Form 4: CEO's VNOM Shares Convert in Merger

Matthew Kaes Van't Hof's shares in VNOM Sub, Inc. were converted to New Viper stock as part of the Sitio Merger Agreement.

Summary

• Matthew Kaes Van't Hof, Chief Executive Officer and Director of VNOM Sub, Inc. (formerly Viper Energy, Inc.), reported a change in his beneficial ownership.
• On August 19, 2025, 35,362 shares of Class A Common Stock of VNOM Sub, Inc. were disposed of at a price of $0.
• Following this transaction, Matthew Kaes Van't Hof beneficially owns 0 shares of VNOM Sub, Inc. Class A Common Stock.
• This transaction occurred pursuant to the Agreement and Plan of Merger (the "Sitio Merger Agreement") dated June 2, 2025.
• Under the merger agreement, Viper Merger Sub will merge with and into Viper, with Viper becoming a wholly owned subsidiary of New Viper (formerly New Cobra Pubco Inc.).
• At the effective time of the Viper Pubco Merger, each outstanding share of Viper's Class A Common Stock will be cancelled and automatically converted into one share of New Viper's Class A common stock.

Sentiment

Score: 5

Explanation: The filing is a neutral, procedural report of a mandatory share conversion due to a pre-announced merger, not indicating positive or negative performance or strategic shifts beyond the merger itself.

Future Outlook

The filing details the mechanics of a share conversion as a result of the Sitio Merger Agreement, indicating the completion of the Viper Pubco Merger where Viper's Class A Common Stock will be converted into New Viper's Class A common stock.

Industry Context

This filing reflects a corporate restructuring within the energy sector, specifically involving royalty and mineral interests, through a merger between Viper Energy and Sitio Royalties Corp. Such mergers aim to consolidate assets and potentially achieve synergies within the industry.

Stakeholder Impact

• Shareholders of VNOM Sub, Inc. (Viper) will have their shares converted into shares of New Viper, effectively becoming shareholders of the combined entity.

Next Steps

• The effective time of the Viper Pubco Merger, where Viper's Class A Common Stock will be cancelled and converted into New Viper's Class A common stock.

Key Dates

Keywords

SEC Form 4, Beneficial Ownership, Merger, Stock Conversion, VNOM, Viper Energy, Sitio Royalties, New Viper, Insider Transaction