 2023

Beginning Balance	$	(189)
Net gains/(losses) for the period included in earnings	58
Settlements	131

Ending Balance	$	—

Change in unrealized gains/(losses) included in earnings relating to Level 3 derivatives still held at the end of the period	$	—

Net Income Per Class A Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Diluted Net Income Per Class A Share

The following table sets forth the computation of basic and diluted net income per Class A share (in millions, except per share data):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Basic and Diluted Net Income per Class A Share
Net income attributable to PAGP	$	33	$	29	$	114	$	146
Basic and diluted weighted average Class A shares outstanding	197		196		197		195

Basic and diluted net income per Class A share	$	0.17	$	0.15	$	0.58	$	0.75

Derivatives and Risk Management Activities - Net Unrealized Gain/(Loss) Recognized in AOCI (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Derivative assets and liabilities
Proceeds from settlement of interest rate hedging instruments			$ (57)	$ (80)
Other current assets
Derivative assets and liabilities
Net fair value of interest rate hedges					$ 51
Other long-term assets, net
Derivative assets and liabilities
Net fair value of interest rate hedges	$ 7		7		$ 4
AOCI Cash Flow Hedge
Derivative assets and liabilities
Net gain (loss) deferred in AOCI	(66)		(66)
Interest Rate Swaps Terminated \| Cash Flow Hedge
Derivative assets and liabilities
Notional amount of derivatives	100		100
Proceeds from settlement of interest rate hedging instruments			57
Interest Rate Swaps Terminated \| Cash Flow Hedge \| AOCI Cash Flow Hedge
Derivative assets and liabilities
Net gain (loss) deferred in AOCI	57		57
Interest Rate Derivatives
Derivative assets and liabilities
Interest rate derivatives, net	$ (9)	$ 38	$ 9	$ 40

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME/(LOSS) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Changes in Accumulated Other Comprehensive Income/(Loss)
Beginning balance	$ 14,800	$ 14,867	$ 14,972	$ 14,638
Total period activity	36	(35)	(68)	50
Ending balance	14,744	14,811	14,744	14,811
Total
Changes in Accumulated Other Comprehensive Income/(Loss)
Beginning balance			(836)	(954)
Reclassification adjustments			6	8
Unrealized gain on hedges			9	40
Currency translation adjustments			(84)	2
Other			1
Total period activity			(68)	50
Ending balance	(904)	(904)	(904)	(904)
Derivative Instruments
Changes in Accumulated Other Comprehensive Income/(Loss)
Beginning balance			(81)	(107)
Reclassification adjustments			6	8
Unrealized gain on hedges			9	40
Total period activity			15	48
Ending balance	(66)	(59)	(66)	(59)
Translation Adjustments
Changes in Accumulated Other Comprehensive Income/(Loss)
Beginning balance			(755)	(846)
Currency translation adjustments			(84)	2
Total period activity			(84)	2
Ending balance	(839)	(844)	(839)	(844)
Other
Changes in Accumulated Other Comprehensive Income/(Loss)
Beginning balance				(1)
Other			1
Total period activity			1
Ending balance	$ 1	$ (1)	$ 1	$ (1)

Partners' Capital and Distributions - AAP Distributions (Details) - Cash Distribution - AAP - USD ($) $ in Millions	Nov. 14, 2024	Aug. 14, 2024	May 15, 2024	Feb. 14, 2024
Partners' Capital and Distributions [Line Items]
Distributions to noncontrolling interests		$ 11	$ 11	$ 11
Distributions to PAGP		63	63	63
Distributions paid to limited partners		$ 74	$ 74	$ 74
Forecast
Partners' Capital and Distributions [Line Items]
Distributions to noncontrolling interests	$ 11
Distributions to PAGP	63
Distributions paid to limited partners	$ 74

Derivatives and Risk Management Activities - Fair Value (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2024	Dec. 31, 2023
Recurring Fair Value Measurements
Gain/(loss) recognized	$ 58
Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		$ (81)	$ 55
Level 1 \| Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		(21)	9
Level 2 \| Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		(60)	46
Level 3
Rollforward of Level 3 Net Asset/(Liability)
Beginning Balance	(189)
Net gains/(losses) for the period included in earnings	58
Settlements	131
Ending Balance	0
Change in unrealized gains/(losses) included in earnings relating to Level 3 derivatives still held at the end of the period	0
Commodity derivatives \| Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		(88)
Commodity derivatives \| Level 1 \| Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		(21)	9
Commodity derivatives \| Level 2 \| Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		(67)	(9)
Interest rate derivatives \| Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		7	55
Interest rate derivatives \| Level 2 \| Recurring Fair Value Measures
Recurring Fair Value Measurements
Total net derivative asset/(liability)		$ 7	$ 55
Preferred Distribution Rate Reset Option \| Derivatives Not Designated as a Hedge \| Other Income/(Expense), Net
Recurring Fair Value Measurements
Gain/(loss) recognized	$ 58

Partners' Capital and Distributions - Narrative (Details)	Sep. 30, 2024
PAA \| Common Units and Series A Preferred Units
Partners' Capital and Distributions [Line Items]
Noncontrolling interests in subsidiaries (as a percent)	70.00%
PAA \| Series B Preferred Units
Partners' Capital and Distributions [Line Items]
Noncontrolling interests in subsidiaries (as a percent)	100.00%
AAP
Partners' Capital and Distributions [Line Items]
Noncontrolling interests in subsidiaries (as a percent)	15.00%
Permian JV
Partners' Capital and Distributions [Line Items]
Noncontrolling interests in subsidiaries (as a percent)	35.00%
Cactus II
Partners' Capital and Distributions [Line Items]
Noncontrolling interests in subsidiaries (as a percent)	30.00%
Red River
Partners' Capital and Distributions [Line Items]
Noncontrolling interests in subsidiaries (as a percent)	33.00%

Revenues and Accounts Receivable - Segment Revenue (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue
Total revenues	$ 12,743	$ 12,071	$ 37,671	$ 36,014
Operating Segments
Disaggregation of Revenue
Revenues from contracts with customers	12,785	12,270	38,040	36,231
Other revenues	47	(94)	(90)	69
Total revenues	12,832	12,176	37,950	36,300
Operating Segments \| Crude Oil
Disaggregation of Revenue
Revenues from contracts with customers	12,467	11,957	36,761	34,966
Other revenues	(23)	(23)		22
Total revenues	12,444	11,934	36,761	34,988
Operating Segments \| NGL
Disaggregation of Revenue
Revenues from contracts with customers	318	313	1,279	1,265
Other revenues	70	(71)	(90)	47
Total revenues	388	242	1,189	1,312
Intersegment revenues elimination
Disaggregation of Revenue
Total revenues	$ (89)	$ (105)	$ (279)	$ (286)

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
CURRENT ASSETS
Cash and cash equivalents	$ 641	$ 453
Trade accounts receivable and other receivables, net	3,952	3,760
Inventory	436	548
Other current assets	131	155
Total current assets	5,160	4,916
PROPERTY AND EQUIPMENT	21,464	21,143
Accumulated depreciation	(5,813)	(5,361)
Property and equipment, net	15,651	15,782
OTHER ASSETS
Investments in unconsolidated entities	2,846	2,820
Intangible assets, net	1,674	1,875
Deferred tax asset	1,211	1,239
Linefill	991	976
Long-term operating lease right-of-use assets, net	298	313
Long-term inventory	257	265
Other long-term assets, net	269	411
Total assets	28,357	28,597
CURRENT LIABILITIES
Trade accounts payable	3,675	3,845
Short-term debt	765	446
Other current liabilities	686	714
Total current liabilities	5,126	5,005
LONG-TERM LIABILITIES
Senior notes, net	7,140	7,242
Other long-term debt, net	72	63
Long-term operating lease liabilities	269	274
Other long-term liabilities and deferred credits	1,006	1,041
Total long-term liabilities	8,487	8,620
COMMITMENTS AND CONTINGENCIES (NOTE 9)
PARTNERS’ CAPITAL
Noncontrolling interests	13,282	13,424
Total partners’ capital	14,744	14,972
Total liabilities and partners’ capital	28,357	28,597
Class A Shares
PARTNERS’ CAPITAL
Class A shareholders (197,465,699 and 196,416,760 shares outstanding, respectively)	$ 1,462	$ 1,548

Partners' Capital and Distributions - Shares Activity (Details) - shares	3 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023
Class A Shares
Increase (Decrease) in Partners' Capital
Balance, beginning of period (shares)	197,263,697	197,252,259	196,416,760	195,961,642	194,407,642	194,407,642
Exchange Right exercises (shares)		11,438	835,499	315,768	1,554,000
Other (shares)	202,002			139,350
Balance, ending of period (shares)	197,465,699	197,263,697	197,252,259	196,416,760	195,961,642	194,407,642
Class B Shares
Increase (Decrease) in Partners' Capital
Balance, beginning of period (shares)	35,390,231	35,401,669	36,237,168	44,798,516	46,412,870	46,205,947
Exchange Right exercises (shares)		(11,438)	(835,499)	(315,768)	(1,554,000)
Conversion of AAP Management Units (shares)						388,839
Redemption Right exercises (shares)				(1,892,538)	(60,354)	(181,916)
Balance, ending of period (shares)	35,390,231	35,390,231	35,401,669	42,590,210	44,798,516	46,412,870
Class C Shares
Increase (Decrease) in Partners' Capital
Balance, beginning of period (shares)	539,517,839	539,507,571	539,445,289	528,720,316	528,659,962	528,442,538
Redemption Right exercises (shares)				1,892,538	60,354	181,916
Other (shares)	2,385,758	10,268	62,282	2,463,156		35,508
Balance, ending of period (shares)	541,903,597	539,517,839	539,507,571	533,076,010	528,720,316	528,659,962
AAP Management Units \| AAP
Increase (Decrease) in Partners' Capital
Balance, beginning of period (shares)					0
Balance, ending of period (shares)						0

Revenues and Accounts Receivable - Trade Accounts Receivable and Other Receivables (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Revenue from Contract with Customer [Abstract]
Trade accounts receivable arising from revenues from contracts with customers	$ 4,043	$ 3,999
Other trade accounts receivables and other receivables	7,740	7,535
Impact due to contractual rights of offset with counterparties	(7,831)	(7,774)
Trade accounts receivable and other receivables, net	$ 3,952	$ 3,760

Partners' Capital and Distributions - Subsidiary Distributions (Details) - USD ($) $ / shares in Units, $ in Millions					9 Months Ended
	Nov. 14, 2024	Aug. 14, 2024	May 15, 2024	Feb. 14, 2024	Sep. 30, 2024
Partners' Capital and Distributions [Line Items]
Number of days after end of quarter within which distributions must be paid to unitholders					45 days
Cash Distribution \| Series A Preferred Units \| PAA
Partners' Capital and Distributions [Line Items]
Preferred unit distribution amount		$ 44	$ 44	$ 44
Preferred unit distribution amount (usd per share)		$ 0.615	$ 0.615	$ 0.615
Forecast \| Cash Distribution \| Series A Preferred Units \| PAA
Partners' Capital and Distributions [Line Items]
Preferred unit distribution amount	$ 44
Preferred unit distribution amount (usd per share)	$ 0.615

Inventory, Linefill and Long-term Inventory

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Inventory, Linefill and Long-term Inventory

Inventory, linefill and long-term inventory consisted of the following (barrels in thousands and carrying value in millions):


	September 30, 2024						December 31, 2023
	Volumes	Unit of Measure	Carrying Value		Price/ Unit (1)		Volumes	Unit of Measure	Carrying Value		Price/ Unit (1)
Inventory
Crude oil	2,618	barrels	$	180	$	68.75	5,877	barrels	$	383	$	65.17
NGL	9,425	barrels	238		$	25.25	5,957	barrels	154		$	25.85

Other	N/A		18		N/A		N/A		11		N/A
Inventory subtotal			436						548

Linefill
Crude oil	15,644	barrels	925		$	59.13	15,409	barrels	909		$	58.99
NGL	2,243	barrels	66		$	29.42	2,168	barrels	67		$	30.90

Linefill subtotal			991						976

Long-term inventory
Crude oil	3,240	barrels	221		$	68.21	3,256	barrels	232		$	71.25
NGL	1,355	barrels	36		$	26.57	1,326	barrels	33		$	24.89
Long-term inventory subtotal			257						265

Total			$	1,684					$	1,789

Derivatives and Risk Management Activities - Financial Impact (Details) - Commodity derivatives - Derivatives Not Designated as a Hedge - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Impact of derivative activities recognized in earnings
Net gain/(loss) from commodity derivative activity	$ 20	$ (159)	$ (230)	$ (54)
Product sales revenues
Impact of derivative activities recognized in earnings
Net gain/(loss) from commodity derivative activity	29	(142)	(195)	(24)
Field operating costs
Impact of derivative activities recognized in earnings
Net gain/(loss) from commodity derivative activity	$ (9)	$ (17)	$ (35)	$ (30)

Related Party Transactions (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Related Party Transaction [Line Items]
Revenues from related parties	$ 12,743	$ 12,071	$ 37,671	$ 36,014
Purchases and related costs from related parties	103	103	296	302
Trade accounts receivable and other receivables, net from related parties	3,952		3,952		$ 3,760
Trade accounts payable to related parties	3,675		3,675		3,845
Affiliated Entity
Related Party Transaction [Line Items]
Revenues from related parties	12	$ 13	34	$ 37
Trade accounts receivable and other receivables, net from related parties	46		46		63
Trade accounts payable to related parties	$ 70		$ 70		$ 72

- Definition

+ References

+ Details

Partners' Capital and Distributions (Tables)

9 Months Ended

Sep. 30, 2024

Partners' Capital and Distributions

Schedule of Activity for Class A Shares, Class B Shares and Class C Shares

The following tables present the activity for our Class A shares, Class B shares and Class C shares:


	Class A Shares	Class B Shares	Class C Shares
Outstanding at December 31, 2023	196,416,760	36,237,168	539,445,289

Exchange Right exercises (1)	835,499	(835,499)	—


Other	—	—	62,282
Outstanding at March 31, 2024	197,252,259	35,401,669	539,507,571

Exchange Right exercises (1)	11,438	(11,438)	—


Other	—	—	10,268
Outstanding at June 30, 2024	197,263,697	35,390,231	539,517,839




Other	202,002	—	2,385,758
Outstanding at September 30, 2024	197,465,699	35,390,231	541,903,597


	Class A Shares	Class B Shares	Class C Shares
Outstanding at December 31, 2022	194,407,642	46,205,947	528,442,538
Conversion of AAP Management Units (1) (2)	—	388,839	—

Redemption Right exercises (1)	—	(181,916)	181,916

Other	—	—	35,508
Outstanding at March 31, 2023	194,407,642	46,412,870	528,659,962

Exchange Right exercises (1)	1,554,000	(1,554,000)	—
Redemption Right exercises (1)	—	(60,354)	60,354


Outstanding at June 30, 2023	195,961,642	44,798,516	528,720,316
Exchange Right exercises (1)	315,768	(315,768)	—
Redemption Right exercises (1)	—	(1,892,538)	1,892,538
Other	139,350	—	2,463,156
Outstanding at September 30, 2023	196,416,760	42,590,210	533,076,010

(2)Following this conversion, no AAP Management Units remain outstanding.

Schedule of Distributions paid to Noncontrolling Interests in Consolidated Joint Ventures

The following table details distributions paid to noncontrolling interests in consolidated joint ventures during the periods presented (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Permian JV	$	87	$	67	$	235	$	178
Cactus II	20		14		56		43
Red River	6		5		19		16
	$	113	$	86	$	310	$	237

AAP

Partners' Capital and Distributions

Schedule of Distributions

The following table details the distributions to AAP’s partners paid during or pertaining to the first nine months of 2024 from distributions received from PAA (in millions):


	Distributions to AAP’s Partners
Distribution Payment Date	Noncontrolling Interests		PAGP		Total Cash Distribution
November 14, 2024 (1)	$	11	$	63	$	74
August 14, 2024	$	11	$	63	$	74
May 15, 2024	$	11	$	63	$	74
February 14, 2024	$	11	$	63	$	74

(1)Payable to unitholders of record at the close of business on October 31, 2024 for the period from July 1, 2024 through September 30, 2024.

Class A Shares

Partners' Capital and Distributions

Schedule of Distributions

The following table details distributions to our Class A shareholders paid during or pertaining to the first nine months of 2024 (in millions, except per share data):


Distribution Payment Date	Distributions to Class A Shareholders		Distributions per Class A Share
November 14, 2024 (1)	$	63	$	0.3175
August 14, 2024	$	63	$	0.3175
May 15, 2024	$	63	$	0.3175
February 14, 2024	$	63	$	0.3175

(1)Payable to shareholders of record at the close of business on October 31, 2024 for the period from July 1, 2024 through September 30, 2024.

Series A Preferred Units | PAA

Partners' Capital and Distributions

Schedule of Distributions

The following table details distributions to PAA’s Series A preferred unitholders paid during or pertaining to the first nine months of 2024 (in millions, except per unit data):


	Series A Preferred Unitholders
Distribution Payment Date	Cash Distribution		Distribution per Unit
November 14, 2024 (1)	$	44	$	0.615
August 14, 2024	$	44	$	0.615
May 15, 2024	$	44	$	0.615
February 14, 2024	$	44	$	0.615

Series B Preferred Units | PAA

Partners' Capital and Distributions

Schedule of Distributions

The following table details distributions paid or to be paid to PAA’s Series B preferred unitholders (in millions, except per unit data):


	Series B Preferred Unitholders
Distribution Payment Date	Cash Distribution		Distribution per Unit
November 15, 2024 (1)	$	19	$	24.25
August 15, 2024	$	20	$	24.77
May 15, 2024	$	19	$	24.20
February 15, 2024	$	20	$	24.92

Common Units | PAA

Partners' Capital and Distributions

Schedule of Distributions

The following table details distributions to PAA’s common unitholders paid during or pertaining to the first nine months of 2024 (in millions, except per unit data):


	Distributions						Distribution per Common Unit
	Common Unitholders				Total Cash Distribution
Distribution Payment Date	Public		AAP
November 14, 2024 (1)	$	149	$	74	$	223	$	0.3175
August 14, 2024	$	149	$	74	$	223	$	0.3175
May 15, 2024	$	149	$	74	$	223	$	0.3175
February 14, 2024	$	149	$	74	$	223	$	0.3175

(1)Payable to unitholders of record at the close of business on October 31, 2024 for the period from July 1, 2024 through September 30, 2024.

Net Income Per Class A Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Basic and Diluted Net Income per Class A Share
Net income attributable to PAGP	$ 33	$ 29	$ 114	$ 146
Class A Shares
Basic and Diluted Net Income per Class A Share
Basic weighted average Class A shares outstanding (shares)	197	196	197	195
Diluted weighted average Class A shares outstanding (shares)	197	196	197	195
Basic net income per Class A share (usd per share)	$ 0.17	$ 0.15	$ 0.58	$ 0.75
Diluted net income per Class A share (usd per share)	$ 0.17	$ 0.15	$ 0.58	$ 0.75
Weighted Average \| AAP Units
Basic and Diluted Net Income Per Share
Antidilutive securities excluded from computation of earnings per share (shares)	35	45	35	46

Inventory, Linefill and Long-term Inventory (Details) bbl in Thousands, $ in Millions	Sep. 30, 2024 USD ($) $ / bbl bbl	Dec. 31, 2023 USD ($) $ / bbl bbl
Inventory by category
Inventory subtotal, carrying value	$ 436	$ 548
Linefill subtotal, carrying value	991	976
Long-term inventory subtotal, carrying value	257	265
Total	$ 1,684	$ 1,789
Crude oil
Inventory by category
Inventory, volumes (in barrels) \| bbl	2,618	5,877
Linefill, volumes (in barrels) \| bbl	15,644	15,409
Long-term inventory, volumes (in barrels) \| bbl	3,240	3,256
Inventory subtotal, carrying value	$ 180	$ 383
Linefill subtotal, carrying value	925	909
Long-term inventory subtotal, carrying value	$ 221	$ 232
Inventory (price/unit of measure) (usd per barrel) \| $ / bbl	68.75	65.17
Linefill (price/unit of measure) (usd per barrel) \| $ / bbl	59.13	58.99
Long-term inventory (price/unit of measure) (usd per barrel) \| $ / bbl	68.21	71.25
NGL
Inventory by category
Inventory, volumes (in barrels) \| bbl	9,425	5,957
Linefill, volumes (in barrels) \| bbl	2,243	2,168
Long-term inventory, volumes (in barrels) \| bbl	1,355	1,326
Inventory subtotal, carrying value	$ 238	$ 154
Linefill subtotal, carrying value	66	67
Long-term inventory subtotal, carrying value	$ 36	$ 33
Inventory (price/unit of measure) (usd per barrel) \| $ / bbl	25.25	25.85
Linefill (price/unit of measure) (usd per barrel) \| $ / bbl	29.42	30.90
Long-term inventory (price/unit of measure) (usd per barrel) \| $ / bbl	26.57	24.89
Other
Inventory by category
Inventory subtotal, carrying value	$ 18	$ 11

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 953	$ 1,044
Reconciliation of net income to net cash provided by operating activities:
Depreciation and amortization	769	778
(Gains)/losses on asset sales, net	1	(144)
Deferred income tax expense	14	30
Gain on foreign currency revaluation	(16)	(4)
Settlement of terminated interest rate hedging instruments (Note 7)	57	80
Change in fair value of Preferred Distribution Rate Reset Option (Note 7)		(58)
Equity earnings in unconsolidated entities	(298)	(277)
Distributions on earnings from unconsolidated entities	383	351
Gain on investment in unconsolidated entities	0	(28)
Other	53	54
Changes in assets and liabilities, net of acquisitions	(158)	(114)
Net cash provided by operating activities	1,758	1,712
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid in connection with acquisitions, net of cash acquired	(144)	(289)
Investments in unconsolidated entities	(4)	(28)
Additions to property, equipment and other	(453)	(404)
Cash paid for purchases of linefill	(21)	(19)
Proceeds from sales of assets	8	286
Cash received from sales of linefill		9
Other investing activities	3	1
Net cash used in investing activities	(611)	(444)
CASH FLOWS FROM FINANCING ACTIVITIES
Net repayments under PAA commercial paper program (Note 5)	(433)
Proceeds from the issuance of PAA senior notes (Note 5)	650
Repayments of PAA senior notes		(400)
Distributions paid to Class A shareholders (Note 6)	(188)	(156)
Distributions paid to noncontrolling interests (Note 6)	(980)	(819)
Contributions from noncontrolling interests	40	53
Other financing activities	(45)	(84)
Net cash used in financing activities	(956)	(1,406)
Effect of translation adjustment	(3)	(4)
Net increase/(decrease) in cash and cash equivalents and restricted cash	188	(142)
Cash and cash equivalents and restricted cash, beginning of period	453	404
Cash and cash equivalents and restricted cash, end of period	641	262
Cash paid for:
Interest, net of amounts capitalized	239	247
Income taxes, net of amounts refunded	$ 236	$ 28

Segment Information - Segment Adjusted EBITDA Reconciliation (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Segment Reporting, Reconciling Item from Segments to Consolidated
Segment Adjusted EBITDA	$ 650	$ 652	$ 2,033	$ 1,952
Adjustments:
Depreciation and amortization of unconsolidated entities	(22)	(21)	(59)	(67)
Derivative activities and inventory valuation adjustments	105	(196)	(78)	(201)
Long-term inventory costing adjustments	(31)	58	(8)	27
Deficiencies under minimum volume commitments, net	(15)	(14)	(10)	(5)
Equity-indexed compensation expense	(9)	(10)	(28)	(28)
Foreign currency revaluation	(2)	15	22
Transaction-related expenses		(1)		(1)
Segment amounts attributable to noncontrolling interests in consolidated joint ventures	146	117	406	317
Unallocated general and administrative expenses	(99)	(93)	(292)	(268)
Depreciation and amortization	(257)	(261)	(769)	(778)
Gains/(losses) on asset sales, net	(1)	(7)	(1)	144
Gain on investment in unconsolidated entities		29	0	28
Interest expense, net	(97)	(97)	(287)	(290)
Other income, net	10		14	85
INCOME BEFORE TAX	356	263	1,110	1,178
Income tax (expense)/benefit	(55)	5	(157)	(134)
Net income	301	268	953	1,044
Net income attributable to noncontrolling interests	(268)	(239)	(839)	(898)
NET INCOME ATTRIBUTABLE TO PAGP	33	29	114	146
Line 901 Incident
Adjustments:
Line 901 incident	(120)		(120)
Unallocated
Adjustments:
Unallocated general and administrative expenses	$ (1)	$ (1)	$ (5)	$ (5)

Debt (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Debt

Debt consisted of the following (in millions):


	September 30, 2024		December 31, 2023
SHORT-TERM DEBT
PAA commercial paper notes, bearing a weighted-average interest rate of 5.8% (1)	$	—	$	433


PAA senior notes:
3.60% senior notes due November 2024 (2)	750		—


Other	15		13
Total short-term debt	765		446

LONG-TERM DEBT
PAA senior notes, net of unamortized discounts and debt issuance costs of $43 and $41, respectively (2)	7,140		7,242


Other	72		63
Total long-term debt	7,212		7,305
Total debt (3)	$	7,977	$	7,751

Segment Information

9 Months Ended

Sep. 30, 2024

Segment Reporting [Abstract]

Segment Information

We manage our operations through two operating segments, which are also our reportable segments: Crude Oil and NGL. See Note 19 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for a summary of the types of products and services from which each segment derives its revenues. Our CODM (our Chief Executive Officer) evaluates segment performance based on measures including Segment Adjusted EBITDA (as defined below) and maintenance capital.

The measure of Segment Adjusted EBITDA forms the basis of our internal financial reporting and is the primary performance measure used by our CODM in assessing performance and allocating resources among our operating segments. We define Segment Adjusted EBITDA as revenues and equity earnings in unconsolidated entities less (a) purchases and related costs, (b) field operating costs and (c) segment general and administrative expenses, plus (d) our proportionate share of the depreciation and amortization expense (including write-downs related to cancelled projects and impairments) of unconsolidated entities, further adjusted (e) for certain selected items including (i) gains and losses on derivative instruments that are related to underlying activities in another period (or the reversal of such adjustments from a prior period), gains and losses on derivatives that are either related to investing activities (such as the purchase of linefill) or purchases of long-term inventory, and inventory valuation adjustments, as applicable, (ii) long-term inventory costing adjustments, (iii) charges for obligations that are expected to be settled with the issuance of equity instruments, (iv) amounts related to deficiencies associated with minimum volume commitments, net of the applicable amounts subsequently recognized into revenue and (v) other items that our CODM believes are integral to understanding our core segment operating performance and (f) to exclude the portion of all preceding items that is attributable to noncontrolling interests in consolidated joint venture entities (“Segment amounts attributable to noncontrolling interests in consolidated joint ventures”).

The following tables reflect certain financial data for each segment (in millions):


	Crude Oil		NGL		Intersegment Revenues Elimination		Total
Three Months Ended September 30, 2024
Revenues (1):
Product sales	$	12,009	$	357	$	(84)	$	12,282
Services	435		31		(5)		461
Total revenues	$	12,444	$	388	$	(89)	$	12,743
Equity earnings in unconsolidated entities	$	97	$	—			$	97
Segment Adjusted EBITDA	$	577	$	73			$	650

Maintenance capital expenditures	$	48	$	21			$	69





Three Months Ended September 30, 2023
Revenues (1):
Product sales	$	11,481	$	201	$	(101)	$	11,581
Services	453		41		(4)		490
Total revenues	$	11,934	$	242	$	(105)	$	12,071
Equity earnings in unconsolidated entities	$	99	$	—			$	99
Segment Adjusted EBITDA	$	553	$	99			$	652

Maintenance capital expenditures	$	39	$	21			$	60





Nine Months Ended September 30, 2024
Revenues (1):
Product sales	$	35,515	$	1,069	$	(263)	$	36,321
Services	1,246		120		(16)		1,350
Total revenues	$	36,761	$	1,189	$	(279)	$	37,671
Equity earnings in unconsolidated entities	$	298	$	—			$	298
Segment Adjusted EBITDA	$	1,707	$	326			$	2,033

Maintenance capital expenditures	$	135	$	53			$	188





Nine Months Ended September 30, 2023
Revenues (1):
Product sales	$	33,815	$	1,182	$	(271)	$	34,726
Services	1,173		130		(15)		1,288
Total revenues	$	34,988	$	1,312	$	(286)	$	36,014
Equity earnings in unconsolidated entities	$	277	$	—			$	277
Segment Adjusted EBITDA	$	1,600	$	352			$	1,952

Maintenance capital expenditures	$	107	$	62			$	169

Segment Adjusted EBITDA Reconciliation

The following table reconciles Segment Adjusted EBITDA to Net income attributable to PAGP (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Segment Adjusted EBITDA	$	650	$	652	$	2,033	$	1,952
Adjustments: (1)
Depreciation and amortization of unconsolidated entities (2)	(22)		(21)		(59)		(67)
Derivative activities and inventory valuation adjustments (3)	105		(196)		(78)		(201)
Long-term inventory costing adjustments (4)	(31)		58		(8)		27
Deficiencies under minimum volume commitments, net (5)	(15)		(14)		(10)		(5)
Equity-indexed compensation expense (6)	(9)		(10)		(28)		(28)
Foreign currency revaluation (7)	(2)		15		22		—
Line 901 incident (8)	(120)		—		(120)		—
Transaction-related expenses (9)	—		(1)		—		(1)
Segment amounts attributable to noncontrolling interests in consolidated joint ventures (10)	146		117		406		317
Unallocated general and administrative expenses (11)	(1)		(1)		(5)		(5)
Depreciation and amortization	(257)		(261)		(769)		(778)
Gains/(losses) on asset sales, net	(1)		(7)		(1)		144
Gain on investment in unconsolidated entities	—		29		—		28
Interest expense, net	(97)		(97)		(287)		(290)
Other income, net	10		—		14		85
Income before tax	356		263		1,110		1,178
Income tax (expense)/benefit	(55)		5		(157)		(134)
Net income	301		268		953		1,044
Net income attributable to noncontrolling interests	(268)		(239)		(839)		(898)
Net income attributable to PAGP	$	33	$	29	$	114	$	146

(1)Represents adjustments utilized by our CODM in the evaluation of segment results.

(2)Includes our proportionate share of the depreciation and amortization expense (including write-downs related to cancelled projects and impairments) of unconsolidated entities.

(10)Reflects amounts attributable to noncontrolling interests in the Permian JV, Cactus II and Red River.

(11)Represents general and administrative expenses incremental to those of PAA, which are not allocated to our reporting segments in determining Segment Adjusted EBITDA.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 48
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-48

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
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+ Details

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2024

Excluding Line 901 Incident

Loss Contingencies [Line Items]

Schedule of Environmental Loss Contingencies


	September 30, 2024		December 31, 2023
Other current liabilities	$	14	$	10
Other long-term liabilities and deferred credits	$	45	$	46
Total	$	59	$	56

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Interest expense, capitalized interest	$ 2	$ 3	$ 7	$ 8

Organization and Basis of Consolidation and Presentation

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Basis of Consolidation and Presentation

Organization

Plains GP Holdings, L.P. (“PAGP”) is a Delaware limited partnership formed in 2013 that has elected to be taxed as a corporation for United States federal income tax purposes. PAGP does not directly own any operating assets; as of September 30, 2024, its principal source of cash flow is derived from an indirect investment in Plains All American Pipeline, L.P. (“PAA”), a publicly traded Delaware limited partnership. As used in this Form 10-Q and unless the context indicates otherwise (taking into account the fact that PAGP has no operating activities apart from those conducted by PAA and its subsidiaries), the terms “Partnership,” “we,” “us,” “our,” “ours” and similar terms refer to PAGP and its subsidiaries.

As of September 30, 2024, we owned an approximate 85% limited partner interest in Plains AAP L.P. (“AAP”) through our ownership of approximately 197.5 million Class A units of AAP (“AAP Units”). We also own a 100% managing member interest in Plains All American GP LLC (“GP LLC”), a Delaware limited liability company that holds the non-economic general partner interest in AAP. AAP is a Delaware limited partnership that, as of September 30, 2024, directly owned a limited partner interest in PAA through its ownership of approximately 232.9 million PAA common units (approximately 30% of PAA’s total outstanding common units and Series A preferred units combined). AAP is the sole member of PAA GP LLC (“PAA GP”), a Delaware limited liability company that directly holds the non-economic general partner interest in PAA.

PAA’s business model integrates large-scale supply aggregation capabilities with the ownership and operation of critical midstream infrastructure systems that connect major producing regions to key demand centers and export terminals. As one of the largest crude oil midstream service providers in North America, PAA owns an extensive network of pipeline transportation, terminalling, storage and gathering assets in key crude oil and natural gas liquids (“NGL”) producing basins (including the Permian Basin) and transportation corridors and at major market hubs in the United States and Canada. PAA’s assets and the services it provides are primarily focused on and conducted through two operating segments: Crude Oil and NGL. See Note 10 for further discussion of our operating segments.

PAA GP Holdings LLC, a Delaware limited liability company, is our general partner. Our general partner manages our operations and activities and is responsible for exercising on our behalf any rights we have as the sole and managing member of GP LLC, including responsibility for conducting the business and managing the operations of AAP and PAA. GP LLC employs our domestic officers and personnel involved in the operation and management of AAP and PAA. PAA’s Canadian officers and personnel are employed by our subsidiary, Plains Midstream Canada ULC.

References to the “Plains Entities” include us, our general partner, GP LLC, AAP, PAA GP and PAA and its subsidiaries.

Definitions

Additional defined terms may be used in this Form 10-Q and shall have the meanings indicated below:


AOCI	=	Accumulated other comprehensive income/(loss)
ASC	=	Accounting Standards Codification
ASU	=	Accounting Standards Update
Bcf	=	Billion cubic feet
Btu	=	British thermal unit
CAD	=	Canadian dollar
CODM	=	Chief Operating Decision Maker
EBITDA	=	Earnings before interest, taxes, depreciation and amortization
EPA	=	United States Environmental Protection Agency
FASB	=	Financial Accounting Standards Board
GAAP	=	Generally accepted accounting principles in the United States
ICE	=	Intercontinental Exchange
ISDA	=	International Swaps and Derivatives Association

LTIP	=	Long-term incentive plan
Mcf	=	Thousand cubic feet
MMbls	=	Million barrels
NGL	=	Natural gas liquids, including ethane, propane and butane
NYMEX	=	New York Mercantile Exchange
OECD	=	Organisation for Economic Co-operation and Development
SEC	=	United States Securities and Exchange Commission
SOFR	=	Secured Overnight Financing Rate
TWh	=	Terawatt hour
USD	=	United States dollar
WTI	=	West Texas Intermediate

Basis of Consolidation and Presentation

The accompanying unaudited condensed consolidated interim financial statements and related notes thereto should be read in conjunction with our 2023 Annual Report on Form 10-K. The accompanying condensed consolidated financial statements include the accounts of PAGP and all of its wholly owned subsidiaries and those entities that it controls. Investments in entities over which we have significant influence but not control are accounted for by the equity method. We apply proportionate consolidation for pipelines and other assets in which we own undivided joint interests. The financial statements have been prepared in accordance with the instructions for interim reporting as set forth by the SEC. The condensed consolidated balance sheet data as of December 31, 2023 was derived from audited financial statements, but does not include all disclosures required by GAAP. The results of operations for the three and nine months ended September 30, 2024 should not be taken as indicative of results to be expected for the entire year. All adjustments (consisting only of normal recurring adjustments) that in the opinion of management were necessary for a fair statement of the results for the interim periods have been reflected. All significant intercompany balances and transactions have been eliminated in consolidation, and certain reclassifications have been made to information from previous years to conform to the current presentation.

Management judgment is required to evaluate whether PAGP controls an entity. Key areas of that evaluation include (i) determining whether an entity is a variable interest entity (“VIE”); (ii) determining whether PAGP is the primary beneficiary of a VIE, including evaluating which activities of the VIE most significantly impact its economic performance and the degree of power that PAGP and its related parties have over those activities through variable interests; and (iii) identifying events that require reconsideration of whether an entity is a VIE and continuously evaluating whether PAGP is a VIE’s primary beneficiary.

We have determined that our subsidiaries, PAA and AAP, are VIEs and should be consolidated by PAGP because:

•The limited partners of PAA and AAP lack (i) substantive “kick-out rights” (i.e., the right to remove the general partner) based on a simple majority or lower vote and (ii) substantive participation rights and thus lack the ability to block actions of the general partner that most significantly impact the economic performance of PAA and AAP, respectively.

•AAP is the primary beneficiary of PAA because it has the power to direct the activities that most significantly impact PAA’s performance and the right to receive benefits, and obligation to absorb losses, that could be significant to PAA.

•PAGP is the primary beneficiary of AAP because it has the power to direct the activities that most significantly impact AAP’s performance and the right to receive benefits, and obligation to absorb losses, that could be significant to AAP.

With the exception of a deferred tax asset of $1.211 billion and $1.239 billion as of September 30, 2024 and December 31, 2023, respectively, substantially all assets and liabilities presented on PAGP’s Condensed Consolidated Balance Sheets are those of PAA. Only the assets of each respective VIE can be used to settle the obligations of that individual VIE, and the creditors of each/either of those VIEs do not have recourse against the general credit of PAGP. PAGP did not provide any financial support to PAA or AAP during the nine months ended September 30, 2024 or the year ended December 31, 2023. See Note 16 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for information regarding the Omnibus Agreement entered into by the Plains Entities on November 15, 2016.

Subsequent Events

Subsequent events have been evaluated through the financial statements issuance date and have been included in the following footnotes where applicable.

Recent Accounting Pronouncements, Disclosure Rules and Other Legislation

Except as discussed in our 2023 Annual Report on Form 10-K, there have been no new accounting pronouncements that have become effective or have been issued during the nine months ended September 30, 2024 that are of significance or potential significance to us.

SEC Climate Disclosure Rules

In March 2024, the SEC adopted final rules (“climate disclosure rules”) requiring registrants to disclose, among other things, information about material climate-related risks and their impact on a registrant’s strategy, business model and outlook; information about material direct and indirect greenhouse gas emissions (Scope 1 and Scope 2), which are subject to assurance requirements; and the financial statement effects of severe weather events and other natural conditions. Such disclosure requirements will begin phasing in for annual periods beginning in 2025. In April 2024, the SEC stayed the climate disclosure rules pending resolution of legal challenges. We are currently evaluating the climate disclosure rules to determine the impact on our related disclosures.

International Tax Reform

Recently, several countries, including Canada, have enacted legislation to implement key aspects of the global minimum top-up tax in accordance with the Pillar Two model rules of the OECD tax framework. We continue to evaluate the new legislation, but do not currently expect a material impact on our financial position, results of operations or cash flows.

Related Party Transactions

9 Months Ended

Sep. 30, 2024

Related Party Transactions

See Note 16 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for a complete discussion of related parties, including the determination of our related parties and nature of involvement with such related parties.

During the three and nine months ended September 30, 2024 and 2023, we recognized sales and transportation revenues, purchased petroleum products and utilized transportation and storage services from related parties. These transactions were conducted at posted tariff rates or prices that we believe approximate market.

The impact to our Condensed Consolidated Statements of Operations from these transactions is included below (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenues from related parties	$	12	$	13	$	34	$	37

Purchases and related costs from related parties	$	103	$	103	$	296	$	302

Our receivable and payable amounts with these related parties as reflected on our Condensed Consolidated Balance Sheets were as follows (in millions):


	September 30, 2024		December 31, 2023
Trade accounts receivable and other receivables, net from related parties (1)	$	46	$	63

Trade accounts payable to related parties (1) (2)	$	70	$	72

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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+ Details

Revenues and Accounts Receivable

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenues and Accounts Receivable

Revenue Recognition

We disaggregate our revenues by segment and type of activity. See Note 3 to our Consolidated Financial Statements included in Part IV of our 2023 Annual Report on Form 10-K for additional information regarding our types of revenues and policies for revenue recognition.

Revenues from Contracts with Customers. The following tables present our revenues from contracts with customers disaggregated by segment and type of activity (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Crude Oil segment revenues from contracts with customers
Sales	$	12,046	$	11,525	$	35,560	$	33,843
Transportation	321		333		915		839
Terminalling, Storage and Other	100		99		286		284
Total Crude Oil segment revenues from contracts with customers	$	12,467	$	11,957	$	36,761	$	34,966


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
NGL segment revenues from contracts with customers
Sales	$	292	$	283	$	1,194	$	1,168
Transportation	8		7		26		23
Terminalling, Storage and Other	18		23		59		74
Total NGL segment revenues from contracts with customers	$	318	$	313	$	1,279	$	1,265

Reconciliation to Total Revenues of Reportable Segments. The following disclosures only include information regarding revenues associated with consolidated entities; revenues from entities accounted for by the equity method are not included. The following tables present the reconciliation of our revenues from contracts with customers to total revenues of reportable segments and total revenues as disclosed in our Condensed Consolidated Statements of Operations (in millions):


Three Months Ended September 30, 2024	Crude Oil		NGL		Total
Revenues from contracts with customers	$	12,467	$	318	$	12,785
Other revenues	(23)		70		47
Total revenues of reportable segments	$	12,444	$	388	$	12,832
Intersegment revenues elimination					(89)
Total revenues					$	12,743

Three Months Ended September 30, 2023	Crude Oil		NGL		Total
Revenues from contracts with customers	$	11,957	$	313	$	12,270
Other revenues	(23)		(71)		(94)
Total revenues of reportable segments	$	11,934	$	242	$	12,176
Intersegment revenues elimination					(105)
Total revenues					$	12,071


Nine Months Ended September 30, 2024	Crude Oil		NGL		Total
Revenues from contracts with customers	$	36,761	$	1,279	$	38,040
Other revenues	—		(90)		(90)
Total revenues of reportable segments	$	36,761	$	1,189	$	37,950
Intersegment revenues elimination					(279)
Total revenues					$	37,671

Nine Months Ended September 30, 2023	Crude Oil		NGL		Total
Revenues from contracts with customers	$	34,966	$	1,265	$	36,231
Other revenues	22		47		69
Total revenues of reportable segments	$	34,988	$	1,312	$	36,300
Intersegment revenues elimination					(286)
Total revenues					$	36,014

Minimum Volume Commitments. We have certain agreements that require counterparties to transport or throughput a minimum volume over an agreed upon period. The following table presents counterparty deficiencies associated with contracts with customers and buy/sell arrangements that include minimum volume commitments for which we had remaining performance obligations and the customers still had the ability to meet their obligations (in millions):


Counterparty Deficiencies	Financial Statement Classification	September 30, 2024		December 31, 2023
Billed and collected	Other current liabilities	$	68	$	77

Contract Balances. Our contract balances consist of amounts received associated with services or sales for which we have not yet completed the related performance obligation. The following table presents the changes in the liability balance associated with contracts with customers (in millions):


	Contract Liabilities
Balance at December 31, 2023	$	228
Amounts recognized as revenue	(37)

Additions	36
Other	(5)
Balance at September 30, 2024	$	222

Remaining Performance Obligations. The information below includes the amount of consideration allocated to partially and wholly unsatisfied remaining performance obligations under contracts that existed as of the end of the periods and the timing of revenue recognition of those remaining performance obligations. Certain contracts meet the requirements for the presentation as remaining performance obligations. These contracts include a fixed minimum level of service, typically a set volume of service, and do not contain any variability other than expected timing within a limited range. The following table presents the amount of consideration associated with remaining performance obligations for the population of contracts with external customers meeting the presentation requirements as of September 30, 2024 (in millions):


	Remainder of 2024		2025		2026		2027		2028		2029 and Thereafter
Pipeline revenues supported by minimum volume commitments and capacity agreements (1)	$	98	$	400	$	267	$	225	$	181	$	245
Terminalling, storage and other agreement revenues	66		239		194		175		142		801
Total	$	164	$	639	$	461	$	400	$	323	$	1,046

(1)Calculated as volumes committed under contracts multiplied by the current applicable tariff rate.

The presentation above does not include (i) expected revenues from legacy shippers not underpinned by minimum volume commitments, including pipelines where there are no or limited alternative pipeline transportation options, (ii) intersegment revenues and (iii) the amount of consideration associated with certain income generating contracts, which include a fixed minimum level of service, that are either not within the scope of ASC 606 or do not meet the requirements for presentation as remaining performance obligations. The following are examples of contracts that are not included in the table above because they are not within the scope of ASC 606 or do not meet the requirements for presentation:

•Minimum volume commitments on certain of our joint venture pipeline systems;

•Acreage dedications;

•Buy/sell arrangements with future committed volumes;

•Short-term contracts and those with variable consideration, due to the election of practical expedients;

•Contracts within the scope of ASC Topic 842, Leases; and

•Contracts within the scope of ASC Topic 815, Derivatives and Hedging.

Trade Accounts Receivable and Other Receivables, Net

At September 30, 2024 and December 31, 2023, substantially all of our trade accounts receivable were less than 30 days past their invoice date. Our expected credit losses are immaterial. Although we consider our credit procedures to be adequate to mitigate any significant credit losses, the actual amount of current and future credit losses could vary significantly from estimated amounts.


	September 30, 2024		December 31, 2023
Trade accounts receivable arising from revenues from contracts with customers	$	4,043	$	3,999
Other trade accounts receivables and other receivables (1)	7,740		7,535
Impact due to contractual rights of offset with counterparties	(7,831)		(7,774)
Trade accounts receivable and other receivables, net	$	3,952	$	3,760

(1)The balance is comprised primarily of accounts receivable associated with buy/sell arrangements that are not within the scope of ASC 606.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Revenues and Accounts Receivable - Performance Obligations (Details) $ in Millions	Sep. 30, 2024 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 164
Remaining performance obligations, expected timing of satisfaction, period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 639
Remaining performance obligations, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 461
Remaining performance obligations, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 400
Remaining performance obligations, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2028-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 323
Remaining performance obligations, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2029-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 1,046
Remaining performance obligations, expected timing of satisfaction, period
Pipeline revenues supported by minimum volume commitments and capacity agreements \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 98
Remaining performance obligations, expected timing of satisfaction, period	3 months
Pipeline revenues supported by minimum volume commitments and capacity agreements \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 400
Remaining performance obligations, expected timing of satisfaction, period	1 year
Pipeline revenues supported by minimum volume commitments and capacity agreements \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 267
Remaining performance obligations, expected timing of satisfaction, period	1 year
Pipeline revenues supported by minimum volume commitments and capacity agreements \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 225
Remaining performance obligations, expected timing of satisfaction, period	1 year
Pipeline revenues supported by minimum volume commitments and capacity agreements \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2028-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 181
Remaining performance obligations, expected timing of satisfaction, period	1 year
Pipeline revenues supported by minimum volume commitments and capacity agreements \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2029-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 245
Remaining performance obligations, expected timing of satisfaction, period
Terminalling, storage and other agreement revenues \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 66
Remaining performance obligations, expected timing of satisfaction, period	3 months
Terminalling, storage and other agreement revenues \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 239
Remaining performance obligations, expected timing of satisfaction, period	1 year
Terminalling, storage and other agreement revenues \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 194
Remaining performance obligations, expected timing of satisfaction, period	1 year
Terminalling, storage and other agreement revenues \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 175
Remaining performance obligations, expected timing of satisfaction, period	1 year
Terminalling, storage and other agreement revenues \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2028-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 142
Remaining performance obligations, expected timing of satisfaction, period	1 year
Terminalling, storage and other agreement revenues \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2029-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction
Remaining performance obligation	$ 801
Remaining performance obligations, expected timing of satisfaction, period