LandBridge Co LLC
For the period ended Sep 30, 2025. Filed Nov 12, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 12, 2025
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8. Share-Based Compensation
Share-Based Compensation
A summary of the Company’s aggregate share-based compensation expense is shown below. Share-based compensation expense related to incentive units allocated to the Company is recognized as a deemed non-cash contribution to or distribution from shareholders’ equity on the condensed consolidated balance sheets. Substantially all share-based compensation expense is included in general and administrative expense on the condensed consolidated statements of operations.
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Incentive units | $9,144 | $9,830 | $27,133 | $82,402 |
| Restricted share units | 2,081 | 1,794 | 6,503 | 1,794 |
| Total share-based compensation expense | $11,225 | $11,624 | $33,636 | $84,196 |
Share-based compensation expense related to incentive units for the three and nine months ended September 30, 2025, consists only of the Incentive Units. Share-based compensation expense related to incentive units for the three months ended September 30, 2024, consists of$9.8 million related to the Incentive Units, and for the nine months ended September 30, 2024, consists of$9.8 million related to the Incentive Units and$72.6 million related to the NDB Incentive Units. NDB Incentive Units were liability awards resulting in periodic fair value remeasurement prior to the Division. Following the Division, Incentive Units are equity awards and do not require periodic remeasurements. Any cash expense associated with Incentive Units will be borne solely by LandBridge Holdings LLC and not the Company. Such incentive units are not dilutive of public ownership.
Incentive Units
A summary of Incentive Units activity during thenine months ended September 30, 2025 is shown in the following table:
| Incentive Units | Weighted Average Grant Date Fair Value | Weighted Average Remaining Contractual Term (years) | |
|---|---|---|---|
| Outstanding at December 31, 2024 | 30,020 | $5,130 | |
| Granted | - | - | |
| Forfeited | - | - | |
| Outstanding at September 30, 2025 | 30,020 | $5,130 | 1.2 |
As of September 30, 2025, remaining unrecognized compensation expense for the Incentive Units was$53.2 million, which the Company expects to recognize over a weighted average remaining period of approximately 1.7 years.
Restricted Share Units
Under the LandBridge Company LLC Long Term Incentive Plan (the “LTIP”), participants were granted restricted share units (“RSUs”) which are subject to graded vesting generally ranging from one to three years. The fair value of the awards is based on our Class A share price on the date of grant with compensation expense recognized on a straight-line basis over the applicable vesting period.
A summary of RSU activity during thenine months ended September 30, 2025 is shown in the following table:
| (in thousands, except fair value data) | RSUs | Weighted Average Grant Date Fair Value | Weighted Average Remaining Contractual Term (years) | Aggregate Intrinsic Value |
|---|---|---|---|---|
| Outstanding at December 31, 2024 | 749,529 | $31.37 | ||
| Granted | 57,393 | 56.17 | ||
| Forfeited | - | - | ||
| Vested(1) | (267,894) | 31.35 | ||
| Outstanding at September 30, 2025 | 539,028 | $34.02 | 1.3 | $28,757 |
(1)
Included within the 267,894 RSUs that vested during the period,86,285 RSUs were surrendered by employees to the Company to settle tax withholding requirements.
As of September 30, 2025, remaining unrecognized compensation expense for the RSUs was$16.2 million, which the Company expects to recognize over a weighted average remaining period of approximately 1.9 years.
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