Five Point Energy Fund II AIV-VII LP - 18 Nov 2025 Form 4 Insider Report for LandBridge Co LLC (LB)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
21 Nov 2025, 14:58:16 UTC
Prior SEC filing
27 Jun 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ David N. Capobianco, Chief Executive Officer and Managing Partner of Five Point Energy GP II LP, the general partner of Five Point Energy Fund II AIV-VII LP

Key filing fact

Five Point Energy Fund II AIV-VII LP filed Form 4 for LandBridge Co LLC (LB) on 21 Nov 2025.

Key facts

  • This page summarizes Five Point Energy Fund II AIV-VII LP's Form 4 filing for LandBridge Co LLC (LB).
  • 4 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 21 Nov 2025, 14:58.

Change

  • Previous filing in this sequence was filed on 27 Jun 2024.
  • Current net transaction value: -$175,000,000.

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

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (2)

CIK 0002028478 Primary reporting owner

Five Point Energy Fund II AIV-VII LP

Relationship
Director, 10%+ Owner
Address
C/O LANDBRIDGE COMPANY LLC, 5555 SAN FELIPE STREET, SUITE 1200, HOUSTON
Signature
/s/ David N. Capobianco, Chief Executive Officer and Managing Partner of Five Point Energy GP II LP, the general partner of Five Point Energy Fund II AIV-VII LP
Signature date
20 Nov 2025
CIK 0002028439

Five Point Energy Fund III AIV-VIII LP

Relationship
Director, 10%+ Owner
Address
825 TOWN & COUNTRY LANE #700, HOUSTON
Signature
/s/ David N. Capobianco, Chief Executive Officer and Managing Partner of Five Point Energy GP III LP, the general partner of Five Point Energy Fund III AIV-VIII LP
Signature date
20 Nov 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

LB transaction

Class B shares

Other

Transaction value
$0
Shares
-2,500,000
Change %
-4.9%
Price
$0.000000
Shares after
48,593,505
Date
18 Nov 2025
Ownership
See Footnotes
Footnotes
F1, F2, F3, F4, F5
LB transaction

Class A shares

Conversion of derivative security

Transaction value
$0
Shares
+2,500,000
Change %
Price
$0.000000
Shares after
2,500,000
Date
18 Nov 2025
Ownership
See Footnotes
Footnotes
F1, F2, F4, F5
LB transaction

Class A shares

Sale

Transaction value
$175,000,000
Shares
-2,500,000
Change %
-100%
Price
$70.00
Shares after
0
Date
18 Nov 2025
Ownership
See Footnotes
Footnotes
F2, F4, F5

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

LB transaction Derivative

DBR Land Holdings LLC Units

Conversion of derivative security

Transaction value
$0
Shares
-2,500,000
Change %
-4.9%
Price
$0.000000
Shares after
48,593,505
Date
18 Nov 2025
Ownership
See Footnotes
Underlying class
Class A Shares
Underlying amount
2,500,000
Exercise price
Footnotes
F1, F2, F3, F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

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 ("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 ("Class A Shares") or for cash, at the Issuer's election, subject to satisfaction of certain requirements. OpCo Units do not expire. Class B Shares do not represent economic interests in the Issuer.

Footnote F2

In connection with an underwritten public offering by LandBridge Holdings LLC ("LandBridge Holdings") on November 18, 2025, LandBridge Holdings (i) redeemed 2,500,000 OpCo Units (together with the cancellation of 2,500,000 Class B Shares) for 2,500,000 Class A Shares and (ii) sold 2,500,000 Class A Shares at a price per share of $70.00. This amount represents the price to the underwriter. The underwriter may offer the Class A shares from time to time in one or more transactions on the NYSE, the NYSE Texas, in the over-the-counter market or through negotiated transactions at market prices or at negotiated prices.

Footnote F3

Reflects the cancellation of 28,004 OpCo Units and 119,987 OpCo Units (each, together with the cancellation of a corresponding number of Class B Shares) held by LandBridge Holdings on June 9, 2025 and September 8, 2025, respectively, in lieu of the payment of a tax distribution by OpCo to the Issuer in excess of the Issuer's current income tax obligation for the three months ended June 30, 2025 and September 30, 2025, respectively. The number of cancelled OpCo Units was determined based on the Class A Share price as of the tax distribution date.

Footnote F4

LandBridge Holdings is controlled by a board of managers consisting of five members. Five Point Energy Fund II AIV-VII LP, a Delaware limited partnership ("Fund II") and Five Point Energy Fund III AIV-VIII LP, a Delaware limited partnership ("Fund III"), collectively own 97.4% of the capital interests of LandBridge Holdings and have the right to appoint a majority of the members of the board of managers of LandBridge Holdings. Five Point Energy GP II LP, a Delaware limited partnership ("GP II LP") is the sole general partner of Fund II. Five Point Energy GP II LLC, a Delaware limited liability company ("GP II LLC") is the sole general partner GP II LP. Five Point Energy GP III LP, a Delaware limited partnership ("GP III LP") is the sole general partner of Fund III.

Footnote F5

(Continued from footnote 4) Five Point Energy GP III LLC, a Delaware limited liability company ("GP III LLC") is the sole general partner of GP III LP. Each of GP II LLC and GP III LLC is controlled by David N. Capobianco as each respective entity's sole member. As a result of the foregoing, Mr. Capobianco 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. Mr. Capobianco disclaims beneficial ownership of OpCo Units and Class B Shares in excess of his pecuniary interest therein, if any.

SEC remarks

Pursuant to a Shareholder Agreement between the Issuer and LandBridge Holdings, LandBridge Holdings has the right to designate a majority of the members of the Board of Directors of the Issuer. As a result, LandBridge Holdings constitute "directors by deputization" with respect to the Issuer. The securities reported herein were previously reported on the Form 4 filed by LandBridge Holdings LLC, Five Point Energy GP II LP, Five Point Energy GP II LLC, Five Point Energy GP III LP, Five Point Energy GP III LLC and David Capobianco on November 21, 2025 (the "Original Form 4"). The Reporting Persons were not included on the Original Form 3 due to a delay in obtaining EDGAR codes from the Securities and Exchange Commission.

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