Diamondback Energy, Inc. - 01 May 2025 Form 4 Insider Report for Viper Energy, Inc. (VNOM)

Signature
/s/ Teresa L. Dick as Executive Vice President, Chief Accounting Officer and Assistant Secretary of Diamondback Energy, Inc.
Issuer symbol
VNOM
Transactions as of
01 May 2025
Net transactions value
$0
Form type
4
Filing time
05 May 2025, 17:14:34 UTC
Previous filing
31 Jan 2025
Next filing
19 Aug 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Diamondback Energy, Inc. Director, 10%+ Owner 500 WEST TEXAS AVENUE, SUITE 100, MIDLAND /s/ Teresa L. Dick as Executive Vice President, Chief Accounting Officer and Assistant Secretary of Diamondback Energy, Inc. 05 May 2025 0001539838

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
transaction VNOM Class B Common Stock Award +69,626,640 69,626,640 01 May 2025 Class A Common Stock 69,626,640 $0.000000 See FN F1, F2, F3, F4
transaction VNOM Operating Company Units Award +69,626,640 69,626,640 01 May 2025 Class A Common Stock 69,626,640 $0.000000 See FN F1, F2, F3, F4
holding VNOM Class B Common Stock 8,066,528 01 May 2025 Class A Common Stock 8,066,528 See FN F1, F5, F6
holding VNOM Operating Company Units 8,066,528 01 May 2025 Class A Common Stock 8,066,528 See FN F1, F5, F6
holding VNOM Class B Common Stock 77,364,925 01 May 2025 Class A Common Stock 77,364,925 Direct F1, F5
holding VNOM Operating Company Units 77,364,925 01 May 2025 Class A Common Stock 77,364,925 Direct F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These derivatives securities are represented by (i) shares of Class B Common Stock, par value $0.000001 per share (the "Class B Common Stock"), of Viper Energy, Inc. (the "Issuer") and (ii) an equal number of units representing limited liability company interests ("Operating Company Units") in Viper Energy Partners LLC, the Issuer's operating company (the "Operating Company"). The Operating Company Units and shares of Class B Common Stock are exchangeable from time to time, at the discretion of their holders, for an equivalent number of shares of the Issuer's Class A common stock, par value $0.000001 per share (the "Class A Common Stock") (that is, one Operating Company Unit and one share of Class B Common Stock, together, are exchangeable for one share of Class A Common Stock).
F2 On May 1, 2025, the Issuer and the Operating Company completed their acquisition (the "Drop Down") of all of the issued and outstanding equity interests in certain mineral and royalty interest-owning subsidiaries of Diamondback Energy, Inc., the Issuer's parent (the "Reporting Person"), for (i) $1.0 billion in cash and (ii) the issuance (the "Equity Issuance") of 69,626,640 shares of Class B Common Stock and an equal number of Operating Company Units to Endeavor Energy Resources, LP, a wholly-owned subsidiary of the Reporting Person.
F3 The Drop Down and the transactions contemplated thereby were approved by (i) the Issuer's audit committee comprised of all independent directors and the full board of directors, in each case on January 30, 2025, and (ii) the majority of the Issuer's stockholders, other than the Reporting Person and its subsidiaries, at the special meeting of the Issuer's stockholders held on May 1, 2025, where the Issuer's stockholders also separately approved the Equity Issuance.
F4 69,626,640 shares of Class B Common Stock and 69,626,640 Operating Company Units are held by Endeavor Energy Resources, L.P., a wholly-owned subsidiary of the Reporting Person.
F5 Previously reported on Form 4 filed with the SEC on March 8, 2024.
F6 8,066,528 shares of Class B Common Stock and 8,066,528 Operating Company Units are held by Diamondback E&P LLC, a wholly-owned subsidiary of the Reporting Person.