Business Context and Reporting Period
This Form 8-K filing by PLAINS GP HOLDINGS LP (PAGP) reports on the results of the 2023 Annual Meeting of Shareholders held on May 24, 2023. The filing details the voting outcomes for director elections, auditor ratification, and executive compensation advisory votes.
Key Financial Metrics
This filing is a current report regarding corporate governance and shareholder voting. It does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. Investors should refer to the company's 10-K or 10-Q filings for financial statements.
Material Changes and Voting Results
Shareholders voted on three primary matters. Approximately 83.3% of eligible shares (640,973,888 shares) were represented at the meeting. The results were as follows:
- Director Election: Shareholders elected four Class I directors to serve until the 2026 annual meeting. All nominees received over 94% of the votes cast "For".
- Auditor Ratification: Shareholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023, with 98.8% of votes cast "For".
- Executive Compensation: Shareholders approved, on a non-binding advisory basis, the 2022 named executive officer compensation with 98.6% of votes cast "For".
Director Voting Breakdown
| Nominee | Votes For | Votes Withheld | % For |
|---|---|---|---|
| Willie Chiang | 485,936,901 | 3,758,692 | 99.2% |
| Ellen DeSanctis | 487,771,809 | 1,923,784 | 99.6% |
| Alexandra Pruner | 462,953,076 | 26,742,517 | 94.5% |
| Larry Ziemba | 484,733,703 | 4,961,890 | 99.0% |
Guidance, Outlook, and Risks
This filing does not provide updated financial guidance, management commentary on future outlook, or new risk factors. It strictly reports the historical voting results of the annual meeting.
Key Facts for Investor Verification
- Verify the tenure of the newly elected Class I directors (Willie Chiang, Ellen DeSanctis, Alexandra Pruner, and Larry Ziemba) through the 2026 annual meeting.
- Confirm that PricewaterhouseCoopers LLP is the appointed auditor for the fiscal year ending December 31, 2023.
- Note that the executive compensation vote was non-binding advisory.
- Review the Proxy Statement dated April 14, 2023, for detailed biographies of directors and specific compensation details referenced in this filing.