Matt Zmigrosky - Aug 24, 2022 Form 4 Insider Report for RATTLER MIDSTREAM LP (RTLR)

Signature
/s/ P. Matt Zmigrosky
Stock symbol
RTLR
Transactions as of
Aug 24, 2022
Transactions value $
$0
Form type
4
Date filed
8/24/2022, 05:12 PM
Previous filing
Jun 1, 2022
Next filing
Dec 22, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RTLR Common units representing limited partner interests Disposed to Issuer -20.5K -100% 0 Aug 24, 2022 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Matt Zmigrosky is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to that certain Agreement and Plan of Merger dated May 15, 2022 by and among the Issuer, Diamondback Energy, Inc. ("Diamondback"), Rattler Midstream GP LLC, the general partner of Issuer, and Bacchus Merger Sub Company, a wholly owned subsidiary of Diamondback ("Merger Sub"), on August 24, 2022, Merger Sub merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Diamondback (the "Merger"). At the effective time of the Merger (the "Effective Time"), each outstanding Common Unit held by the Reporting Person was converted into the right to receive 0.113 shares (the "Exchange Ratio") of common stock, par value $0.01 per share ("Common Stock"), of Diamondback.
F2 Includes 9,143 phantom units granted under the Rattler Midstream LP Long-Term Incentive Plan that were converted, at the Effective Time, into an award of restricted stock units ("RSUs") relating to a number of shares of Common Stock, as adjusted by the Exchange Ratio. Such RSUs are scheduled to vest in two remaining substantially equal installments beginning on May 28, 2023.

Remarks:

Executive Vice President, General Counsel and Secretary