Business Context and Reporting Period
This Form 8-K Current Report was filed by WaterBridge Infrastructure LLC (NYSE: WBI) on April 13, 2026. The filing discloses a corporate governance event involving the appointment of a new director and changes to committee leadership.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on personnel appointments and associated compensation arrangements.
Material Changes
The primary material change reported is the appointment of Valerie Chase to the Board of Directors, effective April 13, 2026. Key details include:
- Role: Independent Director and Chair of the Audit Committee.
- Replacement: Ms. Chase replaces Kara Goodloe Harling as Chair of the Audit Committee; Ms. Goodloe Harling remains a Board member.
- Term: Expires at the 2026 annual meeting of shareholders or upon earlier resignation/removal.
- Qualifications: Over 20 years of experience in finance, accounting, and corporate governance, including prior roles at Apache Corporation and Magnolia Oil & Gas Corporation.
Compensation and Governance Details
Ms. Chase's compensatory arrangements are as follows:
- Equity: Grant of 2,830 Restricted Stock Units (RSUs) vesting on September 18, 2026.
- Board Retainer: $100,000 annual cash retainer.
- Audit Committee Retainer: $10,000 annual cash retainer.
- Committee Chair Retainer: $10,000 annual cash retainer.
- Payment Terms: Cash retainers are paid quarterly in advance and prorated for partial quarters.
Additionally, the Company entered into an indemnification agreement with Ms. Chase, dated April 13, 2026, to indemnify her against liabilities arising from her service to the fullest extent permitted by law.
Investor Verification Checklist
- Verify the vesting schedule and performance conditions of the 2,830 RSUs granted to Ms. Chase.
- Review the full text of the Indemnification Agreement filed as Exhibit 10.3 to the Form S-1 (filed September 3, 2025).
- Confirm the date of the 2026 annual meeting of shareholders to determine the exact expiration of Ms. Chase's initial term.
- Check for any subsequent filings regarding the resignation or removal of Ms. Chase prior to the annual meeting.