WaterBridge Infrastructure LLC·4

May 8, 6:00 PM ET

WaterBridge Resources LLC 4

Research Summary

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WaterBridge WBI 10% Owner Disposes 2,456,248 Shares

What Happened
WaterBridge Resources LLC (reported as a 10% owner) reported an in‑kind disposition on 2026-05-06 of 2,456,248 WaterBridge Infrastructure LLC (WBI) shares (and a corresponding derivative entry for 2,456,248 OpCo-related shares). Both entries show $0.00 proceeds, reflecting an in‑kind distribution of OpCo Units and corresponding Class B shares to certain members of the reporting persons rather than an open‑market sale.

Key Details

  • Transaction date: 2026-05-06; Form 4 filed 2026-05-08 (timely).
  • Reported transactions: two "Other acquisition or disposition (J)" entries disposing 2,456,248 shares each at $0.00 (one is a derivative/OpCo-related entry).
  • Shares/units after transaction (per footnote): 11,063,925 Class B Shares held of record by WBR Holdings; 39,668,328 OpCo Units (and corresponding Class B Shares) held of record by NDB Holdings; 5,494,224 OpCo Units (and corresponding Class B Shares) held of record by Desert Holdings.
  • Footnotes: F1 notes the in‑kind distribution for no consideration; F6 explains OpCo Units can be redeemed for Class A Shares or cash on a one-for-one basis and do not expire.
  • Ownership chain and disclaimers (F3–F5): various Five Point Energy funds and managers (including David N. Capobianco) are described as having indirect control/beneficial interest; each disclaims beneficial ownership except to the extent of any pecuniary interest.
  • Related filings: affiliated entities (WBR Holdings, NDB Holdings, Desert Holdings and several Five Point entities) are filing separate Form 4s per the remarks.

Context
This was an in‑kind internal distribution of OpCo Units/Class B shares by a large institutional holder, not an open‑market sale. For retail investors, such transfers typically reflect internal ownership reorganization or distributions to related parties and do not necessarily signal a buy/sell view on the company’s stock. The OpCo Units can later be redeemed for Class A shares or cash per the OpCo agreement, which could affect share supply if redemptions occur.