Key facts
- This page summarizes David N. Capobianco's Form 4 filing for LandBridge Co LLC (LB).
- 2 reported transactions and 1 derivative row are listed below.
- Accepted by SEC: 23 Dec 2024, 21:34.
David N. Capobianco - 19 Dec 2024 Form 4 Insider Report for LandBridge Co LLC (LB)
- Reporting relationship
- Director, 10%+ Owner
- Issuer ticker
- LB
- Reported as of
- 19 Dec 2024
- Net transaction value
- -$300,000,045
- SEC form
- 4
- Accepted by SEC
- 23 Dec 2024, 21:34:46 UTC
- Prior SEC filing
- 27 Jun 2024
- Next SEC filing
- 28 May 2025
- Source filing
- View source filing
- Reporting owner signature
- /s/ David N. Capobianco
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
David N. Capobianco filed Form 4 for LandBridge Co LLC (LB) on 23 Dec 2024.
Change
- Previous filing in this sequence was filed on 27 Jun 2024.
- Current net transaction value: -$300,000,045.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
LB
transaction
Class B shares
Disposed to Issuer
- Transaction value
- $150,000,023
- Shares
- -2,498,751
- Change %
- -4.5%
- Price
- $60.03
- Shares after
- 53,227,852
- Date
- 19 Dec 2024
- Ownership
- See Footnote
- Footnotes
- F1, F2, F3, F4
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
LB
transaction
Derivative
DBR Land Holdings LLC Units
Disposed to Issuer
- Transaction value
- $150,000,023
- Shares
- -2,498,751
- Change %
- -4.5%
- Price
- $60.03
- Shares after
- 53,227,852
- Date
- 19 Dec 2024
- Ownership
- See Footnote
- Underlying class
- Class A Shares
- Underlying amount
- 2,498,751
- Exercise price
- Footnotes
- F1, F2, F3, F4
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 4 footnotes
Footnote F1
An aggregate 2,498,751 OpCo Units (as defined below) were transferred to the Issuer (as defined below) by the LandBridge Holdings LLC, a Delaware limited liability company ("LandBridge Holdings"), and a corresponding number of Class B Shares (as defined below) were contemporaneously forfeited by the reporting persons and cancelled by the Issuer (the "OpCo Unit Purchase") in exchange for an amount per OpCo Unit equal to $60.03, which was the amount per share received by the Issuer in connection with its private placement of an aggregate of 5,830,419 Class A Shares to select institutional and accredited investors on December 19, 2024. The OpCo Unit Purchase was made pursuant to a Purchase Agreement, dated December 19, 2024 (the "Purchase Agreement"), by and among LandBridge Holdings and the Issuer. The Purchase Agreement was specifically approved in advance by a majority of the Issuer's shareholders and the Issuer's board of directors.
Footnote F2
(Continued from footnote 1) The approval satisfied the requirements of Rule 16b-3(e) of the Securities Exchange Act of 1934, as amended.
Footnote F3
Pursuant to the Amended and Restated Limited Liability Company Agreement of DBR Land Holdings LLC ("OpCo"), each unit representing membership interests in OpCo ( "OpCo Units") (together with the delivery for no consideration of an equal number of Class B shares representing limited liability company interests (the "Class B Shares")) in LandBridge Company LLC (the "Issuer")) may be redeemed for an equal number of newly issued Class A shares representing limited liability company interests in the Issuer (the "Class A Shares") or for cash, at the Issuer's election, subject to satisfaction of certain requirements. The OpCo Units do not expire. The Class B Shares do not represent economic interests in the Issuer.
Footnote F4
LandBridge Holdings is ultimately controlled by the reporting person. As a result of the foregoing, the reporting person may exercise voting and dispositive power over the Class B Shares held by LandBridge Holdings and may be deemed to be the beneficial owner thereof. The reporting person disclaims beneficial ownership of OpCo Units and Class B Shares in excess of his pecuniary interest therein, if any.