LandBridge prices $125M 2030 senior notes

LandBridge is adding $125 million of 6.250% senior notes due 2030 to refinance part of its revolving credit facility borrowings.

Rhea-AI Filing Summary

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.

Filing Explained

Completion would place the new debt in the existing 2030 notes series, while its unregistered status limits resale routes.

The priced offering remains subject to closing; if completed, the additional $125 million notes will have the same terms as the existing 2030 notes, apart from their issue date and price, and will form one series with them.

The notes are not registered under federal or state securities laws. They are being offered to qualified institutional buyers under Rule 144A in the United States and under Regulation S outside it, limiting offers or sales unless an exemption or registration applies.

8-K Event Classification

3 items: 7.01, 8.01, 9.01

3 items

Item 7.01 Regulation FD Disclosure Disclosure

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

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

New notes aggregate principal amount: $125 million Coupon rate on senior notes: 6.250% Issue price of new notes: 99.375% of par +4 more

7 metrics

New notes aggregate principal amount $125 million Additional 6.250% senior notes due 2030 priced in the private offering

Coupon rate on senior notes 6.250% Interest rate on both the existing and new senior notes due 2030

Issue price of new notes 99.375% of par Pricing of the $125 million additional senior notes due 2030

Existing notes aggregate principal amount $500 million Previously issued 6.250% senior notes due 2030 under the same indenture

Total senior notes due 2030 after offering $625 million Combined principal of existing and new 6.250% senior notes due 2030

Expected closing date October 1, 2026 Anticipated closing date of the $125 million additional notes offering

Surface acres owned or managed More than 350,000 acres LandBridge’s land position across Texas and New Mexico

Key Terms

senior notes, indenture, revolving credit facility, Rule 144A, +1 more

5 terms

senior notes financial

"aggregate principal amount of 6.250% senior notes due 2030"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

indenture financial

"under the indenture, dated as of November 25, 2025"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

revolving credit facility financial

"repay a portion of outstanding borrowings under its revolving credit facility"

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

Rule 144A regulatory

"in reliance on Rule 144A under the Securities Act"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

Regulation S regulatory

"only pursuant to Regulation S under the Securities Act"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What debt offering did LandBridge (LB) announce in this Form 8-K?

LandBridge announced that subsidiary DBR Land Holdings LLC priced an upsized $125 million private offering of 6.250% senior notes due 2030, issued at 99.375% of par as additional notes under an existing indenture.

How does the new $125 million note issue affect LandBridge (LB)’s existing 2030 notes?

The $125 million of new 6.250% senior notes due 2030 will be issued as additional notes under the existing indenture and will be treated as part of the same series as the $500 million of existing 6.250% senior notes due 2030.

What will LandBridge (LB) do with the proceeds from the new senior notes?

LandBridge intends to use the net proceeds from the $125 million offering of 6.250% senior notes due 2030 to repay a portion of outstanding borrowings under its revolving credit facility.

When is the new LandBridge (LB) senior notes offering expected to close?

The offering of $125 million additional 6.250% senior notes due 2030 is expected to close on October 1, 2026, subject to customary closing conditions.

How large is LandBridge (LB)’s total 6.250% senior notes due 2030 after this transaction?

After the issuance of the $125 million of new notes, the 6.250% senior notes due 2030 will total $625 million in aggregate principal amount, combining the $500 million existing notes and the new additional notes.

How and to whom are LandBridge (LB)’s new senior notes being offered?

The new notes are being offered in the United States only to qualified institutional buyers under Rule 144A and to persons outside the United States under Regulation S, in a private offering exempt from registration under the Securities Act.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/22/2026 - 04:51 PM Accepted by SEC EDGAR 09/22/2026 - 04:51 PM Learn about SEC filing dates

LandBridge Co LLC false 0001995807 0001995807 2026-09-22 2026-09-22

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): September 22, 2026

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.

The information contained in Item 8.01 of this Current Report on Form 8-K is incorporated into this Item 7.01 by reference.

Item 8.01. Other Events.

On September 22, 2026, LandBridge Company LLC (NYSE: LB; NYSE TX: LB) issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 8.01, announcing the pricing of the previously announced private placement of an additional $125,000,000 aggregate principal amount of 6.250% Senior Notes due 2030 by its subsidiary DBR Land Holdings LLC. The offering was upsized from the previously announced offering size of $100 million.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT		DESCRIPTION
99.1		Press Release dated September 22, 2026.
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: September 22, 2026

Exhibit 99.1

LandBridge Announces Pricing of Upsized $125,000,000 Offering of Additional 6.250% Senior Notes due 2030

September 22, 2026

HOUSTON—(BUSINESS WIRE)—LandBridge Company LLC (NYSE: LB; NYSE Texas: LB) (“LandBridge”) announced today that DBR Land Holdings LLC (the “Issuer”), a subsidiary of LandBridge, has priced its offering (the “Offering”) of $125 million in aggregate principal amount of 6.250% senior notes due 2030 at 99.375% of par (the “New Notes”). The Offering was upsized from the previously announced offering size of $100 million. The Offering is expected to close on October 1, 2026, subject to customary closing conditions.

The New Notes are being offered as additional notes under the indenture, dated as of November 25, 2025 (the “Indenture”), pursuant to which the Issuer previously issued $500 million in aggregate principal amount of 6.250% senior notes due 2030 (the “Existing Notes”). The New Notes will have identical terms as the Existing Notes, other than the issue date and issue price, and will be treated as part of the same series as the Existing Notes for all purposes under the Indenture.

LandBridge intends to use the net proceeds from the Offering to repay a portion of outstanding borrowings under its revolving credit facility.

The New Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The New Notes are being offered in the United States only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act, and to persons outside the United States only pursuant to Regulation S under the Securities Act.

This press release is neither an offer to sell nor a solicitation of an offer to buy the New Notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the New Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

About LandBridge

LandBridge owns or manages more than 350,000 surface acres across Texas and New Mexico, located primarily in the heart of the Delaware sub-region in the Permian Basin, the most active region for oil and gas exploration and development in the United States. LandBridge actively manages its land and resources to support and encourage energy and infrastructure development and other land uses, including digital infrastructure. LandBridge was formed by Five Point Infrastructure LLC, a private equity firm with a track record of investing in and developing energy, environmental water management and sustainable infrastructure companies within the Permian Basin.

Cautionary Statement Concerning Forward-Looking Statements

This press release contains forward-looking statements, as well as assumptions made by, and information currently available to, LandBridge, and therefore involve risks and uncertainties that are difficult to predict, including risks and uncertainties associated with market conditions as they relate to the Offering and the ability to successfully close the Offering. Forward-looking statements include all statements that are not historical facts. The words “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable,” the negative version of these words, or similar terms and phrases are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, LandBridge does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for LandBridge to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in LandBridge’s Annual Report on Form 10-K for the year ended December 31, 2025 and in other reports filed by LandBridge with the U.S. Securities and Exchange Commission. These risk factors could cause LandBridge’s actual results to differ materially from those contained in any forward-looking statement.

Contacts

Scott McNeely

Chief Financial Officer

LandBridge Company LLC

Contact@LandBridgeco.com

Mae Herrington

Director, Investor Relations

LandBridge Company LLC

ir@LandBridgeco.com

Media

Daniel Yunger / Nathaniel Shahan

Kekst CNC

daniel.yunger@kekstcnc.com / nathaniel.shahan@kekstcnc.com

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 8.3 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB