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[SCHEDULE 13G] WaterBridge Infrastructure LLC SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G
Rhea-AI Filing Summary

WaterBridge Infrastructure LLC (WBI) received a Schedule 13G disclosing major beneficial ownership by Five Point Energy–affiliated entities and David N. Capobianco. Capobianco reports beneficial ownership of 62,094,660 Class A Shares, representing 60.9% of the class, based on 43,264,850 Class A Shares outstanding as of the issuer’s IPO closing.

Key reporting persons include: WBR Holdings LLC with 14,475,660 shares (26.6%); NDB Holdings LLC with 41,425,200 shares (48.9%); and Desert Environmental Holdings LLC with 6,193,800 shares (12.5%). Several positions reflect OpCo Units exchangeable one-for-one into Class A Shares or cash under the OpCo LLC Agreement. Control relationships indicate that Five Point Energy GP entities and Capobianco may be deemed to beneficially own securities held by these vehicles; each disclaims beneficial ownership as stated.

On a fully diluted basis assuming redemption of 80,190,150 OpCo Units into Class A Shares, reported percentages include 11.7% for WBR/GP I, 33.6% for NDB/GP II, 38.6% for GP III, and 50.3% for Capobianco.

Positive
  • None.
Negative
  • None.





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A shares representing limited liability company interests ("Class A Shares") as calculated pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding limited liability company interests in WBI Operating LLC ("OpCo Units") into Class A Shares, the Reporting Person's beneficial ownership percentage is 11.7%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 11.7%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 33.6%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 33.6%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 5.0%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 11.7%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 11.7%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 33.6%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 33.6%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 38.6%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 38.6%.


SCHEDULE 13G




Comment for Type of Reporting Person: The percent of class set forth in Row 11 reflects the percentage of all outstanding Class A Shares as calculated pursuant to Rule 13d-3 under the Exchange Act. On a fully diluted basis, assuming the redemption of all 80,190,150 outstanding OpCo Units into Class A Shares, the Reporting Person's beneficial ownership percentage is 50.3%.


SCHEDULE 13G



WBR Holdings LLC
Signature:/s/ Harrison Bolling
Name/Title:Harrison Bolling, Executive Vice President & General Counsel
Date:11/14/2025
WaterBridge Resources LLC
Signature:/s/ Scott McNeely,
Name/Title:Scott McNeely, Executive Vice President, Chief Financial Officer
Date:11/14/2025
NDB Holdings LLC
Signature:/s/ Harrison Bolling
Name/Title:Harrison Bolling, Executive Vice President & General Counsel
Date:11/14/2025
WaterBridge NDB LLC
Signature:/s/ Scott McNeely
Name/Title:Executive Vice President, Chief Financial Officer
Date:11/14/2025
Desert Environmental Holdings LLC
Signature:/s/ Jason Williams
Name/Title:Jason Williams, Chief Financial Officer
Date:11/14/2025
Five Point Energy GP I LP
Signature:By: Five Point Energy GP I LLC, its sole GP, By: /s/ David Capobianco
Name/Title:David Capobianco, sole member
Date:11/14/2025
Five Point Energy GP I LLC
Signature:/s/ David Capobianco
Name/Title:David Capobianco, sole member
Date:11/14/2025
Five Point Energy GP II LP
Signature:By: Five Point Energy GP II LLC, its sole GP, By: /s/ David Capobianco
Name/Title:David Capobianco, sole member
Date:11/14/2025
Five Point Energy GP II LLC
Signature:/s/ David Capobianco
Name/Title:David Capobianco, sole member
Date:11/14/2025
Five Point Energy GP III LP
Signature:By: Five Point Energy GP III LLC, its sole GP, By: /s/ David Capobianco
Name/Title:David Capobianco, sole member
Date:11/14/2025
Five Point Energy GP III LLC
Signature:/s/ David Capobianco
Name/Title:David Capobianco, sole member
Date:11/14/2025
David Capobianco
Signature:/s/ David Capobianco
Name/Title:David Capobianco
Date:11/14/2025

Comments accompanying signature: Exhibit 1: Joint Filing Agreement.

FAQ

Who filed the Schedule 13G for WaterBridge Infrastructure (WBI)?

Reporting persons include WBR Holdings LLC, WaterBridge Resources LLC, NDB Holdings LLC, WaterBridge NDB LLC, Desert Environmental Holdings LLC, Five Point Energy GP I/II/III (LPs and LLCs), and David N. Capobianco.

How many WaterBridge Class A Shares does David N. Capobianco report?

Capobianco reports beneficial ownership of 62,094,660 Class A Shares, representing 60.9% of the class.

What share count was used to calculate ownership percentages for WBI?

Percentages are based on 43,264,850 Class A Shares outstanding as of the issuer’s IPO closing.

What are the key positions held by the reporting entities?

WBR Holdings: 14,475,660 (26.6%); NDB Holdings: 41,425,200 (48.9%); Desert Environmental: 6,193,800 (12.5%).

How do OpCo Units affect WBI beneficial ownership reporting?

OpCo Units are redeemable one-for-one into Class A Shares (or for cash) under the OpCo LLC Agreement; several reported positions consist of Class A Shares underlying OpCo Units.

What are the fully diluted ownership figures disclosed?

Assuming redemption of 80,190,150 OpCo Units, ownership is 11.7% for WBR/GP I, 33.6% for NDB/GP II, 38.6% for GP III, and 50.3% for Capobianco.
WaterBridge Infrastructure LLC

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