SCHEDULE 13G/A: FMR LLC and Abigail P. Johnson Disclose 5.1% Stake in Sitio Royalties Corp

Sentiment:

Beneficial Ownership Report


FMR LLC and its Chairman and CEO, Abigail P. Johnson, have jointly filed an amended Schedule 13G, reporting beneficial ownership of 5.1% of Sitio Royalties Corp's Class A Common Stock as of December 31, 2024.

Summary

  • FMR LLC and Abigail P. Johnson, its Chairman and CEO, have filed an Amendment No. 3 to Schedule 13G regarding their beneficial ownership in SITIO ROYALTIES CORP.
  • As of December 31, 2024, FMR LLC and Abigail P. Johnson collectively beneficially own 4,018,485.39 shares of SITIO ROYALTIES CORP's Class A Common Stock.
  • This aggregate amount represents 5.1% of the Class A Common Stock outstanding.
  • FMR LLC holds sole voting power over 4,010,208.00 shares and sole dispositive power over 4,018,485.39 shares.
  • Abigail P. Johnson holds sole dispositive power over 4,018,485.39 shares, with no sole or shared voting power.
  • The filing indicates that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
  • FMR LLC is classified as a parent holding company, and Abigail P. Johnson is an individual reporting person.
  • Several FMR LLC subsidiaries, including FIAM LLC, Fidelity Institutional Asset Management Trust Company, Fidelity Management & Research Company LLC, and Strategic Advisers LLC, are identified as entities beneficially owning shares.

Sentiment

Score: 5

Explanation: The document is a factual, regulatory filing (Schedule 13G) reporting beneficial ownership. It contains no subjective language, forward-looking statements, or performance metrics that would indicate a positive or negative sentiment. It is purely informational.

Positives

  • The disclosure of a 5.1% stake by a prominent institutional investor like FMR LLC and its leadership may signal confidence in Sitio Royalties Corp's long-term prospects.
  • The filing explicitly states that the shares were acquired and are held in the ordinary course of business, suggesting a passive investment rather than an activist intent to influence control.

Negatives

  • NA

Risks

  • The document does not detail specific risks related to Sitio Royalties Corp's operations or financial health, as it is a beneficial ownership report.

Future Outlook

The document does not provide any forward-looking statements or guidance regarding Sitio Royalties Corp's future performance or FMR LLC's investment strategy beyond the current ownership disclosure.

Management Comments

  • "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ยงยง 240.14a-11."

Industry Context

Sitio Royalties Corp operates in the oil and gas royalty and mineral acquisition sector. The filing indicates continued institutional interest in companies within this specialized segment, with a major asset manager like FMR LLC maintaining a significant stake. This suggests a belief in the long-term value of royalty interests, which typically provide passive income streams from energy production.

Comparison to Industry Standards

  • This filing is a standard Schedule 13G, which is a routine disclosure for institutional investors acquiring more than 5% of a company's stock. The 5.1% stake held by FMR LLC and Abigail P. Johnson is a notable position, indicating a significant, but non-controlling, investment.
  • While specific comparable companies or projects are not mentioned in the filing, institutional ownership of royalty and mineral companies is common, with major asset managers often holding diversified portfolios across the energy sector. The size of this stake is consistent with large institutional positions seen in other publicly traded royalty companies.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Shareholders' Voting AgreementMembers of the Johnson family, including Abigail P. Johnson, who are predominant owners of Series B voting common shares of FMR LLC (representing 49% of voting power), have entered into a shareholders' voting agreement. This agreement dictates that all Series B voting common shares will be voted in accordance with the majority vote of Series B voting common shares, potentially forming a controlling group with respect to FMR LLC under the Investment Company Act of 1940.NAThis agreement centralizes voting control within the Johnson family for FMR LLC, which indirectly influences the investment decisions of FMR LLC, including its holdings in companies like Sitio Royalties Corp. It does not directly impact Sitio Royalties Corp's corporate governance.

Related Party Transactions

  • Abigail P. Johnson is a Director, the Chairman, and the Chief Executive Officer of FMR LLC. Members of the Johnson family, including Abigail P. Johnson, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of the voting power. They have a shareholders' voting agreement to vote Series B shares in accordance with the majority, which may deem them a controlling group with respect to FMR LLC.

Stakeholder Impact

  • Shareholders of Sitio Royalties Corp may view FMR LLC's continued significant stake as a positive signal of institutional confidence in the company's value proposition.
  • The filing confirms a stable ownership structure from a major institutional investor, which can contribute to market stability for the stock.

Next Steps

  • FMR LLC and Abigail P. Johnson will continue to file amendments to this Schedule 13G if their beneficial ownership percentage changes significantly (e.g., crosses another 1% threshold up or down) or if their investment intent changes.

Key Dates

DateDescription
2023-01-03Effective date of Power of Attorney for FMR LLC and its direct and indirect subsidiaries.
2023-01-26Effective date of Power of Attorney for Abigail P. Johnson.
2024-12-31Date of event which requires filing of this statement (reporting period end date).
2025-02-11Signature date of the Schedule 13G filing.

Keywords

Sitio Royalties Corp, FMR LLC, Abigail P. Johnson, Schedule 13G, Beneficial Ownership, Class A Common Stock, SEC Filing, Institutional Investor, Equity Stake, Oil and Gas Royalties

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