SCHEDULE: Diamondback Exits VNOM Sub Stake Post-Merger

Diamondback Energy and its affiliates have ceased beneficial ownership of VNOM Sub, Inc. following the Sitio Acquisition, marking their exit from the company.

Summary

• This filing is Amendment No. 6 to the Schedule 13D, serving as an exit filing for the reporting persons.
• The reporting persons are Diamondback Energy, Inc., Diamondback E&P LLC, and Endeavor Energy Resources, L.P.
• The Issuer is VNOM Sub, Inc., formerly known as Viper Energy, Inc.
• On August 19, 2025, the Sitio Acquisition was consummated.
• As a result of the Sitio Acquisition, 155,058,093 shares of Class B Common Stock held by the reporting persons were canceled.
• These canceled shares were converted into 155,058,093 shares of New Viper Class B Common Stock of New Cobra Pubco, Inc. (which was renamed 'Viper Energy, Inc.').
• The reporting persons no longer beneficially own any securities of VNOM Sub, Inc. and ceased to own more than 5% of the Issuer's outstanding common stock as of August 19, 2025.

Sentiment

Score: 5

Explanation: The filing is a factual report of a completed corporate transaction and a change in beneficial ownership, providing no inherent positive or negative sentiment regarding the company's performance or outlook.

Future Outlook

This filing reports a completed transaction and change in beneficial ownership, and does not provide any forward-looking statements or guidance regarding future operations or financial performance.

Industry Context

This announcement reflects a significant change in the ownership structure of VNOM Sub, Inc. (formerly Viper Energy, Inc.) due to the consummation of the Sitio Acquisition. This event is part of broader consolidation trends within the energy sector, particularly impacting companies involved in mineral and royalty interests, and indicates strategic realignments among key players like Diamondback Energy.

Related Party Transactions

• The Sitio Acquisition involved the cancellation of 155,058,093 shares of Class B Common Stock held by the reporting persons (Diamondback Energy, Inc., Diamondback E&P LLC, and Endeavor Energy Resources, L.P.) in VNOM Sub, Inc. (formerly Viper Energy, Inc.).
• These shares were exchanged for 155,058,093 shares of New Viper Class B Common Stock of New Cobra Pubco, Inc. (renamed 'Viper Energy, Inc.'). This transaction is a direct consequence of a merger involving entities with pre-existing beneficial ownership relationships.

Stakeholder Impact

• Shareholders of VNOM Sub, Inc. (formerly Viper Energy, Inc.) are impacted by the change in beneficial ownership structure and the conversion of their shares as part of the Sitio Acquisition.
• Shareholders of Diamondback Energy, Inc. are impacted by the strategic realignment and the formal exit from this specific beneficial ownership stake in VNOM Sub, Inc.

Next Steps

• This Amendment No. 6 represents the final amendment to the Schedule 13D and constitutes an exit filing for the reporting persons, meaning no further reporting on this specific ownership stake by these entities is expected.

Key Dates

Keywords

Diamondback Energy, Viper Energy, VNOM Sub, Sitio Acquisition, Schedule 13D, Beneficial Ownership, Exit Filing, Merger, Oil & Gas