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LandBridge Company LLC insider David N. Capobianco, through LandBridge Holdings LLC, reported a series of related equity transactions in LandBridge Co LLC (ticker LB) on November 18, 2025.
LandBridge Holdings redeemed 2,500,000 DBR Land Holdings LLC units, together with the cancellation of an equal number of Class B shares, for 2,500,000 Class A shares of the issuer at no stated share price. On the same date, LandBridge Holdings then sold 2,500,000 Class A shares in an underwritten public offering at $70.00 per share, which represents the price to the underwriter.
Following these transactions, an entity controlled by the reporting person remained an indirect holder of a large block of Class B shares and associated OpCo units, over which he may be deemed to have voting and dispositive power, while disclaiming beneficial ownership beyond his pecuniary interest.
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.
LandBridge Company LLC, through subsidiary DBR Land Holdings LLC, entered into a new $275 million revolving credit agreement with Texas Capital Bank and other lenders. The facility matures on the earlier of June 30, 2030 or a date tied to the maturity of DBR Land’s senior notes and is secured by a first‑priority lien on substantially all assets of DBR Land and its subsidiaries. Proceeds from this revolver, together with net proceeds from a planned $500 million senior notes offering, are expected to repay and terminate the company’s existing credit facility.
The credit agreement includes quarterly financial covenants, such as a minimum interest coverage ratio of 2.50:1.00, a maximum total net leverage ratio of 5.00:1.00 (temporarily 5.25:1.00 around certain acquisitions), and a maximum senior secured net leverage ratio of 3.50:1.00. After giving effect to the notes offering and the 1918 Ranch acquisition, LandBridge estimates a Debt Service Coverage Ratio of 5.0x, up from historical levels between 3.0x and 4.4x.
LandBridge Company LLC announced an underwritten public offering of 2,500,000 Class A shares at $70.00 per share, for total gross proceeds of $175 million to a selling shareholder. The shares are being sold by DBR Land Holdings LLC and LandBridge Holdings LLC, referred to as the Selling Shareholder, under an underwriting agreement with Goldman Sachs & Co. LLC. LandBridge will not receive any proceeds from this Offering, which closed on November 18, 2025. Following the sale, the Selling Shareholder owns approximately 63% of LandBridge’s issued and outstanding shares. The Selling Shareholder also granted the underwriter a 30-day option to buy up to an additional 375,000 Class A shares, and the company, certain executives, directors and the Selling Shareholder agreed to 60-day lock-up restrictions after November 17, 2025.
LandBridge Company LLC has registered up to 2,500,000 Class A shares for resale by its majority owner, LandBridge Holdings LLC. The company itself will not receive any proceeds; the selling shareholder will receive about $175 million based on an underwriter purchase price of $70.00 per share, with a 30‑day option for the underwriter to buy up to an additional 375,000 shares.
The shares being sold are Class A shares issuable upon redemption of OpCo Units and cancellation of an equal number of Class B shares, which reduces Class B and increases publicly traded Class A over time. As of November 14, 2025, LandBridge had 25,338,199 Class A and 51,750,916 Class B shares outstanding, with LandBridge Holdings controlling most of the voting power.
LandBridge recently declared a $0.10 per share fourth‑quarter dividend payable December 18, 2025, and completed the 1918 Ranch Acquisition, adding about 37,500 acres in the Delaware Basin for a total price of $250.2 million, funded with roughly $208.3 million of cash and $41.7 million in OpCo Units. Part of the cash came from a new $200 million delayed‑draw term loan, and the company is evaluating a possible refinancing of its existing credit facility.
LandBridge Company LLC (LB) reported strong Q3 results, with total revenues of $50.8 million, up from $28.5 million a year ago. Operating income rose to $30.9 million from $3.2 million, and net income reached $20.3 million versus a prior-year loss. Net income attributable to LandBridge was $8.1 million, with diluted EPS of $0.26 (basic $0.31).
For the nine months, revenues were $142.3 million, up from $73.5 million, and net income was $54.2 million. The balance sheet showed total assets of $1.08 billion, total liabilities of $380.1 million, and shareholders’ equity of $697.8 million. Total debt was $370.2 million, including a $349.3 million term loan and $20.0 million on the revolver.
The company expanded its footprint with approximately 3,800 surface acres acquired for $17.8 million during 2025. A credit agreement amendment added a $200.0 million delayed draw term loan, subsequently drawn on November 10 to partially fund the 1918 Acquisition. The board declared a $0.10 per-share dividend on November 10. The company also revised prior period equity balances to reflect a $29.0 million deferred tax asset and noncontrolling interest rebalancing, with no impact on prior net income or cash flows.
LandBridge Company LLC announced its financial results for the quarter ended September 30, 2025. The company furnished a press release as Exhibit 99.1 and noted that this information is provided under Item 2.02.
The company also posted an investor presentation titled “LandBridge Earnings Presentation 3Q 2025” on its Investor Relations webpage. The furnished materials, including Exhibit 99.1 and the Item 7.01 information, are expressly stated as not deemed “filed” under the Exchange Act.
LandBridge Co LLC received an updated Schedule 13G/A (Amendment No. 2) from First Manhattan Co. LLC, FMC Group Holdings LP, and First Manhattan Management LLC, reporting beneficial ownership of 6,668,804 Class A shares, equal to 26.3% of the class as of 10/31/2025.
The filing lists 38,236 shares with sole voting and dispositive power and 6,630,568 shares with shared voting and dispositive power. The signatories certify the securities were acquired and are held in the ordinary course of business and not for the purpose or effect of changing or influencing control.
Horizon Kinetics Asset Management LLC filed an amended Schedule 13G reporting beneficial ownership of 5,632,113 Class A shares of LandBridge Co LLC (LB), representing 22.2% of the class.
The filer reports sole voting and sole dispositive power over 5,632,113 shares and no shared powers. The filing is made on a passive basis, certifying the securities were acquired and are held in the ordinary course and not to change or influence control. The date of the event requiring the filing is 09/09/2025.
LandBridge Company LLC agreed to acquire about 37,500 acres and related assets in Reeves, Loving, Winkler and Ward counties, Texas, for $250.0 million. The price includes roughly $208.3 million in cash and about $41.7 million in OpCo units paired with Class B shares of the company, with the equity portion valued using a 10-day volume-weighted average price of the Class A shares. The land package combines fee simple, mineral classified and leasehold acres.
The acquisition is expected to close in the fourth quarter of 2025, subject to customary conditions, including antitrust clearance. To help fund the deal, a subsidiary entered into a Third Amendment to its credit agreement creating a new delayed draw term loan facility with total commitments of $200.0 million, available in a single draw for up to 90 days after the October 3, 2025 amendment date. Until certain collateral conditions are satisfied, revolving credit commitments are reduced from $100.0 million to $65.0 million. If drawn, the new term loan will mature on July 3, 2027 and will be secured by a first-priority lien on substantially all assets of the borrower group. The equity issued in the acquisition will be unregistered, relying on a Section 4(a)(2) exemption.