LandBridge Co LLC

Private Placement

On June 27, 2024, we entered into a Common Share Purchase Agreement with an accredited investor (the “Accredited Investor”), pursuant to which the Accredited Investor purchased 750,000 Class A shares from us at $17.00 per share in a private placement that closed concurrently with the Offering (the “Private Placement”), resulting in net proceeds of approximately $12.5 million, after deducting fees to the placement agent and other expenses payable by the Company in connection with the Private Placement. We contributed all of the net proceeds from the Private Placement to OpCo in exchange for additional OpCo Units, and OpCo used such net proceeds to repay outstanding indebtedness and make a distribution to existing unitholders in a manner consistent with the application of the proceeds under the Offering. The Private Placement closed concurrently with the IPO on July 1, 2024. Goldman Sachs & Co. LLC, acted as the placement agent for the Private Placement. The securities issued in connection with the Private Placement were issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. The Accredited Investor is an accredited investor for purposes of Rule 501 of Regulation D.