[8-K] LandBridge Co LLC Reports Material Event

Rhea-AI Filing Summary

LandBridge Company LLC reported that its subsidiary, DBR Land Holdings LLC, has priced a previously announced private placement of $500 million aggregate principal amount of 6.250% Senior Notes due 2030. These notes are a form of long-term debt carrying a fixed interest rate of 6.250% and maturing in 2030. The details were released through a press release, which is included as an exhibit to this report.

Insights

Corporate finance analyst

LandBridge’s subsidiary priced $500M of 6.250% notes due 2030.

LandBridge, through subsidiary DBR Land Holdings LLC, has priced a private placement of $500,000,000 aggregate principal amount of 6.250% Senior Notes due 2030. This adds a defined layer of long-term, fixed-rate debt to the capital structure at the subsidiary level rather than directly at the parent.

The notes carry a 6.250% coupon, meaning DBR Land Holdings commits to pay that annual interest rate on the principal until 2030, when the notes mature. Because this is a private placement, the securities are not being registered for public sale in this disclosure, and detailed terms such as covenants or use of proceeds are not described here.

This development is presented under a Regulation FD information item, suggesting a disclosure focus rather than an immediate change in guidance. The overall financial impact depends on how the subsidiary uses the $500 million in proceeds and how the new interest expense interacts with existing cash flows, which may be detailed in the referenced press release or later reports.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

LandBridge Co LLC false 0001995807 0001995807 2025-11-19 2025-11-19

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 19, 2025

LandBridge Company LLC

(Exact name of registrant as specified in its charter)

Delaware		001-42150		93-3636146
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5555 San Felipe Street, Suite 1200

Houston, Texas 77056

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (713) 230-8864

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A shares representing limited liability company interests		LB		New York Stock Exchange
		(indicate by check mark)
				NYSE Texas, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure.

On November 19, 2025, LandBridge Company LLC (NYSE: LB; NYSE TX: LB) (the “Company”) issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 7.01, announcing the pricing of the previously announced private placement of $500 million aggregate principal amount of 6.250% Senior Notes due 2030 by its subsidiary DBR Land Holdings LLC.

The information included in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT		DESCRIPTION
99.1		Press Release dated November 19, 2025 announcing the pricing of $500 million aggregate principal amount of senior notes by DBR Land Holdings LLC.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				LANDBRIDGE COMPANY LLC
				By:		/s/ Scott L. McNeely
						Name: Scott L. McNeely
						Title:  Executive Vice President, Chief Financial Officer
Dated: November 19, 2025