UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
LANDBRIDGE COMPANY LLC
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 93-3636146 | |
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) |
5555 San Felipe Street, Suite 1200
Houston, Texas 77056
(Address of principal executive offices and zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of each class |
Name of each exchange on which | |
| Class A shares representing limited liability company interests | New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. ☒
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ☐
Securities Act registration statement file number to which this form relates: 333-279893
Securities to be registered pursuant to Section 12(g) of the Act: None.
INFORMATION REQUIRED IN REGISTRATION STATEMENT
| Item 1. | Description of Registrant’s Securities to be Registered. |
The class of securities to be registered hereby is the Class A shares representing limited liability company interests (the “Class A Common Shares”) of LandBridge Company LLC, a Delaware limited liability company (the “Registrant”).
A description of the Class A Common Shares is set forth under the captions “Summary” and “Description of Shares” in the prospectus to be filed by the Registrant pursuant to Rule 424(b) under the Securities Act of 1933, as amended, which prospectus will constitute a part of the Registrant’s Registration Statement on Form S-1, as amended (Registration No. 333-279893), initially filed with the U.S. Securities and Exchange Commission on May 31, 2024. Such prospectus, in the form in which it is so filed, shall be deemed to be incorporated herein by reference.
| Item 2. | Exhibits. |
Pursuant to the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of the Registrant are registered on New York Stock Exchange and the securities registered hereby are not being registered pursuant to Section 12(g) of the Exchange Act.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| LANDBRIDGE COMPANY LLC | ||
| By: | /s/ Jason Long | |
| Name: | Jason Long | |
| Title: | Chief Executive Officer | |
Date: June 27, 2024
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