Devon Energy Corp/De - Sep 17, 2025 Form 3 Insider Report for WaterBridge Infrastructure LLC (WBI)

Role
10%+ Owner
Signature
/s/ Jeffrey L. Ritenour, Executive Vice President and Chief Financial Officer of Devon Energy Corporation
Stock symbol
WBI
Transactions as of
Sep 17, 2025
Transactions value $
$0
Form type
3
Date filed
9/17/2025, 06:34 PM
SEC
View on sec.gov

Reporting Owners (2)

Name Relationship Address Signature Signature date CIK
DEVON ENERGY CORP/DE 10%+ Owner 333 W. SHERIDAN AVENUE, OKLAHOMA CITY /s/ Jeffrey L. Ritenour, Executive Vice President and Chief Financial Officer of Devon Energy Corporation 2025-09-17 0001090012
WPX ENERGY, INC. 10%+ Owner 333 W. SHERIDAN AVENUE, OKLAHOMA CITY /s/ Jeffrey L. Ritenour, Executive Vice President and Chief Financial Officer of WPX Energy, Inc. 2025-09-17 0001518832

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding WBI Class B Shares 17.8M Sep 17, 2025 See Footnote F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding WBI WBI Operating LLC Units Sep 17, 2025 Class A Shares 17.8M See Footnote F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the closing of the initial public offering (the "IPO") of the Class A shares representing limited liability company interests in WaterBridge Infrastructure LLC, a Delaware limited liability company (the "Company" and such shares, "Class A shares"), and pursuant to certain reorganizational transactions, Devon WB Holdco L.L.C. ("Devon Holdco") will (i) make a capital contribution to the Company in exchange for 17,757,225 Class B shares of the Company representing limited liability company interests ("Class B Shares") and (ii) receive 17,757,225 units representing limited liability company interests in WBI Operating LLC, a Delaware limited liability company ("OpCo" and such units, "OpCo Units").
F2 Represents securities directly held by Devon Holdco, which is an indirect wholly-owned subsidiary of Devon Energy Corporation ("Devon"). Devon is a public company and owns 100% of the outstanding common stock of WPX Energy, Inc. ("WPX"). WPX owns 100% of the limited liability company interests of WPX Energy Permian, LLC ("WPX Permian"). WPX Permian owns 100% of the limited liability company interests of Devon Holdco. Each of Devon, WPX and WPX Permian disclaims beneficial ownership of the securities owned by Devon Holdco in excess of their respective pecuniary interest therein.
F3 Each Class B share has no economic rights but entitles its holder to one vote on all matters to be voted on by the shareholders of the Company generally. At the request of a holder, each OpCo Unit may be redeemed (along with the cancellation of a corresponding Class B share) for, subject to certain restrictions in the OpCo limited liability company agreement (the "OpCo LLCA"), newly issued Class A shares on a one-for-one basis or for a cash payment to be determined pursuant to the OpCo LLCA for each OpCo Unit redeemed. The OpCo Units do not expire.