Form 4: Diamondback Energy Executive Reports Changes in Beneficial Ownership

Matt Zmigrosky, EVP, Chief Legal and Admin Officer of Diamondback Energy, reports transactions involving restricted stock units and common stock, including acquisitions, vesting, and tax withholding.

Summary

• On March 1, 2025, Matt Zmigrosky, EVP, Chief Legal and Admin Officer of Diamondback Energy, Inc., reported changes in beneficial ownership of the company's stock.
• These changes involve the acquisition of restricted stock units and common stock, as well as the disposal of shares to cover tax withholding obligations.
• Zmigrosky acquired 7,390 restricted stock units that vest in three equal installments beginning on March 1, 2025.
• He also acquired 23,070 performance-based restricted stock units that vested on December 31, 2024, and settled on March 1, 2025.
• A total of 11,738 shares of common stock were withheld by the issuer to satisfy tax obligations related to the vesting of these restricted stock units.
• The price used to determine the number of shares withheld was $158.96, based on the closing price of Diamondback Energy's common stock on February 28, 2025.
• Following these transactions, Zmigrosky beneficially owns 67,895 shares of Diamondback Energy common stock.

Sentiment

Score: 7

Explanation: The document reflects standard executive compensation practices and the vesting of performance-based units, suggesting the company is meeting its goals. The sentiment is neutral to slightly positive.

Positives

• The vesting of restricted stock units indicates that the executive is incentivized to perform well for the company.
• The vesting of performance-based restricted stock units suggests that the company met certain performance targets.

Future Outlook

The document does not contain specific forward-looking statements, but the vesting schedule of the restricted stock units suggests continued employment and performance by the executive.

Industry Context

Executive stock transactions are common in the oil and gas industry as part of compensation packages designed to align management interests with shareholder value. The vesting of performance-based units suggests the company is meeting its goals, which is a positive signal for investors.

Comparison to Industry Standards

• Equity compensation is a standard practice among Diamondback Energy's peers, such as Pioneer Natural Resources, EOG Resources, and ConocoPhillips.
• These companies also utilize restricted stock units and performance-based awards to incentivize executives.
• The vesting schedules and performance metrics often vary based on company-specific goals and industry benchmarks.

Stakeholder Impact

• Shareholders may view the vesting of performance-based restricted stock units as a positive sign, indicating that the company is achieving its performance targets.
• Employees may be motivated by the fact that executives are incentivized to perform well.
• The transactions themselves have a minimal direct impact on customers, suppliers, and creditors.

Key Dates