Adage Capital discloses 6.63% XPLR Infrastructure (XIFR) ownership in Schedule 13G

Rhea-AI Filing Summary

Adage Capital Management, L.P., together with Robert Atchinson and Phillip Gross, reports beneficial ownership of 6,254,155 Common Units of XPLR Infrastructure, LP. This represents 6.63% of the Common Units, based on 94,272,795 units outstanding as of March 31, 2026, as reported by the partnership.

The Reporting Persons hold no sole voting or dispositive power and instead report shared voting and shared dispositive power over 6,254,155 Common Units. Adage Capital Management, L.P. is investment manager to Adage Capital Partners, L.P., which directly holds the units, and Messrs. Atchinson and Gross report their interests through various managing-member and general-partner roles, while stating that this report should not, by itself, be construed as an admission of beneficial ownership.

Key Figures

Common Units beneficially owned: 6,254,155 Common Units Ownership percentage: 6.63% Units outstanding baseline: 94,272,795 Common Units +3 more

6 metrics

Common Units beneficially owned 6,254,155 Common Units Beneficially owned by the Reporting Persons as disclosed in Schedule 13G

Ownership percentage 6.63% Percentage of XPLR Infrastructure Common Units beneficially owned by the Reporting Persons

Units outstanding baseline 94,272,795 Common Units Common Units outstanding as of March 31, 2026, per the partnership’s Form 10-Q

Shared voting power 6,254,155 Common Units Common Units over which the Reporting Persons have shared voting power

Shared dispositive power 6,254,155 Common Units Common Units over which the Reporting Persons have shared dispositive power

Filing date signatures 08/12/2026 Signature dates for Robert Atchinson and Phillip Gross on the Schedule 13G

Key Terms

beneficial ownership, shared voting power, shared dispositive power, Schedule 13G, +1 more

5 terms

beneficial ownership financial

"The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

shared voting power financial

"Shared Voting Power 6,254,155.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 6,254,155.00"

Schedule 13G regulatory

"The percentage set forth in this is calculated based upon an aggregate of 94,272,795 Common Units outstanding"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

Investment Company Act of 1940 regulatory

"A listing of the shareholders of an investment company registered under the Investment Company Act of 1940"

A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.

FAQ

How many XPLR Infrastructure (XIFR) units does Adage Capital report owning?

Adage Capital and related reporting persons report beneficial ownership of 6,254,155 Common Units of XPLR Infrastructure, LP. These units are directly held by Adage Capital Partners, L.P., for which Adage Capital Management, L.P. acts as investment manager.

What percentage of XPLR Infrastructure (XIFR) does Adage Capital beneficially own?

The reporting group states beneficial ownership of 6.63% of the Common Units of XPLR Infrastructure, LP. This percentage is calculated using 94,272,795 Common Units outstanding as of March 31, 2026, as reported by the partnership.

Who are the reporting persons in the XPLR Infrastructure (XIFR) Schedule 13G?

The Schedule 13G is filed by Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross. They collectively are referred to as the Reporting Persons and report their interests through investment manager and managing-member or general-partner roles.

What voting and dispositive powers do the XIFR reporting persons have over the units?

The Reporting Persons disclose 0 Common Units with sole voting or sole dispositive power and 6,254,155 Common Units with shared voting and shared dispositive power. All such powers relate to units directly held by Adage Capital Partners, L.P.

What baseline share count was used to calculate Adage’s 6.63% stake in XIFR?

The 6.63% ownership is calculated using 94,272,795 Common Units outstanding as of March 31, 2026, as reported in XPLR Infrastructure, LP’s Quarterly Report on Form 10-Q for that period.

Where are the business offices of the XPLR Infrastructure (XIFR) reporting persons located?

The business office for each Reporting Person is at 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116. XPLR Infrastructure, LP’s principal executive offices are at 700 Universe Boulevard, Juno Beach, FL 33408.

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Available on EDGAR 08/12/2026 - 12:09 PM Accepted by SEC EDGAR 08/12/2026 - 12:08 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

XPLR Infrastructure, LP

(Name of Issuer)

Common Units

(Title of Class of Securities)

65341B106

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 65341B106

1

Names of Reporting Persons

Adage Capital Management, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,254,155.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,254,155.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,254,155.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.63 %

12

Type of Reporting Person (See Instructions)

IA, PN

SCHEDULE 13G

CUSIP Number(s): 65341B106

1

Names of Reporting Persons

Robert Atchinson

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,254,155.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,254,155.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,254,155.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.63 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

CUSIP Number(s): 65341B106

1

Names of Reporting Persons

Phillip Gross

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 6,254,155.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 6,254,155.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,254,155.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

6.63 %

12

Type of Reporting Person (See Instructions)

HC, IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: XPLR Infrastructure, LP
(b)	Address of issuer's principal executive offices: 700 Universe Boulevard, Juno Beach, FL 33408
Item 2.
(a)	Name of person filing: This statement is filed by: (i) Adage Capital Management, L.P., a Delaware limited partnership ("ACM"), as the investment manager of Adage Capital Partners, L.P., a Delaware limited partnership ("ACP"), with respect to the common units ("Common Units") of XPLR Infrastructure, LP, a Delaware limited partnership (the "Partnership") directly held by ACP; (ii) Robert Atchinson ("Mr. Atchinson"), as (1) managing member of Adage Capital Advisors, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACA"), managing member of Adage Capital Partners GP, L.L.C., a limited liability company organized under the laws of the State of Delaware ("ACPGP"), general partner of ACP, and (2) managing member of Adage Capital Partners, L.L.C., a Delaware limited liability company ("ACPLLC"), general partner of ACM, with respect to the Common Units directly held by ACP; and (iii) Phillip Gross ("Mr. Gross"), as (1) managing member of ACA, managing member of ACPGP, and (2) managing member of ACPLLC, general partner of ACM, with respect to the Common Units directly held by ACP. The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons." Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.
(b)	Address or principal business office or, if none, residence: The address of the business office of each of the Reporting Persons is 200 Clarendon Street, 52nd Floor, Boston, Massachusetts 02116.
(c)	Citizenship: ACM is a limited partnership organized under the laws of the State of Delaware. Messrs. Gross and Atchinson are citizens of the United States.
(d)	Title of class of securities: Common Units
(e)	CUSIP Number(s): 65341B106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference. The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 94,272,795 Common Units outstanding as of March 31, 2026, as reported in the Partnership's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed with the Securities and Exchange Commission on May 15, 2026.
(b)	Percent of class: 6.63%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(ii) Shared power to vote or to direct the vote: The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iii) Sole power to dispose or to direct the disposition of: The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
	(iv) Shared power to dispose or to direct the disposition of: The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. See Item 2(a).
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Adage Capital Management, L.P.

Signature:	/s/ Robert Atchinson
Name/Title:	By: Adage Capital Partners, L.L.C., its General Partner, By: Robert Atchinson, its Managing Member
Date:	08/12/2026

Robert Atchinson

Signature:	/s/ Robert Atchinson
Name/Title:	Robert Atchinson, individually
Date:	08/12/2026

Phillip Gross

Signature:	/s/ Phillip Gross
Name/Title:	Phillip Gross, individually
Date:	08/12/2026

Exhibit Information

Exhibit 99.1: Joint Filing Agreement