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WaterBridge Infrastructure LLC·4

Jun 22, 7:42 PM ET

Five Point Energy GP III LP 4

Research Summary

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Updated

WaterBridge (WBI) 10% Owner WBR Holdings Sells $177M Shares

What Happened
WBR Holdings LLC (a 10% owner) sold 5,894,826 Class A shares of WaterBridge Infrastructure LLC (WBI) in an open-market/private sale on June 22, 2026 at $30.05 per share for proceeds of approximately $177,139,521. The filing also records conversions of 4,464,012 derivative units (OpCo Units/Class B shares) into Class A shares (no cash consideration) and related disposition entries tied to those converted shares.

Key Details

  • Transaction date: June 22, 2026. Open-market/private sale: 5,894,826 Class A shares at $30.05 = $177,139,521.
  • Conversions/dispositions: 4,464,012 OpCo Units/Class B → Class A shares recorded as conversions (acquired at $0.00) with related disposition entries (see footnotes).
  • Shares held after transaction (per filing): WBR Holdings owns 1,980,921 Class A Shares, 11,063,925 OpCo Units and a corresponding number of Class B Shares.
  • Footnote highlights: OpCo Units can be redeemed for newly issued Class A shares or for cash (Issuer’s election). Footnotes F2–F3 explain that 4,464,012 Class A shares resulted from redemptions by related holders and that portions of the redemptions were sold under Rule 144 (including 1,430,814 Class A shares sold by WBR Holdings).
  • Beneficial ownership: WaterBridge Resources LLC, related Five Point GP entities and David N. Capobianco are described in the filing as potentially deemed to beneficially own the securities held by WBR Holdings (each disclaims ownership except to the extent of any pecuniary interest).
  • Filing timeliness: filed with a report date of June 22, 2026; no late-filing notation in the provided data.

Context
This was a large institutional sale (disposition) by a 10% holder rather than an executive buy/sell signal. The filing also records conversion of OpCo Units into Class A shares (a structural/derivative-to-equity conversion) with subsequent dispositions; such conversions are mechanical events under the LLC agreement and do not by themselves indicate trading intent. For retail investors, purchases are generally more informative about insider bullishness—this filing documents a significant sale and ownership levels remaining after the transaction.