Diamondback Energy, Inc. — Director's Dealing 2014

Jul 1, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Diamondback Energy, Inc. (FANG)
CIK: 0001539838
Period of Report: 2014-06-27

Reporting Person: WEXFORD CAPITAL LP (10% Owner)
Reporting Person: DAVIDSON CHARLES E (10% Owner)
Reporting Person: Wexford GP LLC (10% Owner)
Reporting Person: DB Energy Holdings LLC (10% Owner)
Reporting Person: JACOBS JOSEPH (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-27	Common Stock, par value $0.01	S	1000000	$89.12	Disposed	8627947	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01	6666	Direct

Footnotes

F1: The securities disposed of were held by DB Energy Holdings LLC ("DB Energy"), Wexford Catalyst Fund, L.P. ("WCF"), Wexford Spectrum Fund, L.P. ("WSF"), Spectrum Intermediate Fund Limited ("SIF") and Catalyst Intermediate Fund Limited ("CIF" and, together with DB Energy, WCF, WSF and SIF, the "Funds"). The Fund sold these shares in an underwritten public offering pursuant to Diamondback Energy's Inc.'s effective registration statement on Form-3 (File No. 333-192009), including the Base Prospectus filed with the Securities and Exchange Commission (the "Commission") which became effective immediate upon filing with the Commission on November 5, 2013 and a Preliminary Prospectus Supplement dated June 23, 2014 and a Prospectus Supplement filed on June 24, 2014, the pricing date, as filed with the Commission pursuant to Rule 424(b)(5). DB Energy sold 942,794 shares, WSF sold 11,248 shares, WCF sold 1,778 shares, SIF sold 37,208 and CIF sold 6,972 shares.

F2: This form is jointly filed by Wexford Capital LP ("Wexford"), Charles E. Davidson ("Davidson"), Joseph M. Jacobs ("Jacobs"), Wexford GP LLC ("Wexford GP") and DB Energy. The common stock shown as beneficially owned by Davidson, Jacobs, Wexford GP and Wexford reflect common stock owned of record by the Funds. Wexford serves as manager, investment advisor or sub advisor of each of the Funds, and as such may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. Wexford GP, as the general partner of Wexford, may be deemed to share beneficial ownership of the securities beneficially owned by the Funds. (continued under Footnote (3) below).

F3: (continued from Footnote (2) above) Davidson and Jacobs, as the controlling persons of Wexford GP, may be deemed to share beneficial ownership of any securities beneficially owned by the Funds for which Wexford serves as manager, investment advisor or sub advisor. Each of the Reporting Persons and each of the Funds disclaims beneficial ownership of the securities reported herein, except to the extent of his or its actual pecuniary interest therein.