SCHEDULE: WaterBridge Infrastructure Ownership Disclosure
Schedule 13G Amendment
A group of related entities led by David Capobianco disclosed a 52.1% beneficial ownership stake in WaterBridge Infrastructure LLC.
Summary
- Reporting persons, including WBR Holdings LLC, NDB Holdings LLC, and David Capobianco, filed an amendment to their Schedule 13G.
- The group collectively holds 53,743,584 Class A Shares, representing 52.1% of the outstanding class.
- The calculation is based on 51,480,071 total outstanding Class A Shares as of June 2026.
- The ownership structure involves complex holding entities controlled by Five Point Energy GP funds and David Capobianco.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral regulatory disclosure regarding ownership changes, reflecting standard corporate governance and reporting requirements.
Positives
- High level of insider alignment with over 50% of the voting power held by the reporting group.
- Clear disclosure of beneficial ownership and the relationship between holding entities and the ultimate controller, David Capobianco.
Negatives
- Concentrated ownership may limit the free float of Class A shares, potentially impacting liquidity.
- Complex multi-layered corporate structure involving multiple GP entities and holding companies.
Risks
- Potential for significant influence by a single individual, David Capobianco, over corporate strategy.
- Market volatility risk associated with the redemption of OpCo Units into Class A Shares, which could dilute existing shareholders.
Future Outlook
The filing notes that OpCo Units may be redeemed for Class A Shares on a one-to-one basis or for cash, which could alter the total outstanding share count and ownership percentages in the future.
Industry Context
StockSavvy.ai notes that this filing reflects typical consolidation patterns in energy infrastructure, where private equity sponsors maintain significant control post-public listing through complex holding structures.
Comparison to Industry Standards
- The ownership concentration is consistent with midstream energy companies that have recently transitioned from private equity ownership.
- The use of an Up-C structure (OpCo units and Class A shares) is a standard mechanism for tax efficiency in the energy sector.
Related Party Transactions
- The reporting persons are related through common control by David Capobianco and various Five Point Energy GP entities.
Stakeholder Impact
- Shareholders should be aware of the high concentration of voting power held by the reporting group.
- Potential dilution risk exists if OpCo units are redeemed for Class A shares.
Next Steps
- Potential future redemption of OpCo Units into Class A Shares.
- Ongoing compliance with SEC reporting requirements for beneficial owners.
Key Dates
| Date | Description |
|---|---|
| 2025-11-14 | Original Joint Filing Agreement filed. |
| 2026-05-07 | Issuer's Quarterly Report on Form 10-Q filed. |
| 2026-06-22 | Date of event requiring filing and Form 4 filing date. |
| 2026-06-26 | Filing date of the Schedule 13G amendment. |
Keywords
WaterBridge Infrastructure, Schedule 13G, Beneficial Ownership, David Capobianco, Five Point Energy, Class A Shares
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