LandBridge Co LLC's Class A Common Stock is covered by a Form 25 notification signed by NYSE Texas, Inc. The form states that the exchange complied with its rules to strike the class from listing and/or withdraw its registration, and that the issuer complied with exchange rules and the requirements for voluntary withdrawal.
LandBridge Co LLC’s Class A Common Stock is the subject of a New York Stock Exchange Form 25 notice concerning removal from listing and/or registration under Section 12(b) of the Securities Exchange Act of 1934. The Exchange states that it complied with its rules to strike the class from listing and/or withdraw its registration.
LandBridge Co LLC (LB), through successor registrant LandBridge Corporation, adopted the existing Form S-3 registration statements as its own, providing for future issuance of securities up to an indeterminable dollar amount.
Effective October 13, 2026, LandBridge Company LLC converted from a Delaware limited liability company to a Texas corporation. Each issued and outstanding or treasury Class A LLC share converted into one Class A common share, and each Class B LLC share into one Class B common share. The registrations provide for issuance of Class A common stock, preferred stock, depositary stock, debt securities and warrants. The amendment updates corporate references and related documents; the prospectuses remain unchanged in other respects.
LandBridge Co LLC (LB), through successor registrant LandBridge Corporation, amended two Form S-3 registrations providing for issuance from time to time, in one or more series, of Class A common stock, preferred stock, depositary stock, debt securities and warrants, up to an indeterminable dollar amount. The warrants may purchase Class A common stock, preferred stock or debt securities.
Effective at 3:01 p.m. Central Time on October 13, 2026, LandBridge Company LLC converted from a Delaware limited liability company to a Texas corporation. Each Class A and Class B share issued and outstanding or held in treasury converted into one share of the corresponding class of common stock. The conversion had received shareholder approval by written consent on August 14, 2026, and the company became subject to the Texas Business Organizations Code. The successor corporation adopted the registrations; the prospectuses remain unchanged in all other respects.
LandBridge Company LLC (LB) disclosed that its subsidiary DBR Land Holdings LLC completed a private placement on October 1, 2026, of an additional $125,000,000 aggregate principal amount of 6.250% Senior Notes due 2030. The offering was upsized from an initial $100,000,000, and the new notes join the same series as $500,000,000 of previously issued notes. LandBridge intends to use net proceeds to repay a portion of outstanding borrowings under its revolving credit facility.
The notes are guaranteed jointly and severally on a senior unsecured basis by the Issuer’s existing subsidiaries. They rank equally in right of payment with existing and future senior indebtedness, but are effectively subordinated to secured debt to the extent of collateral value. Before December 1, 2027, the Issuer may redeem up to 40% of the aggregate principal amount of notes issued under the indenture at 106.250% of principal plus accrued and unpaid interest, using cash no greater than net proceeds from equity offerings. If a Change of Control occurs along with a downgrade of the Notes by two rating agencies, the Issuer may be required to offer to purchase the Notes at 101% of principal plus accrued and unpaid interest.
LandBridge Co LLC (LB) shareholders approved converting the Delaware limited liability company into a Texas corporation through written consent. On August 14, 2026, LandBridge Holdings LLC held 47,168,908 Class B shares, about 61.2% of outstanding common shares, and approved the conversion. The company expects the change to take effect on or about October 13, 2026, and plans to implement it no earlier than 20 calendar days after mailing began on or about September 23, 2026.
After conversion, Texas law, the Texas charter and bylaws would govern. The charter would require shareholders to hold at least 3% of common shares to bring a derivative proceeding. Shareholder proposals would require the greater of $1 million in market value or 3% of voting shares, held continuously for at least six months before and throughout the meeting, plus solicitation of holders representing at least 67% of voting power. The company says corporate status may improve eligibility for additional indices, but notes that expected benefits may not materialize and that conversion could bring litigation, transaction costs and a less-developed body of Texas corporate case law.
LandBridge Company LLC (LB) announced that its subsidiary DBR Land Holdings LLC has priced an upsized private offering of $125 million aggregate principal amount of 6.250% senior notes due 2030, issued at 99.375% of par as additional notes under its existing 2030 notes indenture.
The new notes will form a single series with the previously issued $500 million of 6.250% senior notes due 2030, and the offering is expected to close on October 1, 2026, subject to customary conditions. LandBridge intends to use the net proceeds to repay a portion of outstanding borrowings under its revolving credit facility.
LandBridge Company LLC (LB) plans, subject to market conditions, to issue an additional $100 million of 6.250% senior notes due 2030 through a private Rule 144A/Reg S offering by subsidiary DBR Land Holdings LLC. The new notes will have identical terms to, and form a single series with, $500 million of existing 2030 notes, with net proceeds expected to repay borrowings under LandBridge’s 2025 revolving credit facility.
The company recently completed acquisitions of more than 24,000 surface acres and related assets for approximately $261.2 million, expanding both surface ownership and oil and gas royalty participation, funded with cash and revolver borrowings. LandBridge is also progressing a conversion from a Delaware LLC to a Texas corporation, approved by written consent of a majority shareholder and expected to close in the fourth quarter of 2026, which may change security holders’ rights under Texas law but is not expected to affect the notes. Updated disclosures highlight strong Adjusted EBITDA, Free Cash Flow and leverage ratios that management uses to monitor covenant compliance and debt capacity.
LandBridge Company LLC (LB) reports that Jason Williams, its Executive Vice President and Chief Administrative Officer who serves as principal accounting officer, notified the company on September 18, 2026 of his intent to retire in July 2027. He will continue as Executive Vice President and Chief Accounting Officer, and as the company’s principal accounting officer, until a successor is identified. After retirement, Mr. Williams intends to transition to an advisory role to help ensure a smooth succession. The company states that his retirement is not the result of any disagreement with its operations, policies or practices.